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December 15, 2015 Agenda
tru�Rltl �'� � k, Tuesday, December 15, 2015 City of Denton Meeting Agenda City Council City Hall 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com 1:00 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, December 15, 2015 at 1:00 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 December 15, 2015. 3. Work Session Reports A. SI15 -0022 Receive a report, hold a discussion, and give staff direction regarding the regulation and economic impact of mobile food vendors in the City of Denton. Attachments: Exhibit 1- Ordinance and Chapter 13 "Food and Food Establishments B. ID 15 -1180 Receive a report, hold a discussion, and give staff direction on the Denton Renewable plan and activities related to the future power supply plans to meet the City's growth and needs. Attachments: Exhibit 1 - Dec 1 WS presentation Exhibit 2 - Nov 10 WS presentation Exhibit 3 - Dec 15 WS presentation C. ID 15 -1240 Receive a report, hold a discussion, and give staff direction regarding the notification process utilized by Development Services. Attachments: Exhibit 1- Property Owner Notification Click2Mail Report Exhibit 2- 200 -Foot Property Owner Notification Template PZC Exhibit 3- 500 -Foot Property Owner Courtesy Notification Template PZC Exhibit 4- 200 -Foot Property Owner Notification Template ZBA Exhibit 5- 500 -Foot Property Owner Courtesy Notification Template ZBA Exhibit 6- 200 -Foot Property Owner Notification Template HLC Exhibit 7- 500 -Foot Property Owner Courtesy Notification Template HLC Exhibit 8- Neighborhood Meeting Checklist and Procedures Guide D. ID 15 -1255 Receive a report, hold a discussion, and give staff direction regarding a proposed Economic Development Chapter 380 Grant Agreement with US Aviation Group, LLC, for a business expansion at the Denton Enterprise Airport. City ofDenton Page I Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Attachments: Exhibit 1 - US Aviation Group Agreement Exhibit 2 - US Aviation Group Ordinance 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 15 -1256 Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. Receive a report and hold a discussion regarding a proposed economic development program grant agreement between the City of Denton and US Aviation Group, LLC. This discussion shall include commercial and financial information the City Council has received from US Aviation Group, LLC, a business prospect which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; deliberate the economic development program grant agreement between the City of Denton and US Aviation Group, LLC. [ID 15 -1257] B. ID 15 -1307 Consultation with Attorney's - Under Texas Government Code, Section 551.071. Consult with the City's attorneys regarding legal issues associated with the revocation or modification of a Specific Use Permit for Akers Towing 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 of Texas. [ID 15 -1284] C. ID 15 -1172 Deliberations Regarding Certain Public Power Utilities: Competitive Matters - Under Texas Government Code Section 551.086. Receive a presentation from Denton Municipal Electric staff ( "DME ") regarding public power competitive and financial matters pertaining to plans, strategies, opportunities, and developments for generation improvements to the DME system; discuss and deliberate strategies regarding same; discuss and deliberate opportunities and strategies for the City to acquire purchased power and enter into agreements regarding the same, in order to meet its future energy needs. Discuss, deliberate and provide Staff with direction. [ 15 -1260] D. ID 15 -761 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 and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located in Lot 1, Block 2 of the Municipal Utility Addition as shown by the plat thereof recorded in Cabinet G Page 346 of the P.R.D.C.T., in the City of Denton, Denton County, City ofDenton Page 2 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting 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. [Brinker Substation] E. ID 15 -1321 Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consult with the City's attorneys about Verizon Southwest, Inc.'s unpaid pole attachment fees including the status of settlement negotiations, potential litigation, and related issues. Discuss, deliberate and provide the City's attorneys with direction and any recommendations regarding such legal matter. A public discussion of this legal matter would conflict with the duty of the City's Attorneys to the City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. F. ID 15 -1325 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located in the E. Puchalski Survey, Abstract No. 996, located generally in the 1200 Block of N. I -35E, City of Denton, Denton County, Texas. Consultation with the City's attorneys regarding legal issues associated with the acquisition or condemnation of the real property interests referenced above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. (Denton Fire Station No. 3 Rebuild) G. ID 15 -1326 Consultation with Attorneys - Under Texas Government Code, Sec. 551.071. Consult with the City's attorneys regarding the present status of settlement negotiations regarding pending litigation styled: City of Denton, Texas v. NRG Power Marketing, LLC, Cause No. 15- 01404 -16, now pending in the 16th Judicial District Court of Denton County, Texas, and discuss, deliberate and provide the City's attorneys with direction and any recommendations regarding such legal matter. A public discussion of this legal matter would conflict with the duty of the City's Attorneys to the City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. H. ID 15 -1329 Consultation with Attorneys - Under Texas Government Code §551.071. City ofDenton Page 3 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Consult with the City's Attorneys on the status, strategy, and potential resolution of litigation styled Bishop v. City of Denton, Texas and Darius M. Porter, Cause No. 4:14 -CV -608, currently pending in the US District Court for the Eastern District of Texas, Sherman Division. 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 A. ID 15 -1190 Presentation by Denton County Friends of the Family B. ID 15 -1300 Volunteer appreciation for Eureka 2 Playground Project 3. PRESENTATION FROM MEMBERS OF THE PUBLIC A. Review of procedures for addressing the City Council. B. Receive Scheduled Citizen Reports from Members of the Public. 1. ID 15 -1311 Marc Moffitt regarding various issues. C. Additional Citizen Reports - This section of the agenda permits any person not registered for a citizen report to make comments regarding public business on items not listed on the agenda. This is limited to four speakers per meeting with each speaker allowed a maximum of four (4) minutes. 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 City ofDenton Page 4 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Agenda (Agenda Items A — R). 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 — R 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 15 -1224 Attachments: B. ID 15 -1229 Attachments: C. ID 15 -1257 Attachments: Consider approval of a resolution to the City Council of the City of Denton, Texas authorizing the filing and acceptance of a contract with the Solid Waste & Recycling Department (SW &R) and South Forks Trinity River Mitigation Group 1, LP, for the SW &R to purchase mitigation credits to offset impacts to the Waters of the United States in providing wetland mitigation, 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 funds in the stated amount of $66,888, and providing an effective date. Exhibit 1 US Army Corp of Engineers - LF Waterways Exhibit 2 Mitigation Credit Sales Agreement Exhibit 3 Resolution Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric substation galvanized tubular steel structures for Denton Municipal Electric; providing for the expenditure of funds therefore; and providing an effective date (RFP 5841- awarded to Techline, Inc. in the (3) year not -to- exceed amount of $1,840,000). Exhibit 1- Evaluation and Ranking Sheet Exhibit 2- Ordinance Exhibit 3- Contract Consider adoption of an ordinance establishing an Economic Development Program under Chapter 380 of the Local Government Code for making grants of public money to promote economic development and to stimulate business activity in the city of Denton; approving an economic development program grant agreement with US Aviation Group, LLC, setting forth the various conditions precedent to US Aviation Group, LLC receiving the program grant; providing for a severability clause; and providing an effective date. Exhibit 1 -US Aviation Group Agreement Exhibit 2 -US Aviation Group Ordinance D. ID 15 -1261 Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buy Board Cooperative Purchasing Network for the acquisition of four (4) dump trucks, two (2) haul trucks, and ten (10) refuse trucks for the City of Denton Wastewater Collections, Drainage, Solid Waste, and Parks Departments; and providing an effective date (File 5980- awarded to Rush Truck Center, Crane in the amount of $2,560,878). City ofDenton Page 5 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Attachments: Exhibit 1- Comparison Exhibit 2- Quotes Exhibit 3- Peterbilt Letter Exhibit 4 -Fleet Standardization Memo Exhibit 5- Ordinance E. ID 15 -1262 Consider adoption of an ordinance accepting competitive contract for the purchase of electric rubber insulated goods and accessories to be stocked in the City of providing for the expenditure of funds therefor; and (RFP 5928- awarded to Techline, Inc. in the three (3) y( $650,000). Attachments: Exhibit 1- Evaluation and Ranknp Exhibit 2- Ordinance Exhibit 3- Contract proposals and awarding a termination and separable enton Distribution Center; oviding an effective date r not -to- exceed amount of F. ID 15 -1268 Consider adoption of an ordinance of the City Council of the City of Denton, Texas, authorizing the City Manager to execute a professional services agreement for Sales Tax Compliance Review Services for the City of Denton Finance Department; providing for the expenditure of funds therefor; and providing an effective date (File 6000 - awarded to TexasCityServices LLC in the recovery fee percentage of 32% of additional sale /use taxes received in the first year of the contract and 36% of additional sales /use taxes received for the second and third years of the contract period). The Audit /Finance Committee recommends approval (2 -0). Attachments: Exhibit 1 -Staff Memo Exhibit 2- Ordinance Exhibit 3- Contract G. ID 15 -1270 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving a three (3) year support service contract for Microsoft Premier Support Services for the City of Denton, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5737- awarded to Microsoft Corporation in the three (3) year not -to- exceed amount of $208,000). Attachments: Exhibit 1- Microsoft Service and Fee Schedule Exhibit 2 -Sole Source Exhibit 3- Ordinance H. ID 15 -1272 Consider approval of a resolution of the City Council of the City of Denton, Texas authorizing the filing of a project application with the North Central Texas Council of Governments for a Regional Household Hazardous Waste Grant, Regional Collaborative Project, source reduction and recycling; delegating and authorizing George C. Campbell, City Manager, or his designate, to act on behalf of the City in all other matters that are related to this project application, pledging that if funding for this project is received, the City of Denton, Texas will comply with all project City ofDenton Page 6 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas, and providing for an effective date. Attachments: Exhibit 1 -Grant Authorization Resolution L ID 15 -1277 Consider approval of two resolutions of the City Council of the City of Denton, Texas authorizing the filing of a project application with the North Central Texas Council of Governments for a Regional Solid Waste Program - Local Government Project, source reduction and recycling; delegating and authorizing George C. Campbell, City Manager, or his designate, to act on behalf of the City in all other matters that are related to this project application, pledging that if funding for this project is received, the City of Denton, Texas will comply with all project requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas, and providing for an effective date. Attachments: Exhibit 1- Low Speed Shredder Resolution Exhibit 2- High Speed Grinder Resolution J. ID 15 -1280 Consider approval of a resolution of the City of Denton, Texas affirming its desire to remove FM 426 (McKinney Street) off the Texas Department of Transportation roadway system, directing staff to submit official correspondence to TxDOT regarding this desire; and providing an effective date. The Mobility Committee recommends approval (3 -0). Attachments: Exhibit 1 426 Resolution K. ID 15 -1282 Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the purchase of Excess Liability Insurance Coverage for the City of Denton, through the City's sole broker of record, McGriff, Seibels, and Williams of Texas, Inc., and in accordance with Chapter 252.024 of the Texas Local Government Code such coverage is exempt from the requirements of competitive bidding; and providing an effective date (File 6020 awarded to Illinois Union Insurance Company in the one (1) year not -to- exceed amount of $197,590 and a three (3) year not -to- exceed amount of $654,000). Attachments: Exhibit 1- Excess Liability Insurance Evaluation Document Exhibit 2- Broker Recommendation Letter Exhibit 3- Premium Quote Exhibit 4- Ordinance L. ID 15 -1288 Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program; authorizing the City Manager to expend funds provided for in the grant program; and declaring an effective date (TxDOT CSJ No.: M618DNTON). The Airport Advisory Board recommends approval (6 -0). Attachments: Exhibit 1 Ordinance M. ID 15 -1292 Consider adoption of an ordinance of the City of Denton amending certain City ofDenton Page 7 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 provisions of Chapter 23 "Police" of the Code of Ordinances of the City of Denton to conform with certain provisions of state law; providing a severability clause; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; and providing an effective date. Attachments: Exhibit 1 -Towing Ordinance (revision 2) N. ID 15 -1293 Consider adoption of an ordinance of the City of Denton, Texas, amending Ordinance no. 2015 -336 relating to fees for non- consent towing within the City of Denton pursuant to Chapter 23, Article V of the Code of Ordinances of the City of Denton, Texas; providing that a schedule of fees shall be maintained on file in the office of the City Secretary; providing a savings clause; providing a severability clause; and providing an effective date. Attachments: Exhibit 1 Ordinance O. ID 15 -1294 Consider adoption of an ordinance of the City of Denton, Texas amending the provisions of Chapter 18 "Motor Vehicles and Traffic" by amending Section 18- 104(a) (1) relating to the impoundment of standing or parked vehicles by increasing the towing fee; providing a severability clause; providing a repealer clause; providing a savings clause; providing for a penalty not to exceed $ 500 for violations of this ordinance; and providing for an effective date. Attachments: Exhibit 1 Ordinance P. ID 15 -1308 Consider adoption of an ordinance of the City of Denton, Texas which would amend Code Section 2 -30 "Improper Disclosure of Confidential Information" to redefine "confidential government information" and to remove all provisions providing for and relating to a criminal penalty, providing for severability, repealer and an effective date. Attachments: Exhibit 1 Ordinance Q. ID 15 -1316 Consider adoption of an ordinance approving an Advance Funding Agreement for a Project Using Funds Held in the State Highway 121 Subaccount in the amount of $2,000,000.00 between the City of Denton and the State of Texas for the design and construction of a roundabout on North Texas Boulevard at IH35E in the City of Denton, authorizing the expenditure of funds therefor; and providing an effective date. Attachments: Exhibit 1- Ordinance Exhibit 2- Project Layout Exhibit 3- Funding Agreement Exhibit 4- Roundabout Schematic R. ID 15 -1317 Consider adoption of an ordinance approving an Advance Funding Agreement for a Project Using Funds Held in the State Highway 121 Subaccount in the amount of $3,000,000.00 between the City of Denton and the State of Texas for the reconstruction and widening of Hickory Creek Road from FM 2181 to Proposed FM 2499 in the City of Denton, authorizing the expenditure of funds therefor; and providing an effective date. City ofDenton Page 8 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 Attachments: Exhibit 1- Ordinance Hickory Creek Road Exhibit 2- Proiect Layout Exhibit 3- Funding Agreement 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 15 -985 Attachments: B. ID 15 -1284 Attachments: Consider approval of a resolution by the City Council regarding three proposed sites for construction, expansion, and use of an electric power transmission /distribution substation located along both the east side of Bernard St. between Eagle Drive to the north and Collins Street to the south, in the City of Denton, Texas, as part of Denton Municipal Electric's service territory. Exhibit 1 - Proiect Information Exhibit 2 - System Map Exhibit 3 - Location Map Exhibit 4 - Eagle Site Options Exhibit 5 - Resolution Consider adoption of an ordinance revoking or modifying a Specific Use Permit dated August 5, 2014, allowing a wrecker service and impound lot on property located in an Employment Center Industrial (EC -I) zoning and land use district on approximately 1.3 acres, generally located south of Smith Street, east of Dallas Drive, and north of Teasley Lane; and providing an effective date. Exhibit 1 Draft Revocation SUP Ordinance Exhibit 2 Draft Modified SUP Ordinance 6. PUBLIC HEARINGS A. DCA15 -0008 Hold a public hearing and consider adoption of an ordinance of the City of Denton, a Texas, to consider amending "Permitted Uses" in Subchapter 35.5 of the Denton Development Code to replace "Semi- Public Halls, Clubs, and Lodges" with "Assembly Halls, Clubs, and Lodges" in the list of zoning uses in Subchapter 5 and to revise definition for "Semi- Public Halls, Clubs, and Lodges" in Subchapter 23.2; providing for a penalty in the maximum amount of $2,000.00 for violations thereof, providing a severability clause and an effective date. Attachments: Exhibit 1 -Staff Analysis Exhibit 2- Proposed Amendments to DDC Chapter 35.5 Exhibit 3- November 18, 2015 P &Z Meeting Minutes Exhibit 4 -Draft Ordinance B. ID 15 -1260 Hold a public hearing and consider public input regarding the proposed Renewable Denton Plan for future power supply as part of Denton Municipal Electric's service territory; discuss, deliberate, provide staff with direction; and consider approval of a resolution approving the Denton Municipal Electric Renewable Denton Plan. Attachments: Exhibit 1 Resolution 7. PRESENTATION FROM MEMBERS OF THE PUBLIC City ofDenton Page 9 Printed on 1211112015 City Council Meeting Agenda December 15, 2015 A. Review of procedures for addressing the City Council. B. Receive Scheduled Citizen Reports from Members of the Public. 1. ID 15 -1310 Willie Hudspeth regarding City Hall. 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 topics, above posted. 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 , 2015 at o'clock (a.m.) (p.m.) CITY SECRETARY NOTE: THE CITY OF DENTON CITY COUNCIL WORK SESSION ROOM AND COUNCIL CHAMBERS ARE 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 10 Printed on 1211112015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: S115 -0022, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Receive a report, hold a discussion, and give staff direction regarding the regulation and economic impact of mobile food vendors in the City of Denton. BACKGROUND City Council approved Ordinance 2014 -082 to allow the operation of mobile food vendors ( "food trucks "), in the City of Denton. The ordinance was a direct result of the increasing number of food trucks wanting to operate in Denton. The current ordinance regulates the location and permitting process for food trucks. Subsequently, the number of food trucks in the city has increased, raising questions regarding economic impacts, land use, and parking in the greater downtown area. Food truck culture is an evolving business and economic phenomenon that has recently been introduced in cities. Food trucks have a lower overhead than a traditional restaurant and is an entrepreneurial and adaptive business model to an increasingly on- demand economy. In this way, food trucks are also a way for potential restaurateurs to test the local market for future brick and mortar facilities. For instance, Torchy's Tacos began as a food truck in Austin, Texas and now has 12 locations throughout Texas. Flatlander's Tacos began as a food truck serving several North Texas cities and now has a brick and mortar location in downtown Denton. Food trucks also bring economic activity to struggling business districts and provide additional food options in areas with limited or non - existent food services options. In a struggling business district, or in an area that has recently been targeted for development, food trucks create a dynamic environment by bringing new foot traffic and spin off new business activity. There has been specific interest in food trucks locating in former industrial areas near the new Railyard development and the Denton County Transit Authority (DCTA) station as well as the northeast corner of Bell Avenue and McKinney Street. Food truck parks in either of these locations would ignite economic activity in those areas and create pedestrian spillover traffic for downtown businesses. Despite the numerous positive impacts of food truck culture, if not properly regulated, food trucks can create direct competition with traditional brick and mortar restaurants. This competition can be thinned through thoughtful land use planning and proper permitting processes. The permitting process for food trucks currently allows food trucks to park on public right -of -way per direction of City Council during the March 18, 2014 meeting. This provides the most leniency for food trucks and can create competitive friction between businesses. However, a new permitting process could be created wherein a brick and mortar establishment, such as a bar, could apply for a Food Truck parking permit to allow a food truck to park only in the public right City of Denton Page 1 of 2 Printed on 12/10/2015 File #: S115 -0022, Version: 1 -of -way along the frontage of their property. This process would be similar to the recently considered valet parking ordinance. In addition to right of way parking, food truck parking permits could also limit the duration and location of food trucks on public property such as parking lots in the downtown. Under the current ordinance, food trucks are allowed in any zoning district where restaurants are also allowed. There is no "food truck park" or "food truck commissary" use in the Denton Development Code. To promote the congregation of food trucks in other areas of the city, staff suggests that simultaneous to a refined permitting process, the "food truck park" use's feasibility also be considered. OPTIONS 1. Direct Staff to make amendments to Chapter 13 "Food and Food Service Establishments" regarding the permitting of mobile food vendors. 2. Direct Staff to explore "Food Truck Park" and /or "Food Truck Commissary" uses for inclusion in the Denton Development Code. PRIOR ACTION/REVIEW (Council, Boards, Commissions) 1. March 18, 2014 Chapter 13 "Food and Food Service Establishments" of the City Code of Ordinances was adopted by the City Council, Ordinance 2014 -082. Council also removed the provision related to parking on City rights of way and City property at a subsequent meeting, asked staff to look at potential locations for on street parking for mobile food vendors. 2. February 15, 2015 Staff made a presentation to City Council concerning current and potential locations for Food Truck Parking on City owned property and public rights of way. EXHIBITS 1. Ordinance No. 2014 -082, Chapter 13 "Food and Food Establishments Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Sophie Huemer Associate Planner City of Denton Page 2 of 2 Printed on 12/10/2015 s:Alegal \our documents \ordinances \14\food ordinance clean version 03- 18- 14.doc ORDINANCE NO. 2014 -082 AN ORDINANCE OF THE CITY OF DENTON, TEXAS AMENDING CHAPTER 13 ( "FOOD AND FOOD SERVICE ESTABLISHMENTS ") OF THE CITY OF DENTON CODE OF ORDINANCES BY DELETING ARTICLES I, 11, III, IV, V AND VI IN THEIR ENTIRETY; ADOPTING THE TEXAS FOOD ESTABLISHMENT RULES PROMULGATED BY THE TEXAS DEPARTMENT OF STATE HEALTH SERVICES AND MAKING RELATED DELETIONS AND AMENDMENTS THERETO; PROVIDING A SEVERABLITITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY NOT TO EXCEED $2,000 FOR VIOLATIONS OF THIS ORDINANCE; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON TEXAS HEREBY ORDAINS: SECTIOI' {J: Articles I, II, III, IV, V and VI of Chapter 13 ( "FOOD AND FOOD SERVICE ESTABLISHMENTS ") ofthe City of Denton Code of Ordinances are hereby deleted in their entirety and replaced with new Sections 13 -10 and 13 -20 which hereby read in their entirety as follows: Sec. 13 -10 Rules on food service -- Adopted; compliance procedures. The city adopts the amendments to Texas Board of Health found in 25 Texas Administrative Code, Chapter 229, Sections 161- -171 and 173- -175 as amended, which establishes regulations regarding the regulation of food establishments in this jurisdiction is hereby adopted as the minimum standards for food service operations within the corporate limits of the City of Denton, Texas. Wherever in these rules the words "municipality of Denton" appear, they shall be understood to refer to the City of Denton and the words "regulatory authority" shall refer to the City of Denton. The Texas Food Establishments Rules, save and except the amendments set forth below are made a part of this article as if fully set forth herein. A copy of the Texas Food Establishment Rules, along with city amendments, shall be kept on file in the office of the city secretary of the city being marked and designated as the Texas Food Establishment Rules, published by the Texas Board of Health Bureau of Food and Drug Safety (Retail foods division). Any revision, addition, or deletion to the Texas Food Establishment Rules (TFER) by the Department of State Health Services or the United States Food and Drug Administration (FDA) shall be deemed to be an amendment to this article and adopted as of the time it goes into effect or is published. Sec. 13 -20 Deletions and amendments. Amendments to the Texas Food Establishment Rules Section 229.162 is amended by adding the following: 162.1 Administrator: the Building Official, or their designated employee, of the City of Denton, 162.2 Agricultural product: an agricultural, apicultural, horticultural, silvicultural, or viticultural, or fish or other aquatic species product, either in its natural or processed state, that has been produced, processed, or otherwise had value added for use as human food. 162.3 Catering Establishment: shall mean a food establishment where food is completely or partially prepared for delivery at a separate location where it is meant to be served and consumed. For purposes of this definition of mobile food establishments, a food service establishment is considered to be operating mobile food units, rather than to be operating as a catering establishment; unless at each premises or property to which food is delivered, the food is provided to one person for consumption by that person or that person's guests or invitees. Page 1 of 34 s:Alegal \our documents \ordinances \14\food ordinance clean version 03- 18- 14.doc 162.4 Catering operation: a food service establishment which prepares or serves food on premises in control of another. 162.5 Certificate of Occupancy: A Certificate of occupancy is a document issued by a local government agency indicating that a building or mobile food vehicle complies with zoning and building laws. 162.6 Change of Ownership: a change of owner or operator of a food establishment business, and does not refer to a change of owner of the property or building in which the business is located. 162.7 Change of Use: that which requires the owner of an establishment to submit plans before any construction is begun on a project that changes the use of the current establishment. 162.8 Commercially Manufactured: produced or built, for commercial gain, by a person showing a high degree of skill or competence. 162.9 Commissary: also known as a central preparation facility; base of operations; or premises from which a mobile unit operates. A commissary shall be used as a base of operations for all classes of mobile food vendors. A commissary is a site approved by the City Health Officer at which food preparation, storage and cleaning or servicing of the vehicle occurs. State law prohibits the use of a private residence as a central preparation facility or warehouse. 1162.10 Community Market: a designated location used primarily for the distribution and sale directly to consumers of raw agricultural products grown by farmers or home -grown fruits, vegetables, produce or food products; meat and fish items, plants and flowers; arts and crafts items; and bakery goods, beverages, dairy products, delicatessen, and grocery items. 162.11 Cooking demonstration: food that is not to be offered, sold, or otherwise distributed to the public 162.12 Farmers Market: a designated location used primarily for the distribution and sale directly to consumers of food products by farmers or other producers of agricultural products 162.13 Farmer's Market Food Vendor: any person(s) who operate(s), offers, or sells food typically known as "farm grown ", "farm originating" or "farm obtained" from a location approved on private or public property. Foods included in "farm grown" are whole produce, plants, nuts, certain meats, honey, eggs and pasteurized dairy products. These vendors and any foodservice operations shall comply with the Texas Food Establishment Rules as set forth by the Dept. of State Health Services. 162.14 Fixed Commercial Location: a building that can obtain a certificate of occupancy; not mobile in nature. 162.15 Food handler card: a card issued by the city of Denton to all food establishment employees whose work brings them into contact with the handling of food, utensils, or food service equipment. These employees shall fulfill all city requirements before receiving a card. 162.16 Grease Interceptor: A plumbing appurtenance that is installed in a sanitary drainage system to intercept oily and greasy wastes from a wastewater discharge. Such device has the ability to intercept free - floating fats and oils. 162.17 Health Officer: the officer or other designated authority charged with the administration and enforcement of this code, or a duly authorized representative. 162.18 Health or regulatory authority: the City of Denton. 162.19 Heavy Food Preparation: shall mean any area in which foods are prepared utilizing a grill, griddle, deep -fat fiver, commercial type ovens, and /or any similar food preparation equipment; or any area subject to flooding type of wet cleaning procedures due to the cutting or Page 2 of 34 - s:Alegal \our documents \ordinances \14\food ordinance clean version 03- 18- 14.doc processing of meat, poultry, fish or pork. Heavy food preparation includes but is not limited to: cafeterias, fast food restaurants, full service restaurants, pizza preparation, donut preparation, and meat and fish markets, etc. and may include day care centers. For information regarding grease interceptor sizes, refer to the International Plumbing Code as amended by the City Building Inspection Department. 162.20 Light Food Preparation: shall mean any area in which foods are prepared exclusive of the use of fryers, grills or similar equipment. Light food preparation is usually limited to the preparation of hot dogs, sandwiches, salads or other similar foods and fountain -type cold drinks. Light food preparation includes, but is not limited to, sandwich shops, limited menu concession stands, etc. and may include day care centers. For information regarding grease interceptor sizes, refer to the International Plumbing Code as amended by the City Building Inspection Department. 162.21 Minor: shall mean an individual under the age of 18 162.22 Mobile Food Establishment; a food establishment that serves, sells, or distributes any food or beverage from a mobile food preparation vehicle that is not operating at a permanent fixed location. A mobile foodservice establishment is vehicle- mounted or wheeled and capable of being readily moveable. A mobile food unit is fully self - contained. A mobile food establishment is a commercially manufactured vehicle from which food is prepared, served or provided for the public with or without charge. Types of mobile food establishments: The mobile food unit classifications are based upon the type of menu served. Class I - Limited Mobile Food Establishment: these mobile food units may provide hot and cold holding display areas from which packaged foods are displayed. Self - service by customers of unpackaged foods is not allowed. Preparation, assembly or cooking of foods is not allowed on the unit. Non - potentially hazardous beverages must be provided from covered urns or dispenser heads only. No dispensed ice is allowed. Class H- General Mobile Food Establishment: these mobile food units may serve a full menu as approved by the Consumer Health Division. Class HI - General Service Pushcarts: these mobile food units shall serve only a limited menu as approved by the Consumer Health Division. Class IV- Limited Service Pushcarts: these mobile food units may be pushed by human power to various locations and shall serve only a limited menu of non - potentially hazardous, prepackaged food items as approved by the Consumer Health Division. 162.23 No food preparation: any area in which foods are provided pre - wrapped, from a source approved by the Department of State Health Services with microwave oven type heating being the maximum handling involved. No food preparation is limited to prepackaged sandwiches or similar foods, candies and containerized beverages. 162.24 Non - potentially hazardous beverage: shall mean a non - alcoholic liquid intended for consumption, whether natural or synthetic, that does not require temperature control because it is not capable of supporting the rapid and progressive growth of infectious or toxigenic microorganisms or the growth and toxin production of Clostridium botulinum. The term includes: 1) Tea and coffee, excluding espresso, with powdered creamer or ultra -high, pasteurized half and half in individual servings; 2) Commercially made, high acid beverages with a pH level of 4.6 or below, such as apple juice, lemonade, limeade, and orange juice; 3) Fresh squeezed, high acid beverages; Page 3of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 4) Commercially filled carbonated beverages; 5) High acid beverages made from a commercial mix; and 6) Mineral water sold in open, single - service cups with ice from an approved source. 162.25 Non - profit organization: All government entities and political subdivision and public school districts; Organizations chartered under the Texas non -profit corporation act; or Operations recognized by the IRS as a 501(c) organization or corporation. 162.26 Perishable food: shall mean any food of a type or in a condition that may spoil. 162.27 Remodeling, extensive: any change in the structure of a food preparation area or any change in the establishment which would increase or decrease size requirements for the food preparation or food storage areas as specified in sections 13 -27 (b) and (c). The term may also include any construction which requires a building permit from the Building Inspection Division of the City of Denton. It does not include: Expenditures for the replacement of moveable equipment; or remodeling which does not affect the construction or operation of food storage or food preparation areas or areas used to store or clean utensils and equipment used in food storage or food preparation. 162.28 Seasonal food service establishment: any food service establishment which operates from a fixed location for a period not to exceed six (6) consecutive months provided that such operation shall occur only once during any twelve (12) consecutive month period. 162.29 Smoker: any unit, whether mobile or fixed in nature, which uses wood or wood products to provide smoke for the purpose of slow cooking meats intended for human consumption, whether such unit is inside an enclosed building or in an outdoor area. 162.30 Temporary Event /Community Based Event: transitory gatherings such as traveling fairs, carnivals, multicultural celebrations, special interest fundraisers, restaurant food shows, grand openings, customer appreciation days, etc. also called special events. These are single events or celebrations. 162.31 Temporary food permit: a permit issued after fulfilling all City requirements to a food establishment selling or serving food at a temporary event. The temporary food permit is valid until the temporary event concludes or for 14 consecutive days, whichever is less. A temporary food permit is valid for only one event location at a time. 162.32 Toilet facilities: flush toilets and sinks with hot and cold running water connected to an approved system 162.33 Vendor /Supplier: a business establishment approved by the City Health Officer that sells or supplies food and food related products to Mobile Food Establishments. 162.34 Warehouse: shall mean any enclosed structure, room, or building where packaged food or food products intended for off - premise consumption are stored for, sold to, or offered for sale or distribution to persons other than the ultimate consumer. 162.35 Wholesome: in sound condition, clean, free from adulteration, and otherwise suitable for use as human food. Food which is packaged shall be deemed wholesome if it meets the foregoing requirements and it is used or sold prior to the expiration date marked on the package. Section 229.163(a) is amended by adding the following: 163.1 This person (i.e., the person in charge as defined in T.F.E.R. §229.163(c)) shall have a valid Food Protection Management training certificate. Certification must be obtained by passing Page 4of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc an examination approved by the Texas Department of State Health Services and approved by the regulatory authority. The following food service establishments are exempt from the requirements of this section: 1) Establishments selling only uncut produce or commercially packaged; hermetically sealed foods; 2) a food enterprise that provides only beverages or prepackaged food that is not a potentially hazardous food; 3) Bars and lounges that do not serve potentially hazardous foods; 4) a food processing plant that is inspected at least once each week by a state or federal food sanitation inspector or that only stores prepackaged food that is not potentially hazardous; 5) Concession stands that are run by volunteers; 6) a nonprofit organization that serves food only to members of the organization; 7) a vending machine or a mobile food establishment that offers only prepackaged food, if a certified food manager is in charge at the central preparation facility that supplies the products for the vending machine or mobile food establishment; or 8) a temporary event food vendor. Compliance may be required of establishments having one of the above exemptions if they have repeated or critical food code violations, or if determined by the health officer to be capable of causing food borne illness. 163.2 The owner or operator of a new foodservice establishment shall provide verification to the Consumer Health Division, prior to the opening of the establishment, that the establishment meets the Certified Food Protection Manager requirement of this article. 163.3 If a foodservice establishment cannot meet the requirements of this section because of the termination or permanent transfer of a registered food protection manager, the food establishment shall: Employ another registered food manager within thirty (30) days of the effective date of the termination or transfer of the previous manager. When an existing food service establishment has a change of ownership, the new owner or operator of the establishment shall provide verification to the Consumer Health Division within thirty (30) days of the effective date of the change of ownership that it is in compliance with the certified food protection manager requirements of this article. 163.4 A person commits an offense if the person is the owner or operator of a food establishment and violates a provision of this section. 163.5 A person commits an offense if the person is the food manager of a food establishment and fails to obtain a food protection manager's certificate from an accredited program accepted by the Texas Department of State Health Services within the time limits allowed in this article. 163.6 A person holding a food protection manager's certificate shall register a copy of that certificate with the City of Denton Consumer Health Division. Section 229.163(c)(12) is amended by adding the following: 163.7 Every person whose work brings them into contact with the handling of food, utensils, or food service equipment must possess a valid City of Denton food handler card. Every person who owns, manages, or otherwise controls any food service establishment shall not permit any person to be employed therein who does not possess a valid City of Denton food handler card within ten (10) days from the date oftheir employment. Page 5of 34 s:llegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 163.8 Food handler test In order to receive a food handler's card, every person must achieve a score of seventy (70) or more on a the test offered by the City of Denton or pass an approved on -line course offered on the City of Denton Consumer Health webpage. After an applicant passes an online food handler course, the applicant shall bring verification to the City in order to receive a City of Denton issued Food Handler card. This requirement must be met upon expiration of a food handler's card and upon application for a new food handler's card. At the discretion of the health officer, if he or she deems it necessary, employees may be required to attend one of the classes offered by the City of Denton Consumer Health Division. 163.9 Certificates available. The permit holder of the food service establishment shall make food handler cards and food manager certificates displayed where they can be easily seen by the regulatory authority. 163.'10 Duration of food handler card. Any food handler's card issued under the provisions of this article shall remain in full force and effect two years from the date of issuance. 163.11 Same - nontransferable. Every food handler card issued under the provisions of this chapter shall be nontransferable. 163.12 Same -- Confiscation. The health officer shall have the authority to confiscate a food handler's permit that has expired or is otherwise invalid. 163.13 Personnel. a) A food employee may drink from a beverage container that has a tight - fitting lid with a straw. b) Employees shall wear disposable gloves when handling ready -to -eat foods, or provide documentation of training regarding correct handling of ready -to -eat foods as found in section 229.164(e)(1)(D)(i)- (111). Section 229.164(a) is amended by adding the following: 164.1 Destruction of unwholesome food authorized. Whenever the city health officer discovers any food or drink displayed for sale or kept for sale, which is unwholesome or unsafe for human consumption, the officer shall order the food or drink to be destroyed or removed, and the owner or the responsible person in charge shall immediately destroy or remove such unwholesome or unsafe food at his or her own expense. 164.2 Sale or other disposition of unwholesome food prohibited. It shall be unlawful for any person, association of persons, firm, food service establishment, temporary food service establishment or corporation to offer for sale or give away any food or drink for human consumption which has been pronounced by the city health officer to be unfit for such use. No person shall prepare potentially hazardous or TCS food for sale to the public from their own private residence. Section 229.164(v)(2)(C) is amended by adding the following: 164.3 Written documentation of cool -down procedures of the food that Is being donated is required. Section 229.165(k)(1)(C) is amended by adding the following: Page 6of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 165.1 Existing equipment which was installed in a food service establishment prior to the effective date of this chapter, and which does not meet fully all of the design and fabrication requirements of this rule shall be deemed acceptable in that establishment as long as there is no change of ownership, equipment is in good repair and capable of being maintained in a sanitary condition, and the food - contact surfaces are nontoxic. Replacement equipment and new equipment acquired after the effective date of this chapter shall meet the requirements of this chapter. Section 229.166(j)(3) is amended by adding the following: 166.1 Grease Interceptors shall be located outside the food preparation area unless otherwise approved by the regulatory authority. Section 229.166(1)(14)(B) is amended by adding the following: 166.2 Garbage Containers. Garbage and refuse shall be kept in durable, easily cleanable, insect - proof, and rodent -proof containers that do not leak and do not absorb liquids. Containers used in food preparation and utensil - washing areas shall be kept covered except when actually in use. There shall be sufficient number of containers to hold all the garbage and refuse that accumulates during operation of the food establishment. The regulatory authority may require additional service, dumpsters or larger dumpsters to accommodate the garbage and refuse that accumulates. Suitable facilities, including hot water and detergent or steam shall be provided and used for washing garbage containers. Liquid waste from compacting or cleaning operations shall be disposed of as sewage. Power washing and contracted cleaning services shall be performed according to applicable law. Cardboard or other packaging materials that do not contain food residues or that are waiting regularly scheduled delivery to a recycling or disposal site may be stored outside in a covered receptacle if it is stored so that it does not create a rodent harborage problem. Section 229.167(b)(3) is amended by adding the following: 167.1 Premises. Food Service establishments and all parts of the property used in connection with operations of the establishment shall be kept free of litter. Only articles necessary for the operation and maintenance of the food service establishment shall be stored on the premises. Section 229.167(p)(15)(B)(111) is amended by adding the following: 167.2 A food service establishment may permit a customer to be accompanied by a dog in an outdoor dining area if: a) The food service establishment posts a sign in a conspicuous location stating that dogs are allowed in the outdoor dining area; b) The customer and the dog access the outdoor dining area directly from the exterior of the food service establishment; c) The dog does not enter the interior of the food service establishment; d) The customer retains the dog on a leash at all times and controls the dog; e) The customer does not allow the dog to be on a seat, a table, a countertop, or a similar surface; f) In the outdoor dining area, the food service establishment does not Page 7of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- !8- 14.doe 1) prepare food; or 2) permit open food, except for food that is being served to a customer; and, g) Only cleaners and sanitizers that are not harmful to animals may be used on outdoor surfaces. Section 229.169 is amended by adding the following: 169.1 Requirements for mobile units. a) Application Process 1) In order to obtain a health permit to operate a mobile food establishment within the city limits of Denton, an applicant shall submit all required applications and applicable documents with the City of Denton and pay all required fees. 2) The application shall include a completed itinerary . An itinerary shall be required for all mobile units that will stop and sell food in any one parcel of land for more than one hour. The itinerary of listed locations shall be approved and signed by a City Planner. The approved itinerary verifies that all sales locations stated in the submitted location itinerary are zoned for food establishments. Other documentation may be required by the health officer. 3) It shall be unlawful for a Mobile Food Establishment to operate unless the Consumer Health Division has been notified of the location. Notification may be done in writing or electronically according to procedures established by the Division as long as the location is part of the preapproved itinerary. The Consumer Health Division shall be given written notice at least two (2) business days before implementation of any changes to the approved, filed itinerary. b) Permit Issuance 1) Upon receiving a proper application for a permit, the Consumer Health Division shall make appropriate inspections of the vehicle; equipment and other reasonable inspections concerned with the mobile food establishment and shall issue a permit and sticker only if: a)The inspection reveals compliance with the applicable requirements of all federal and state statutes and regulations and city ordinances governing the proposed mobile food establishment operation. b) The valid sticker shall be displayed by a mobile food establishment: 1. The hard copy of the permit shall be posted in public view inside the vehicle and 2. The sticker permit shall be posted on the back right corner on the outside of the vehicle — it will display the date of expiration of the permit and the unit ID number. 2) The health permit shall be valid for 12 months. Mobile food establishment permits shall not be transferable and shall be considered revoked should the food vending operation be changed from that specified in the permit. c) Location of Operation 1) Any location where mobile units stop and sell food in any one location for more than one hour, shall be zoned (according to the Denton Development Code) to allow food establishments. Page 8of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 2) Mobile units shall not stop and sell food in a residential District (as defined in the Denton Development Code) without written permission from the Homeowner's Association or a Neighborhood Association. Mobile units shall not stop and sell food in any residential zone that does not have an active Homeowner's or Neighborhood Association, except for those mobile food units that regularly sell food to construction workers in residential zones with active construction activity. d) Operations on Public Property No mobile food vehicle shall operate a business from a public park or publicly owned property or site without written permission from the City. e) Signage 1) Each mobile establishment must be readily identifiable by business name, printed, permanently affixed, and prominently displayed upon at least two sides of the units, in letters and numbers not less than 3 (three) inches in height 2) Each mobile food establishment shall be clearly marked with the food establishment's name or a distinctive identifying symbol. The lettering shall be at least three (3) inches in height and of a color contrasting with the background color. If a symbol is used, it shall be at least twelve (12) inches in diameter or of an equivalent size. 3) Each mobile food establishment shall be clearly marked with the permit number for purposes of identifying each unit on inspection reports and other communications. Section 229.169(a)(1) is amended by adding the following: 169.2 Mobile Food Vehicle Types Class I — Limited Mobile Food Establishment: these mobile food establishments may provide hot and cold holding display areas from which packaged foods are displayed. Self - service by customers of unpackaged foods is not allowed. Preparation, assembly or cooking of foods is not allowed on the unit. Non - potentially hazardous beverages must be provided from covered urns or dispenser heads only. No dispensed ice is allowed. Examples of foods that are allowed: 1) Food that was prepared and packaged in individual servings at an approved commissary and transported and stored under conditions meeting the requirements of this article 2) Potentially hazardous beverages such as individual servings of milk, milk products and coffee creams that have been packaged at a pasteurizing plant. All foods sold will need to meet proper labeling requirements. Note: If the vendor is selling prepackaged food, the vendor shall provide a copy of the commercial food establishment's Texas Food Manufacturing permit (or Meat Safety Assurance Permit -if applicable) from the Texas Department of State Health Services. Class II — General Mobile Food Establishment: these mobile food establishments may serve a full menu as approved by the Consumer Health Division. Class III - General Service Pushcarts: these mobile food units shall serve only a limited menu as approved by the Consumer Health Division. Page 9of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc Menu items shall be limited to, unless authorized by the Health Inspector: those menu items listed under Class IV — Limited Service Pushcart category, hot dogs, nachos with artificial cheese base, corn on the cob, snow cones, popcorn, pretzels, sausage on a stick, tea, lemonade, fruit drinks (from dry mix only), tamales, and roasted peanuts. Class IV- Limited Service Pushcarts: these mobile food units may be pushed by human power to various locations and shall serve only a limited menu of non - potentially hazardous, prepackaged food items as approved by the Consumer Health Division. Menu items shall be limited to, unless authorized by the Health Inspector: prepackaged chips, candy, ice cream, prepackaged sodas, and bottled water. 169.3 Class III and Class IV Mobile Food Vendors shall not: 1) use a vehicle that exceeds 6ft. x 4ft. x3 ft.; 2) enter or occupy a public roadway to solicit or conduct a sale; 3) place any signs or other advertising devices on public property other than those signs affixed to the vehicle; 4) physically or visibly obstruction pedestrian and vehicular traffic; 5) sell, distribute, or offer for sale, goods or services that have not been approved by the Health Inspector; 6) be located within a construction area, or; 7) conduct business with vehicular traffic located in the street right -of -way. 169.4 Servicing at commissaries Mobile food establishments shall report to an approved commissary location for supplies, cleaning, and servicing operations as follows: 1) The interior of the mobile food establishment shall be cleaned at least daily, and shall be stored at a location not used as a residence when not in operation. 2) The mobile food establishment shall acquire needed supplies from an approved commissary or other approved vendor /supplier. 3) An existing food establishment may serve as a commissary for a mobile food establishment only if approved by the health officer. The existing food establishment would be required to have an approved vehicle storage facility, approved potable water hookups, approved wastewater drainage facilities, approved grease interceptor hookups and size, and any other accommodations as determined necessary by the health officer to ensure compliance with all regulatory codes. 4) The mobile food establishment shall provide documentation of each visit to a commissary and shall have that documentation available for inspection. This documentation shall be provided by the commissary providing service, and shall specify when and which service was provided. 169.5 Servicing Records It shall be unlawful for an operator of a mobile food establishment to be in operation without a valid servicing record in his possession. The operator of a mobile food establishment shall keep and maintain servicing records on the mobile food establishment for a period of one year from the date of servicing. The servicing records must be immediately available to any peace officer or health officer for inspection. 169.6 Vehicle construction a) The interior of the vehicle shall be commercially manufactured or be approved by the health officer. Page 10of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc b) The food preparation area of the vehicle shall be completely enclosed. c) Mobile food establishments may be required to provide an on board power source, such as a battery or generator, to assure maintenance ofPHF /TCS foods at proper temperatures during transit, preparation and service. The vehicle must be equipped with commercial mechanical facilities. All equipment on the vehicle is to be NSF approved, ANSI approved, or of commercial grade. d) The cab of the vehicle must be physically separated from the food preparation area, and the seats designated for the cook and any passengers must be located outside of the food preparation area. e) All cooking equipment and hot holding units must be located at the rear of a mobile food preparation vehicle. Covers for deep fryers must be provided and installed over fryer units while vehicle is in motion. 169.7 Exterior surfaces Exterior surfaces of mobile food units shall be of weather resistant materials and shall comply with all applicable laws. 169.8 Utility connections Utility connections shall be limited to only electrical service and shall be in full compliance with the Electrical Code. All electrical extension cords shall be of industrial grade quality and shall be utilized in a safe manner as not to be a nuisance or a trip hazard. Mobile food establishments shall not be connected to any potable water service, sanitary sewer service, or fuel gas service while in the operation of preparing or vending food. 169.9 Damage Report Any accident involving a mobile food establishment that results in damage to the water system, waste retention tank, food service equipment, or any facility that may result in the contamination of the food being transported or any damage that results in a violation of this section, shall be reported within 24 hours of the time the accident occurred. Reports shall be made by the holder of the mobile food establishment health permit. 169.10 Overhead Protection Overhead protection shall be provided for mobile food units that are operated outdoors and where food is not covered at all times. The overhead protection shall consist of, but not be limited to, roofing, ceilings, awnings, or umbrellas. The overhead protection must be easily cleanable. 169.11 Any additional equipment or the arrangement thereof other than that approved when the permit was issued shall be prohibited unless approved in advance by the Consumer Health Division. Section 229.169(a)(7) is amended by adding the following: 169.12 A mobile food establishment must demonstrate mobility at any reasonable time if requested by any peace officer, health officer, or designated city employee. 169.13 Operation capacity limited The operator of a mobile food establishment shall prepare, serve, store, and display food and beverages on or in the mobile food unit itself, and shall not attach, set up, or use any other device or equipment intended to increase the selling, serving, storing, or displaying capacity of the mobile food establishment. It shall be un- lawful for the operator of a mobile food establishment to: Page l lof 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 1) Allow items such as, but not limited to brooms, mops, hoses, equipment, containers and boxes or cartons to remain adjacent to or beneath the mobile food establishment; 2) Provide or allow any sign or banner to remain that is not attached and solely supported by the mobile food establishment; or, 3) Sell food outside of the vehicle, for example, from a table under a free standing canopy. All food vending shall be done from the mobile unit. 169.14 Mobile food establishments are limited by the types and choices of approved food items being prepared and sold. Food preparation may be restricted by Consumer Health. Section 229.169(a)(8)(A) is amended by adding the following: 169.15 If liquid waste results from the operation of a mobile food establishment it shall comply with the following: 1. It shall be stored in permanently installed, vented retention tanks that are at least fifteen percent (15 %) larger than the water supply tank, but not less than thirty (30) gallons of capacity and shall be drained and thoroughly flushed during servicing operations. 2. All liquid waste shall be discharged to an approved sanitary sewage disposal system at the commissary. 3. Liquid waste shall not be discharged from the retention tank when the mobile food establishment is at an operational location. 4. The waste connection shall be located below the water connection to preclude contamination of the potable water system. 5. Connection to a sewerage system at an operation location is prohibited. 6. All used fats, oil, or grease shall be discharged to an approved grease interceptor at the commissary. Used fats, oils, or grease shall not be discharged to any unauthorized food establishment grease interceptor. Section 229.169(a)(9)(B) is amended by adding the following: 169.16 Garbage and Refuse A mobile food establishment shall provide a minimum of 20 gallons for garbage and refuse storage facilities for the operator's use; and shall have garbage and storage facilities attached to the exterior of the mobile food establishment that are insect and rodent - prooffor customer use. 169.17 Access to Restroom Facilities Prior to the issuance of a health permit, the operator of a mobile food establishment shall submit to the Consumer Health Division and comply with the following: a) Written proof of availability of restrooms with flushable toilets for the use of the mobile food establishment employees located in a business establishment within 500 feet of each location where the mobile food unit will be in operation for more than one (1) hour in any single day. b) Proof of availability of adequate facilities shall be in the form of a written and notarized statement from the owner, or owner's agent, including the name, address and telephone number of the property owner or authorized agent, and the type of business and hours of operation, granting permission for the use of the facilities. If the business owner is a partnership or corporation, the statement shall include the name, address and telephone number of one of the partners or officers. Page 12of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc c) A copy of the notarized statement shall be displayed in the mobile food establishment in plain view of the public at all times. 169.18 Separation and Setbacks Mobile food vehicles shall be separated from existing buildings and other mobile food vehicles by a minimum of 12 feet. Mobile food vehicles shall be subject to all current zoning and setback regulations found in the Denton Development Code (DDC). Mobile food vehicles shall not set up in fire lanes or in parking spaces that are required by the Certificate of Occupancy of an existing business unless the business is closed and its required parking spaces are available. 169.19 Food Transportation 1) During transportation, food and food utensils shall be kept in covered containers or completely wrapped or packaged so as to be protected from contamination. Foods in original packages do not need to be overwrapped or covered if the original package is sealed. 2) Food shall be maintained at required temperatures at all times during transport. 169.20 Closure of a Mobile Food Establishment: When a mobile food unit is closed by the health officer for critical violations, the health officer shall post a closed sign and the inspection report on the unit. When a commissary or warehouse is closed by a health officer for critical violations, the health officer shall post the inspection report inside the facility. No person except the health officer shall remove or alter the inspection report or closed sign. Section 229.169(b)(2) is amended by adding the following: 169.21 Servicing records to be kept by commissaries A commissary from which a mobile food establishment operates shall issue and maintain servicing records for each unit in a manner and form prescribed by the health officer. The permit holder, person in charge, employee, or representative of any commissary shall keep and maintain servicing records at the commissary for a period of two years from the date of servicing or until retrieved by the health officer, whichever comes first. Servicing records maintained at a commissary shall be immediately available to any peace officer or health officer for inspection during normal business hours. 169.22 Falsification of servicing records It shall be unlawful for an owner, permit holder, person in charge, employee, or representative of any commissary to issue a servicing record without first verioring that the mobile food establishment has complied with all servicing requirements. It shall be unlawful for any owner, permit holder, person in charge, employee, or representative of any commissary or mobile food establishment to knowingly present or issue any false, fraudulent, or untruthful servicing record for the purpose of demonstrating compliance with the requirements of this chapter. Section 229.169(c)(2) is amended by adding the following: 169.23 Servicing operations 1) Potable water - servicing equipment shall be stored and handled in a way that protects the water and equipment from contamination. 2) Vehicle cleaning and in -place cleaning of nonfood - contact surfaces of equipment not requiring sanitization shall be done with potable water and shall be done in a manner that will not contaminate the vehicle's food storage or food preparation areas of equipment. If hoses are used in the cleaning process, they shall be food -grade and kept off the floor or pavement, on racks or by other approved suitable means. All cleaning areas shall be Page 13of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc paved with a smooth surface of nonabsorbent material such as concrete or machine -laid asphalt, which is sloped to drain toward an approved catch basin or floor drain where the liquid waste can be lawfully disposed. The use of liquid waste transport vehicles (otherwise known as vacuum trucks), licensed by the Texas Commission on Environmental Quality for the removal and disposal of liquid waste resulting from mobile unit food operations is permitted. 3) Servicing operations may be performed by a commissary operator or by the mobile food establishment operator. It shall be the commissary operator's responsibility to observe or perform servicing on each mobile food unit and properly complete a servicing record. It is the responsibility of the mobile food establishment operator to confirm that the requirements of this section are fulfilled prior to resuming operations. 4) A current copy of each authorization must be maintained on file with the City of Denton Consumer Health Division and also in plain sight on the vehicle for inspection by the City of Denton or a peace officer upon request. 169.24 Permitting of commissaries as food establishments A commissary servicing any mobile food establishment may be an approved and permitted food establishment at which the mobile food unit is supplied with fresh water, emptied of waste water (and grease) into a proper waste disposal system, and cleaned, including washing, rinsing and sanitizing of those food contact surfaces or items not capable of being immersed in the mobile food establishment's utensil - washing sink. The servicing area must be of adequate size and scope as to accommodate its own operation, as well as those of the mobile food establishment. 1) Compliance with all other applicable rules and operational guidelines as may be promulgated by the health officer. 2) When the commissary is within another jurisdiction the permit holder shall provide a copy of the latest inspection of its facility by that regulatory authority. 169.25 Warehouse: 1) If only prepackaged goods are sold, a warehouse may be accepted in lieu of a commissary. 2) Warehouses shall be required to meet only those rules necessary to prevent the contamination of stored foods, single service articles, utensils and equipment. In general, warehouses shall be exempt from the rules relating to finished walls, ceilings, or storage bases, light colored surfaces, restrooms, lavatories and utility facilities, provided foods are protected from contamination from dust, insects, rodents, flooding, drainage, or other contaminants. 3) Handling of unpackaged foods, dishwashing and ice making are prohibited in a warehouse. 169.26 A mobile food preparation facility shall not: 1) Stop at any location, unless the stop is for less than one hour, to sell or serve food during any time other than the dates and times specified in the current itinerary on file with the Consumer Health Division for the mobile food preparation vehicle. 2) Serve as a commissary for another mobile food unit or as the base of operation for a caterer 3) Apply for variances of food processing 4) Use leftover foods. All PHF /TCS foods shall be served or discarded at the end of each business day Page 14of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 5) Use time as a public health control. All PHF /TCS foods shall be controlled by mechanical means 6) Park on an unimproved surface such as grass or dirt without written approval from the City Manager or his designee, unless selling for less than one hour at a site immediately adjacent to property that is currently under construction. 7) Park at a residence. 8) Be permitted to be washed -out at the location of an existing food establishment. All interior washing shall be at an approved commissary. Only exterior washing of the mobile food vehicle may be done at a commercially operated carwash. Grease or wastewater shall not be dumped or drained at a carwash. 9) Leave a location of operation until the area of operation is free from trash or nuisance caused by the mobile food vehicle business, its employees, or its customers. 169.27 Inspection Procedures 1) Critical violations shall result in the immediate closure of a mobile food unit, commissary or warehouse if the City of Denton Consumer Health officer determines that an imminent danger to the public health exists, and that the violation cannot be corrected immediately or an approved alternative procedure has not been implemented. Also refer to section 171.22. 2) For violations not resulting in closure, the corrections shall be made and approval shall be given by a City Health officer before reopening for business. 169.28 Requirements for snow cone vendors and ice cream vendors a) A snow cone vendor shall be limited to the sale of snow cones and pre - packaged items only and shall have a: 1) Commercially approved source for ice and syrup; 2) Hand wash sink with hot and cold running water under pressure, liquid soap, and paper towels; 3) At least a two (2) compartment sink (with hot and cold running water under pressure) for washing and sanitizing utensils; and, 4) Waste -water holding tank of adequate size for operation or be connected to an existing sanitary sewer. b) A snow cone vendor may also be required to meet any and all provisions required for a food service establishment, which the administrator deems necessary to protect the public health and safety. This type of establishment may be a fixed location capable of obtaining a certificate of occupancy. c) A water heater system capable of producing water of 100° degrees Fahrenheit interconnected with the potable water supply shall be provided. A minimum of 15 gallons of water must be available. d) Adequate, conveniently located and accessible toilet and lavatory facilities shall be available to the snow cone stand at all times. A notarized letter signed by the owner /operator of the establishment where the facilities are located, must be submitted with the permit application giving written permission for the snow cone personnel to use such facilities and that the facilities will be available for use at all times during the food establishment's hours of operation. The path of travel to such facilities shall not exceed a distance of 500 feet. Page 15of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 169.29 Requirements for the sale of ice cream, other frozen desserts or novelties upon a public street (a) A person may not sell ice cream, frozen desserts or other novelties from a vehicle before sunrise or after sunset. (b) Ice cream, frozen desserts, and other novelty frozen food items shall be individually wrapped by the manufacturer before being placed in the vehicle from which they are sold and shall be sold in the original wrapping. (c) Such frozen items as described in (b) above may be sold from a pushcart. 169.30 All vehicles offering ice cream for sale shall have: 1) An automatic flashing device consisting of two lamps at the front of the vehicle, mounted at the same level and as widely spaced laterally as possible and displaying simultaneously flashing amber lights, and two (2) lamps at the rear of the vehicle mounted at the same level and as widely spaced laterally as possible and displaying simultaneously flashing amber lights, to be used at all times while each vehicle is in use for food service or solicitation of sales; 2) Signs in front and real bearing the word "SLOW" in letters not less than six (6) inches high; and 3) be capable of maintaining a constant temperature for food storage and contain, in a conspicuous place, a thermometer to allow for verification of temperatures. Section 229.170(a) is amended by adding the following: 170.1 The term temporary food service establishment shall not include concession stands, which operate at a fixed location in conjunction with scheduled, community -based sporting or recreational events provided that the preparation and serving of potentially hazardous foods shall be restricted to only those pre- cooked, pre - packaged potentially hazardous food products that have been properly prepared in accordance with all Department of State Health Services and local requirements and are properly stored, handled, and served in the unopened, original package from said concession stands. In such instances where open potentially hazardous foods are prepared on site from a concession stand, these shall be evaluated on a case -by -case basis and a determination shall be made as to requirements. a) A temporary food service establishment that does not comply with other requirements of this chapter or other city ordinances applicable to food service establishments is permitted if 1) The health officer finds that the operation will not result in a health or safety hazard or a nuisance; 2) The operation is limited to a single, fixed location, which may include one or more facilities at the location; 3) The operation is either: a. Limited to a time of not more than fourteen (14) consecutive calendar days; b. Operating under a city park and recreation department that has been approved by the city; and c. The food service establishment complies with the other requirements of this section. b) An application and non - refundable fees for a temporary event permit (per food booth) shall be submitted at least two (2) working days prior to the event, or five (5) days prior Page 16of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc to the event if ten (10) or more booths are permitted for the same event. The application shall include the time the booth will be set up and ready for inspection. c) If an application is not submitted by the deadline in (b) above, the acceptance of the application will be at the discretion of the health officer, and an administrative fee will be charged. d) All requirements of the food booth must be in place before a permit will be issued. e) A temporary event permit will be required if there is open food (e.g. offering samples) available. f) Food manufacturers must submit a copy of the state manufacturer license with their application. g) Permits for temporary food service establishments that are not operating in conjunction with a City sponsored special event or community based event shall be limited to six (6) permits per year per establishment. h) A foodservice establishment with a current annual health permit will be required to obtain a temporary event permit if the event is at a location outside their permitted premises. i) A temporary food service establishment shall not: 1) Prepare, serve, sell or distribute any food not approved in advance by the health officer. This prohibits the storage and preparation of food from a private residence. Any slicing, dicing or cutting of potentially hazardous foods must be done in a commercial kitchen and brought to the event under proper temperature control; this includes raw hamburger meat that must be brought in as commercially prepared frozen patties. No "gyro" type meat cookers are allowed. 2) Prepare potentially hazardous food; except, that the establishment may prepare potentially hazardous food that is approved in advance by the health officer and does not require substantial preparation prior to consumption (including, but not limited to, a hamburger or frankfurter) or may prepare potentially hazardous food that is obtained by the establishment in individual servings; Section 229.170(b) is amended by adding the following: 170.2 Potentially hazardous food products shall be held in mechanical refrigeration that is maintained at 41° degrees or less. Frozen products may be stored in ice only if approved in advance by the regulatory authority and the duration of the event and items offered for sale is limited, typically less than four (4) hours in duration. Potentially hazardous food products shall be held in mechanical hot or cold holding equipment if the event is more than four (4) hours in duration. All foods are to be kept properly protected during storage, preparation, and service; this will include grill covers or lids to prevent contamination from overhead. Section 229.170(d)(3) is amended by adding the following: 170.3 Small "crock- pots" may be used to properly store food utensils in water 135 ° F degrees or hotter; or utensils may be stored in running water dipper wells. 170.4 "Sterno" heating units are not allowed for use at outdoor events to hold foods hot. Section 229.170(d)(4) is amended by adding the following: 170.5 Bare hand contact with ready -to eat foods is prohibited. Single -use gloves must be worn over cleaned hands. Page 17of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 170.6 Animals are prohibited from being within the interior limits of a temporary food establishment. Section 229.170(h) is amended by adding the following: 170.7 A temporary food service establishment shall comply with liquid waste disposal ordinances, solid waste disposal ordinances and fire codes. Section 229.170(k)(3) is amended by adding the following: 170.8 A temporary food service establishment shall comply with these Texas Food Rules and any other requirement that the administrator determines is necessary to protect the public health or safety and imposes as a condition to the lawful operation of the establishment. 170.9 Food - handler cards required: Food safety training is required for all temporary food establishment workers. Food service workers may obtain a food - handler card through a class offered through the City of Denton Consumer Health Division's normal schedule of classes or an approved on -line course. Depending on the duration of the event and the extent of the food service being offered, the Consumer Health Division may mandate a Food Manager's Certification for a minimum of one or maximum of all personnel during the event. 170.10 Catering operations. a) All catering operations based in the City of Denton shall comply with all state rules, laws, and local ordinances. A person shall not engage in a catering operation unless the service is affiliated with a food service establishment operating from a fixed facility that is permitted by the appropriate health authority. b) The base of operations for a catering operation shall be physically separate from a residential home and shall be a permanent, fixed location. c) The health officer may inspect a catering operation at any time. 170.11 The health officer may request copies of the health permit issued to the caterer from the regulatory authority having jurisdiction where the food is prepared or packaged. 170.11 FARMER'S MARKET a) Management and Personnel Responsibility, assignment. The permit holder shall be the person in charge or shall designate a person in charge and shall ensure that a person in charge is present at the market during hours of operation. Where it is allowed, food vendors that offer, sell, or distribute food that is potentially hazardous or that offer samples of food; shall have a person in charge that can show proof of successful completion of a Texas Department of State Health Services approved Certified Food Managers Course. Food vendors that offer, sell, or distribute only prepackaged foods, non - potentially hazardous foods or beverages or temporary food vendors in conjunction with a special event at such location are exempt from the food manager certification course requirement. Proof of successful completion of a certified food manager course may be required of food vendors having exemptions if judged by the regulatory authority to be capable of causing food -borne illness or may be an increased public health risk. b) Food 1) Preventing contamination: a. Food Display. Except for plants, nuts in the shell and whole, raw fruits and vegetables that are intended for hulling, peeling or washing by the consumer before consumption, food on display shall be protected from contamination by the use of packaging, counter, service line, or salad bar Page 18of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc food guards that comply with NSF standards, completely enclosed display cases; or other means approve by the Regulatory Authority. Letters may be required from the fabricator or installer of such food guards stating compliance with NSF standards if visual compliance is not evident through the use of labels or listings posted directly on the food guard by the authority approved to affix such label or listing. b. Except for plants, nuts in the shell and whole, raw fruits and vegetables that are intended for hulling, peeling or washing by the consumer before consumption, food that is not completely packaged must be located under a cover, tent or other covering approved by the Regulatory Authority and remain under the covered protection for the duration of the operating period. 2) Approved Source. Only food from an approved source may be offered at a Farmer's Market or Food Market under these rules. Foraged foods are not considered to be from an approved source. Food prepared in a private home, a Cottage food production operation or from an unlicensed food manufacturer or wholesaler is considered to be from an unapproved source and may not be used or offered for sale in Farmer's Markets or Food Market as defined in this rule. Food from a kitchen regulated by a local regulatory authority and proof of such is presented shall be considered from an approved source. 3) Meat, non - poultry. a. Meat such as game animals, ratites or equine meats (as defined in TFER) may not be sold. b. Whole muscle meat shall be stored frozen and held under refrigeration capable of maintaining the meat in a hard, frozen state. Meat shall be packaged ready to offer or sell. Separating, cutting or otherwise removing meat from an intact package is prohibited. c. Meat shall be produced, stored, labeled in compliance with U.S. Department of Agriculture rules and regulations. Proof of license or exemption shall be provided to the Regulatory Authority at time of application. 4) Poultry. a. Poultry is defined as allowed by TFER, as amended. b. Poultry shall be stored frozen and held under refrigeration capable of maintaining the meat in a hard, frozen state. Poultry shall be packaged in form ready to offer or sell. Separating, cutting or otherwise removing poultry from intact packaging is prohibited. c. Poultry shall be produced, stored and labeled in compliance with U.S. Department of Agriculture rules and regulations. Proof of license or exemption shall be provided to the Regulatory Authority at time of application. 5) Seafood, prohibition. Sale of seafood is prohibited at a Farmer's Market 6) Sampling: Allowed only where expressly approved by the Regulatory Authority. Where allowed, sampling shall comply with all ofthe following: a. Non- PHF /TCS foods shall be offered to the consumer in individual servings or bites and shall not be made available for self service. Page 19of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc Portioning foods on site is prohibited. Portions shall be completely enclosed until given to the consumer or shall be unpackaged by the consumer. b. Only single- service articles may be given to the consumer for use. c. PHF /TCS foods shall be maintained at proper temperatures according to TFER (41 degrees or colder; 135 degrees or hotter). Meats shall be frozen and remain frozen until sold to the consumer d. Where PHF /TCS foods are stored on ice, dry ice, or other items intended for use to cool or freeze foods, a thermometer shall be present in the container holding such foods. The thermometer must show evidence of proper temperatures in which to maintain the food item in compliance with TFER. If at any time, food stored in this manner is not at proper temperatures, the Regulatory Authority shall dispose ofthe food, whether voluntarily or involuntarily, if it cannot be determined if it is safe to sell or offer for sale. e. Time as a public health control may not be used as the sole means for holding PHF /TCS foods safely f. Ice shall be readily drained and water or melting ice shall not come into contact with stored food. g. Foods cut or constituted on site such as soups, dips, relish, condiments and sauces shall be maintained at or below 41 degrees Fahrenheit and process must comply with the Equipment and Utensils section of these rules. h. Digital thermometer accurate to +/- 2 degrees Fahrenheit shall be on site for use by the vendor. One thermometer shall be provided for each piece of equipment used to hold proper PHF /TCS temperatures. 7) Animals, prohibition. Animals may not be offered for sale, or given away at a Farmer's Market. b. Other than service animals that are conspicuously and properly identified, animals accompanying their owner, where allowed, shall be in a carrier or on a leash and under direct physical control of the owner. Animals may not be allowed within 10 feet of a food booth. c) Equipment and Utensils 1) Functionality of equipment. Except for a municipally owned Farmer's Market, equipment used to keep foods under this ordinance frozen or refrigerated shall comply with TFER and be able to maintain required temperatures for the duration of operations. Municipally owned Farmer's Markets shall have mechanical temperature controlled equipment capable of maintaining proper food temperatures as required in TFER. Mechanical food equipment shall obtain approval from the Regulatory Authority for use. b. Tables used within the vending area shall be made of non - porous material and be easily cleanable. Page 20of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc c. Utensils used, only when approved for sampling, shall be made of non- wood material and disposable unless compliance for cleaning and sanitizing under Section 229.165 of TFER, or as amended, is provided and approved by the Regulatory Authority for use onsite. 2) Equipment numbers and capacities. a. At least one (1) hand wash sink or facility complying with the Temporary Food Establishment requirements in TFER (Section 229.170) shall be located within the immediate selling area of each food vendor approved to sample foods and available to each vendor where required by the Regulatory Authority. b. Manual ware- washing sink requirements. At least one (1) sink with at least three (3) compartments shall be provided for manually washing, rinsing, and sanitizing equipment and utensils for vendors that are approved to sample. c. Alternative manual ware- washing equipment may be used only by vendors when approved by the regulatory authority. Such written approval shall be evident and conspicuous on the permit placard issued to the vendor. d) Water, Plumbing, and Waste 1) Where a hand sink is required, this hand sink shall be a portable hand sink capable of producing hot water, having a portable tanked water source and having a waste tank at least 2/3 size greater than potable source water tank. Hot generation and distribution systems shall be sufficient to meet the peak hot water demands throughout the operation. If approved by the regulatory authority, other means of hand washing may be used. 2) Where manual ware- washing is required using a hard- plumbed system, a licensed Plumbing inspector shall inspect the work prior to use. Backflow devices may be required. 3) Trash receptacles shall be available and shall be non - porous. Efforts shall be made to dispose of trash offsite in a timely manner so as not to encourage pests. e) Physical Facilities 1) Floor construction. Floors and floor coverings of all vending areas shall meet the requirements found in the TFER or be approved by the health officer. 2) Vending area shall be covered and protected to minimize presence of pests. f) Plan Review 1) Farmer's Market vendor application shall be submitted by each food vendor. 2) The plans and specifications shall indicate the following (whether existing or not): a. Proposed layout drawn from a "bird's -eye view" showing equipment arrangement and schedule including type and model and grease /waste storage receptacle location, b. Manufacturer's specifications sheets of all equipment c. List of all food items offered or vended, listing separately foods proposed to be sampled. Page 21 of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc d. Proof of food origin, copy of manufacturer's license, copy of storage license or description of approved source where food items will be obtained from; and copy of approved food labels. g) Administrative Process 1) All work must be inspected by the regulatory authority for compliance with these rules. After compliance with these rules is deemed to be met, a Food Vendor Permit may be approved. 2) Failure to follow the approved plans and specifications will result in a permit denial, suspension or revocation. 3) A notice, as required by this ordinance, is properly served when it is delivered to the holder of the permit or the person in charge, or when it is sent by registered or certified mail, return receipt requested, to the last known address of the holder of the permit. A copy of the notice shall be on file in the records ofthe regulatory authority. 4) The hearings provided by the HaBSCo shall be conducted by them at a time and place designated by HaBSCo. Based on the recorded evidence of such hearing, the regulatory authority shall make final findings, and shall sustain, modify or rescind any notice or order considered in the hearing. A written report of the hearing decision shall be furnished to the holder of the permit by the regulatory authority. 5) Condemnation of adulterated products or on site destruction. Food found to be adulterated shall be condemned and, if no appeal be taken from such determination of condemnation, such articles shall be destroyed for human food purposes under the supervision of an inspector. 6) All appeals from final suspension or revocation of a Food Vendor Permit shall be made in writing to the building official or his designee. The appeal shall be filed in writing within ten (10) days of the occurrence ofthe suspension or revocation. The Consumer Health director (or his designee) shall attempt to hear the appeal within thirty (30) days after the notice of the appeal. The Consumer Health director shall have the power to reverse a decision of the regulatory authority where he finds that such a reversal will not affect the health and /or welfare of the public. All decisions of the Consumer Health Director or his designee shall be subject to review by the City Council at one of its regularly scheduled meetings. The decision of the Consumer Health Director or his designee will be final unless reversed by the City Council. Section 229.171(b)(2) is amended by adding the following: 171.1 Plans a) The owner shall submit plans and specifications for construction of work areas intended for use in the operation of a food establishment, and the location, size, and type of fixed equipment and interior finishes of such areas to the City of Denton for approval, before work is begun, when a food service establishment is constructed, or: 1) The nature of the operation changes; 2) The establishment is extensively remodeled; 3) When an existing structure is converted for use as a food service establishment; or 4) When the menu is changed to include more, or different menu items. Page 22of 34 s:Alegal \our documents \ordinances \!4 \food ordinance clean version 03- 18- 14.doc b) In a food service establishment, the food preparation area shall be of adequate size and shall constitute a minimum of twenty -five (25) percent of the total square footage of the occupied permitted area or the minimum size deemed necessary by the Consumer Health Division. c) In a food service establishment, dry storage areas shall be of adequate size and shall constitute a minimum of fifteen (15) percent of the total square footage of the food preparation area. At the discretion of the Consumer Health Division, additional dry storage may be required. d) A menu must be submitted with all plans. If changes are made to the menu at a later time, the changes must be submitted for approval by the Consumer Health Division. e) All plans submitted shall include information on the following specifications: 1) Aisles and working spaces: Shall be unobstructed and of sufficient width to permit employees to readily perform their duties without contaminating food or food contact surfaces by clothing or personal contact. Minimum width of aisles shall be thirty -six (36) inches. 2) Auxiliary equipment: Water heaters, washing machines, dryers, remote connected refrigerators, compressors, and air conditioners must be located outside of food preparation areas. 3) Equipment and utensils: All equipment is to be NSF (National Safety Foundation) approved or commercial grade. 4) Floors: In food preparation areas, storage areas, utensil washing areas, restrooms, and dressing rooms, floors shall be constructed of smooth, durable, easily cleanable, non - absorbent materials of commercial grade. Flooring must be light colored, without texture or patterns that create difficult places to clean. In addition to the kitchen areas of day care centers, floors in food service areas of classrooms shall meet these requirements. The health officer shall establish approved floor surfaces in food preparation areas based upon the degree of preparation expected. Food establishments involved in heavy food preparation shall incorporate quarry tile, cement -based terrazzo the or an equivalent floor covering as approved by the health officer. Food establishments involved in light food preparation shall incorporate a commercial grade sheet vinyl or equivalent floor covering as approved by the health officer. Establishments involved in no food preparation shall incorporate sealed concrete, vinyl asbestos the or an equivalent floor covering as approved by the health officer. An approved sealer (such as rubber cove base) shall be required at the floor /wall interface. If using ceramic the squares in the food preparation area, the minimum size of tiles shall be 12" x 12" (twelve by twelve inches). 5) Ice machines: Are to be of adequate size and located in areas that meet the wall, floor and ceiling design standards for food preparation areas. Do not locate an ice machine near sources of potential contamination, such as exposed sewer lines, open stairwells, etc. 6) Refrigerators /freezers: Each mechanical refrigeration unit storing potentially hazardous foods must be of commercial type (even in day care center rooms) and each unit must have a numerically scaled indicating thermometer. All such units must hold foods at 41° degrees Fahrenheit or colder. Freezers must hold frozen foods at a temperature of zero (0) ° degrees Fahrenheit or colder. Walk -in coolers must be commercially built and have interiors of impervious, non - absorbent materials. Page 23of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc Shelves must be resistant to rust. Mechanical refrigeration is required on salad bars, etc. for holding cold foods cold; holding foods in ice will not be acceptable. The processing and packaging of meat and poultry shall be conducted in a refrigerated room: a) Where the temperature is kept at 50° degrees For less; or b) Which, along with processing equipment, undergoes a mid -shift cleanup after 4 (four) hours of operation. 7) Sinks: a) Shall be the number required by law. Stainless steel hand sinks shall be located within every twenty -five (25) linear feet of unobstructed space in food preparation and utensil washing areas so it is convenient for employees to wash hands as often as necessary. Hand -wash sinks shall be freestanding or wall hung. If a sink is too close to other equipment or sinks, a splashguard may be required. Sinks are to be of adequate size to allow for the thorough washing of hands and forearms. Liquid soap and paper towels are required at the hand sink and lotion hand sanitizer is required if gloves are not used. Lavatories, soap dispensers, hand - drying devices and all related fixtures shall be permanently mounted and kept clean and in good repair. b) A three (3) compartment sink that has basins large enough to allow immersion of the largest utensil and two (2) self draining drain - boards shall be required for manually washing, rinsing and sanitizing equipment and utensils. c) A stainless steel, four (4) compartment sink with two (2) self - draining drain - boards shall be installed in all bar areas. This requirement may be modified if glassware is sanitized in a commercial dishwasher. 1. Knee pedals, electronic eye and metered faucets are not allowed in kitchen hand sinks but are allowable in public restrooms. 11. Blower dryers shall not be allowed as a means of drying hands in food preparation or dish wash areas. Common towels are also prohibited. Steam- mixing valves are prohibited. iii. All dishwashing equipment shall be located in one area to prevent any cross contamination from soiled to clean dish storage or food preparation. 8) Storage rooms: Wood shelving is allowed for dry storage use only if finished with varnish or high gloss type paint to make sure it is smooth, non - absorbent, and easy to clean. Rooms are to have finished walls (minimum finish includes: taped and bedded sheetrock painted with high gloss paint) and commercial flooring with rubber cove base at floor /wall juncture. Dry storage rooms may contain refrigerators or freezers not requiring drains to the sewer for condensate removal. 9) Wait areas: If remote from food preparation or service areas, and used only for non- potentially hazardous beverage preparation, wait areas shall comply with the following requirements: a) Flooring shall be VCT or equivalent as approved by the Consumer Health Division b) Counters shall be laminate surface, solid surface, or equivalent Page 24of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc c) Shelving below countertops shall be sealed, smooth, and easily cleanable 10) Toilet facilities: Public access shall not be through the kitchen. 11) Walls & ceilings: a) In food preparation, storage, utensil washing areas, and restrooms; walls, ceilings, and other architectural features shall be smooth (not textured), easily cleanable, non - absorbent, light in color, and durable. Fibrous acoustical drop -in ceiling panels are prohibited in these areas. Wall areas behind sinks or places that receive heavy use must be finished with FRP (fiberglass reinforced panels), ceramic tile, epoxy type paint or similar materials to withstand moisture. Bathroom walls shall be finished (as those listed above) behind plumbing fixtures to a height of at least four (4) feet up from the floor. Heavy food preparation areas behind stoves, grills, and flyers shall be of stainless steel from floor to ceiling. b) Surface mounted pipes shall not be installed tightly against the surface of the walls. There shall be a gap of at least two (2) inches between the pipe and the finished surface of the wall. c) All holes cut into walls and ceilings for pipes and conduits shall be sealed, and the clearance between the floor surface and the bottom edge of a door shall be tight fitting. 12) Water heater: Must be of adequate size to provide enough hot water for all hand washing, ware washing, and cleaning. Minimum size: fifty (50) gallons. Commercial tank -less water heaters may be used. 13) At the discretion of the City of Denton, additional sinks such as pot sinks, produce washing sinks, etc. may be required. 14) Kitchens in day care centers shall comply with all rules of this code except that the size of the kitchen may be determined on a case -by -case basis as approved by the City of Denton. 15) When a foodservice establishment is extensively remodeled it must be closed during any demolition especially if water or power service is interrupted. If remodeling pertains to only a portion of the establishment, the food preparation areas shall be protected by a solid wall that prevents any construction debris or other contaminates from entering the kitchen or food service areas. Section 229.171(f) is amended by adding the following: 171.2 Permit required. a) It shall be unlawful for any person, association of persons, firm or corporation to operate a food service establishment in the city without having obtained a permit under the terms of this section. b) Any person desiring to operate a food service establishment shall make written application for a permit at the office of the consumer health division. The application shall include the applicant's full name, street and post office address, and whether such applicant is an individual, firm, or corporation, and, if a partnership, the names of the partners, together with their addresses shall be included; the location and type of the proposed establishment; and the signature ofthe applicant or applicants. If the application is for a temporary or seasonal food service establishment, it shall also include the inclusive dates of the proposed operation. 171.3 Application fee. Page 25of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- !4.doc a) The applicant shall submit the applicable nonrefundable fee as set forth by city council by ordinance, and the schedule of fees shall be available for public inspection at the offices of the city secretary or the health officer. Notwithstanding any other provision of this chapter the payment of any fees set under this section is not applicable to the City of Denton or any political subdivision or agency of the State of Texas and the United States of America. b) Application fees for seasonal food service establishments shall be the same as those for any other similar full time food service establishment. c) An applicant shall not, under any circumstances, be entitled to a refund of application fees after an application has been filed. d) Fee Exemptions 1) Food vendors operated by a public entity, such as D.LS.D., university, community college, or the City, may be exempt from paying the Food Vendor fee, if approved by the regulatory authority. 2) A food vendor that is not permanently permitted by the regulatory authority, but that is a recognized charitable or philanthropic organization, or that has attained 50'1(c) (3) status from the Internal Revenue Service, may be exempt from paying the temporary food establishment fee for a permit for a temporary event, if approved by the regulatory authority. 3) Fee exemptions granted do not exempt any food establishment from the requirement of applying for, obtaining, and displaying a food vendor permit or from complying with the provisions of this section or any other applicable law. Permits are not transferable from one person to another or from one location to another location. A valid permit must be posted in or on every food establishment regulated by this ordinance, in a location conspicuous to the consumer. 171.4 Permit issuance. a) Upon receipt of an application and payment of the applicable fee, the health officer shall make an inspection ofthe premises where the business is to be conducted. If the premises comply with the terms of this article and with all current requirements of the zoning ordinance, other ordinances and state law, a permit shall be issued to the applicant upon payment of the permit fee. The applicable fees shall be set by city council by ordinance and the fee schedule shall be available for public inspection at the offices of the city secretary or the health officer. The applicant shall submit the applicable nonrefundable fee as set forth by city council before a permit will be issued. b) Notwithstanding any other provision of this chapter, the payment of any fees set under this section is not applicable to the City of Denton or any political subdivision or agency of the State of Texas and the United States of America. 1) In the event a food permit application is rejected, the administrator shall notify the applicant of the rejection in writing. The notice shall specify the reasons why the permit is denied. The decision of the administrator is final unless the applicant shall file an appeal as provided in Section 13 -34. The decision of the administrator shall continue in effect until the final decision of the committee. 2) Permits shall not be transferable. A person who acquires an existing food service establishment shall not operate the establishment without obtaining a new permit within ten (10) days from the date of the change of ownership. Page 26of 34 s:Alegal \our documents \ordinances \14\food ordinance clean version 03- 18- 14.doc 3) Upon change of ownership of a business, the new owner shall be required to meet current food establishment standards as defined in this code and state food rules before a permit may be issued by the Consumer Health Division. 4) If the establishment changes the name of the business only, they have 10 days from the date of the name change to notify the Consumer Health Division in writing. 5) Each food service establishment shall display all valid health permits in public view in the establishment. a) A permit shall be valid for a period of twelve (12) months with the expiration date being the last day of the month the permit was issued; temporary, and seasonal permits shall expire in accordance with their terms, unless suspended or revoked by the health officer. b) Acceptance of a permit issued by the administrator constitutes agreement by the establishment to: 1) Comply with all conditions of the permit and all applicable provisions of this chapter; 2) Allow the lawful inspection of its facility and operations. 3) Inspections of newly constructed establishments prior to opening shall be done: 1. when equipment is set in place; u. at least 2 weeks prior to opening; and iii. At least 2 days prior to opening. 171.5 If inspections are called for before the establishment is ready for them, the owner may be charged an administrative fee. 171.6 Expiration and renewal of permits. a) A permit lapses and is void unless the applicable permit fee is received by the City of Denton before the expiration date of the existing permit. b) A permit lapses and is void if the food service establishment operating under the permit constructs a new facility or changes ownership. c) Permit renewal fees that are not received by the expiration date, will be assessed an additional administrative fee. 171.7 Revocation of permit. The consumer health administrator may, after providing opportunity for a hearing, revoke a permit if the administrator determines that the manager or owner of a food service establishment has: a) Interfered with the health officer in the performance of his duties; or b) Been convicted twice within a twelve -month period for a violation of this chapter; or c) Failed to comply with a hold order or a condemnation order; or d) Failed to comply, within the time specified, with an order to correct or abate an imminent and serious threat to the public health or safety; or e) Intentionally or knowingly impeded a lawful inspection by the health officer; or f) Been closed two (2) or more times within a twelve -month period for conditions that constituted a serious and imminent threat to public health. Page 27of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03 -18 -14 doc 171.8 Prior to revocation, the health officer shall notify the holder of the permit, or the person in charge of the food service establishment, in writing, of the reason for which the permit is being revoked and that the permit shall be revoked at the end offive (5) days following service of such notice unless a written request for a hearing is filed with the city by the holder of the permit within such five -day period. If no request for hearing is filed within the five (5) calendar day period, a final notice of revocation shall be served. Upon receipt of the final notice of revocation, the food service establishment shall immediately cease operation and the permit shall be considered finally revoked. 171.8 Application after revocation. Whenever a revocation of a permit has become final, the holder of the revoked permit may make written application for a new permit. 171.9 Service ofnotices. A notice provided for in this article is properly served when it is delivered to the holder of the permit, or the person in charge of the food service establishment, or when it is sent by registered or certified mail, return receipt requested, to the last known address of the holder of the permit. A copy of the notice shall be filed in the records ofthe city secretary. 171.10 Appeal from denial or revocation of a permit. Ifthe health officer denies the issuance of a permit or a permit is finally revoked, the officer shall send the applicant or permit holder by certified mail, return receipt requested, written notice of the denial or revocation and of the right to an appeal. The applicant or permit holder may appeal the decision ofthe health officer to the Health and Building Standards Commission- (HaBSCo) by giving written notice to the administrator within ten (10) days of the receipt of the denial or revocation notice. 171.11 Hearing. A hearing of the appeal shall be conducted by the Health and Building Standards Commission. The hearing shall be held at a time and place designated by the Health and Building Standards Commission. The Health and Building Standards Commission shall hear and consider evidence offered by any interested person. Based upon the recorded evidence of such hearing, the Health and Building Standards Commission shall sustain, modify or rescind any notice, or order, considered in the hearing by a majority vote and provide a written report of the hearing decision to the holder of the permit. The decision of the Health and Building Standards Commission is final as to administrative remedies, and no rehearing may be granted. Once the decision of the Health and Building Standards Commission is final under this section, the applicant or permit holder may appeal the decision to the state district court or court of appropriate jurisdiction. 171.12 Registration offood service establishments based outside city. A food service establishment or commissary operating from a facility located outside the city that sells, distributes or transports food inside the city may not conduct operations inside the city unless the food service establishment: a) Furnishes the health officer with a certificate from a health authority having jurisdiction over the establishment indicating that the establishment complies with applicable health laws; or b) Furnishes the health officer other information that the administrator determines is necessary to enforce the provisions of this chapter or otherwise protect the public health or safety. Section 229.171(g)(6) is amended by adding the following: Page 28of 34 s:Alegallour documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 171.13 Authority to inspect. a) The health officer may inspect any and all things offered for sale, given in exchange or given away for use as food or drink for human consumption, and he /she shall have the authority to enter any food service establishment in the city, as authorized by law for the purpose of such inspection. b) The Consumer Health Division will conduct risk -based inspections and where the risk of food -borne illness is low, the Consumer Health Division, at its discretion, may lower the number of required inspections performed to a minimum of one each year. However, if the Consumer Health Division feels that a food service establishment poses a higher risk of food -borne illness, the Consumer Health Division shall conduct inspections as often as necessary to ensure enforcement of these rules. 171.14 Power to examine food service establishment records. a) The health officer shall have the authority to examine the records of a food service establishment in order to ensure compliance with all provisions of this ordinance or of state law. b) The health officer shall have the authority to require written documentation of cool down methods used and reheating times in order to verify compliance with food temperature items on the foodservice establishment inspection form. Section 229.171(1)(2) is amended by adding the following: 171.15 The city health officer, after proper identification, shall be permitted to enter any food service establishment at any reasonable time for the purpose of making inspections to determine compliance with these rules. The officer shall be permitted to examine the records of the establishment to obtain information pertaining to food and supplies purchased, received, or used, or to persons employed. 171.16 The following types of establishments are exempt from inspection requirements: a) Group homes; b) Establishments selling only commercially packaged, non - potentially hazardous foods; c) Vending machines that sells only commercially packaged, Non -PHF; and d) Facilities operated by nonprofit organizations for their members, families and invited guests. 171.17 Facilities are not exempt when food service is provided in conjunction with a child care facility, retirement center, hospital, school, indigent feeding program, or public fundraising events. Section 229.171(j) is amended by adding the following: 171.18 Report of inspections. Whenever an inspection of a foodservice establishment is done, the health officer shall record the findings on the inspection report form. The inspection report form shall summarize the requirements of these rules and shall set forth a weighted point value for each requirement. Inspection remarks shall be written to reference, by section number, the section violated and shall state the correction to be made. The rating score of the establishment shall be the total of the weighted point values for all violations, subtracted from one hundred (100). The health officer shall furnish a copy of the inspection report form to the person in charge of the establishment at the conclusion ofthe inspection. Section 229.171(j)(6) is amended by adding the following: Page 29 of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 171.19 Re- inspection. a) Any food service establishment inspected by the City of Denton Consumer Health Division which receives a score of seventy -five (75) or below on any inspection shall be re- inspected. b) This re- inspection shall be performed in the same manner, using the same form, as the previous inspection. c) If, upon subsequent re- inspection of the establishment, the health officer finds that sufficient measures were not taken to bring the score above a total of seventy -five (75), he will issue a citation and schedule a date for another re- inspection. The health officer shall continue to perform re- inspections until the establishment has made sufficient progress to warrant a score above seventy -five (75). The issuance of a citation for failure to meet the required score upon re- inspection shall not in any way limit the ability of the inspector to issue any other citation for any violation of this chapter. d) Re- inspection for failure to meet the required score shall be performed within fourteen (14) calendar days immediately following the original inspection, or as soon as possible thereafter, except that where an establishment is closed due to a score below sixty (60), pursuant to section 13 -44, the original inspector shall determine the time of the re- inspection. e) Any food service establishment owner or manager that receives a score which he feels is unacceptable, may request are - inspection. Are- inspection fee shall be required and shall be paid before the re- inspection will be performed. The health inspector shall perform the requested re- inspection within two weeks of there - inspection fee payment. Only one re- inspection may be requested within any six (6) month period. 171.20 Fee for re- inspection. a) The fee for re- inspection shall be one -half the annual permit fee of the establishment receiving there- inspection. b) A re- inspection fee will be charged for each re- inspection necessary to bring the food establishment's score above seventy -five (75). c) Payment of the re- inspection fee shall not void, or in any way affect the responsibility of the owner or permit holder for payment of any fines for any other violations of this chapter. d) The person, partnership, or corporation listed as "owner" on the original application shall be responsible for payment of any and all fees, including re- inspection fees. e) Payment of the re- inspection fee shall be made within 5 business days after the re- inspection is performed. 171.21 Violations. a) The Building Official of the City of Denton, or any of his designated employees, shall have the responsibility and power to enforce all provisions of this chapter within the corporate limits ofthe City of Denton, Texas. b) Whenever the health officer determines that there has been a violation of any provision of this chapter, which in his /her judgment can jeopardize the public health, or for violation of any items, which have been noted as problems on two (2) or more consecutive inspection reports, the health officer may issue a written citation for said person to appear in court. Page 30of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc c) It shall be unlawful for any person to knowingly give the health officer a false name when such officer requests the name of said person for purposes of enforcing the provisions of this chapter. Section 229.171(k) is amended by adding the following: 171.22 Authority to close. a) The health officer shall close without warning any building or place described in this chapter and prevent its use for the storage, manufacture, or sale of food or drink for human consumption whenever: 1) The health officer, upon inspection of an establishment, finds sufficient violations which cause the rating score of said establishment to be below a total of sixty (60) points; 2) The health officer finds that an establishment is operating with no working refrigeration units; 3) The health officer finds that an establishment is operating without running water or hot water for a period of more than one (1) hour; 4) The health officer finds an establishment is operating without a functioning ware - washing machine or adequate sinks for manual ware- washing; and 5) The health officer finds any food service establishment with an unreasonable infestation of rodents or insects. b) It shall be the duty of the health officer to post a notice of closure for such conditions at the entrance of such building or place and to maintain the same until such conditions or practices have been removed or abated. c) No person shall remove or alter in any way a sign, which has been posted by the health officer. Section 229.171(n) is amended by adding the following: 171.23 Examination and condemnation offood. The health officer shall tag, label, or otherwise identify any food subject to the hold order. No food subject to a hold order shall be used, served, or moved from the establishment. The health officer shall permit storage of the food under conditions specified in the hold order, unless storage is not possible without risk to the public health, in which case immediate destruction shall be ordered and accomplished. 171.24 Appeal from hold order. The hold order shall state that a request for hearing to appeal the hold order may be filed within five (5) days and that if no hearing is requested, the food shall be destroyed. If requested, a hearing shall be held on the basis of evidence produced at that hearing by the Health and Building Standards Commission. The Health and Building Standards Commission may vacate the hold order or direct the owner or person in charge of the food to denature or destroy such food or to bring it into compliance with the provisions ofthis chapter. SECTION 2, The Health Permit Fee Schedule set forth in Exhibit "A" attached hereto and made a part hereof for all purposes, is hereby adopted and authorized to be imposed for the purposes of application for, and issuance of, permits required for compliance with the provisions of Chapter 13 'Food and Food Service Establishments ". Page 31 of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc SECTION 3. This ordinance shall repeal every prior ordinance in conflict herewith, but only insofar as the portion of such prior ordinance shall be in conflict; and as to all other sections of the ordinance not in direct conflict herewith, this ordinance shall be and is hereby made cumulative except as to such prior ordinances or portions thereof as are expressly repealed hereby. 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. If any provision of this ordinance or application thereof to any person or circumstance is held invalid by any court, 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 that it would have enacted the remaining portions despite any such validity. SECTION 6. Save and except as amended hereby, all the sections, subsections, and clauses of Chapter 13 Food and Service Establishments of the Code of Ordinances of the City of Denton, Texas shall remain in full force and effect. SECTION 7. This ordinance shall become effective, after its passage and approval on, JV'Iaa:b 1 B , 2014, 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 JVJ, 2014 ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ?' BY: MARK A. B 6UWUGHS, MAYOR Page 32of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc Page 33of 34 EXHIBIT A: Health Permit Fee Schedule: Tyl of f-I filth Fee's Fee Anlount 1. Two year food handler card - - - $25.00 2. Manager Certification Registering Fee with the City... $10.00 3. Swimming Pool Operator Certification --- $50.00 4. Replacement Cards... $5.00 5. Beer and wine permit- New application processing fee ... $25.00 6. Wine and beer retailer's permit on premises --- Y2 ofTABC charge 7. Wine and beer retailer's off premises --- Y2 ofTABC charge 8. Retail dealer's on premise license beer only ... Y2 ofTABC charge 9. Retail dealer's on premise late hours license _ _ . Y2 ofTABC charge 10. Mixed Beverage permit- application fee _ _ . $25.00 11. Mixed Beverage permit fee Y2 ofTABC charge 12. Mixed Beverage Late hours Yz ofTABC charge 13. Annual swimming pool permit --- $160.00 14. Re- inspection Fee for pools ... $ 80.00 15. Small Restaurant <= 2,000 sq ft... $310.00 16. Large Restaurant > = 2,001 sq ft... $485.00 17. Small Grocery Store < = 12,000 sq ft... $325.00 18. Large Grocery Store > = 12,001 sq ft... $450.00 19. Convenience Store, no Deli $250.00 20. Convenience Store with Deli $300.00 21. Bars $275.00 22. Concession Stands, Seasonal Permits $175.00 23. Mobile Food Unit- Class 1 (pre- packaged foods) $175.00 24. Mobile Food Unit- Class 2 (foods prepared on vehicle) $310.00 25. Mobile Food Unit- Class 3 $175.00 26. Mobile Food Unit- Class 4 $ 75.00 27. Daycare Facility... $150.00 plus $1.00 /each child licensed 28. Nursing Home... $275.00 29. School Cafeteria ... $150.00 30. Temporary Permit ... $ 35.00 31. *Farmer's /Community Market Annual Permit ... $240.00 32. *Farmer's /Community Market Monthly Permit ... $40.00 33. * *Application fee for all new permits $250.00 Page 33of 34 s:Alegal \our documents \ordinances \14 \food ordinance clean version 03- 18- 14.doc 34. ** *Administrative Fee ... $ 35.00 Fees are non - refundable. *Sales of whole or uncut produce shall be exempt from permits and fees * *Application fee shall not apply to Temporary Food Service Establishments ** *Administrative fees may be charged for the following, but not limited to: late payment of any annual health permit fees; late application and payment of fees for temporary events; failure to have a mobile unit inspected when due; change of name of business only; re- inspections of new or remodeled establishments when contractor calls for inspection but is not ready when the inspectors begin the inspection. Page 34of 34 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1180, Version: 1 Agenda Information Sheet DEPARTMENT: DME ACM: Howard Martin, 349 -8232 Date: December 15, 2015 SUBJECT Receive a report, hold a discussion, and give staff direction on the Denton Renewable plan and activities related to the future power supply plans to meet the City's growth and needs. BACKGROUND Over the past five years the City of Denton has secured its place as a national leader in public power by providing 40% wind energy to its customers with no corresponding increase in rates. DME is responding to the future energy needs of its customers with the Renewable Denton Plan, a plan that will enable us to increase Denton's renewable energy from 40% to 70% by the year 2019. Renewable energy has desirable qualities due to a lower environmental impact than other conventional energy sources, and because wind and solar power can be naturally replenished. However, one undesirable quality of renewable generation is that it is intermittent and difficult to predict thereby introducing reliability or financial risks. A reliable source of dispatchable on- demand power is needed and staff has proposed using quick start generation using reciprocating internal combustion engines which would minimize the use of natural gas. This option manages risks while at the same time increasing our renewable energy footprint and providing safe, reliable power without increased rates. DME held a press conference on October 6, 2015, and has been engaging in public outreach by mailers, publishing information via website, and conducting open house meetings with the public on October 19 and 27, 2015, as well as attending Council Members community meetings. DME briefed the Council on the feedback and comments at the November 10th meeting and at Council direction will discuss future options during this presentation. DME briefed the Council on December 1, 2015. 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McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 15 -1240, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Receive a report, hold a discussion, and give staff direction regarding the notification process utilized by Development Services. BACKGROUND The Planning Department is responsible for the Planning and Zoning Commission (PZC), Zoning Board of Adjustment (ZBA) and the Historic Landmark Commission (HLC) public hearing processes. Generally, actions that require a public hearing and property owner notification comprise; 1. A change in zoning district boundaries and zoning regulations: Heard by PZC and the City Council. 2. Exceptions or variances to the zoning regulations: Heard by the ZBA. 3. Creation or modification of a historic landmark: Heard by the HLC, PZC and City Council. The Texas Local Government Code (TLGC) dictates the procedures for zoning regulations, district boundaries as well as exceptions or variances to zoning regulations. These actions are not effective until after a public hearing is conducted on the matter at which interested parties and citizens have an opportunity to be heard. The public hearing notification procedures have to be in keeping with the requirements of the TLGC as well as the Denton Development Code (DDC). The DDC defers to the TLGC as it relates to the notification requirements and procedures. Title 7, §211.006 and §211.007 of the TLGC specify the following; 1. Notice of hearing shall be provided by publication in the newspaper of general circulation, in this case, the Denton Record Chronicle. The notification is required to be printed 17 days in advance of the meeting. 2. Notice of the public hearing is sent to property owners within 200 feet of the subject request 12 days in advance of the meeting. Property ownership is determined from the most recently approved tax roll, in this instance, Denton County Appraisal District. These notices are sent via certified mail. Subchapter 3 and 4 of the DDC specifies the public hearing procedural requirements to be in keeping with the TLGC. However, in order to facilitate further public input, as a policy, the City requires that an additional notice of public hearing be sent to property owners with 500 feet of the subject request. These notices are sent via regular mail. This, however, is not a TLGC requirement and merely a courtesy notice. It should be taken into consideration that with regard to City Council zoning change requests, a notice of public hearing is provided by publication in the Denton Record Chronicle, printed 17 days in advance of the meeting. City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1240, Version: 1 Notice to property owners is not required by the TLGC or the DDC. The applicant is assessed a fee of $220 as part of their application for the aforementioned processes to absorb the cost of property owner notices and publication in the Denton Record Chronicle. The City utilizes the services of Click2Mail for property owner notification mailings. The attached table (Exhibit 1), Property Owner Notification Click2Mail Report, provides a synopsis of the number of notices sent to property owners within the required 200 -foot and courtesy notices within the 500 -foot radius from September 3, 2015 to December 9, 2015 at a cost of $3,291. Additionally, notification templates for the PZC, ZBA and HLC are attached for reference (Exhibits 2 -7). As indicated, the Planning Division is also responsible for ensuring the publication of notices in the Denton Record Chronicle. Based on Denton Record Chronicle's billing cycle, from October 2015 to date, the City has been billed $1,051.30. In an effort to further increase transparency, the Planning Division recommends (not mandatory) the applicant conduct a neighborhood meeting to vet the project with the surrounding /adjacent property owners for a change in zoning request. The applicant is advised that these meetings are an avenue to potentially mitigate the concerns of the neighborhood. If an applicant opts not to have neighborhood meeting, staff will include this in the considerations as part of their land use analysis. Staff provides the applicant a list of property owners within 500 feet of the subject site. The neighborhood meeting is initiated by the applicant, and the meeting notification is generated by the applicant. Planning staff also attends the meeting. Staff has prepared a Neighborhood Meeting Checklist and Procedures guide for the applicant in order to facilitate a productive meeting (Exhibit 8). F,XHIRITS 1. Property Owner Notification Click2Mail Report 2. 200 -Foot Property Owner Notification Template PZC 3. 500 -Foot Property Owner Courtesy Notification Template PZC 4. 200 -Foot Property Owner Notification Template ZBA 5. 500 -Foot Property Owner Courtesy Notification Template ZBA 6. 200 -Foot Property Owner Notification Template HLC 7. 500 -Foot Property Owner Courtesy Notification Template HLC 8. Neighborhood Meeting Checklist and Procedures Guide Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Munal Mauladad Deputy Director of Development Services City of Denton Page 2 of 2 Printed on 12/10/2015 0 �o za C�3 O � a U O LO 0 N rn \ N l- M r--I N In \z In N \O \z M to r- N O �C 01 O r-I 01 M M rl' N rF N = r-I 01 00 01 14 r r O M 01 to .-- \p O0 t() 14 .2 O\ \C In d' N IV O C M F ~ G6 Gn G6 us Cos us Cos us Cos us Cos Gn rap4 Gn A � ras l� 00 M `O 01 O d N d' C� N�r-- d d d 01 N O O M V1 M N d' — O M 110 V1 It N CCi l� `O M l� V') 01 01 Vn 01 Vl 00 00 l- 69 6/9 69 6/9 bO�l 6/9 bO�l 6/9 6/9 bO�l 6/9 6�4 t N- `O 00 r-- C� 00 O M N 1 A am 11C NN ��00 � CIA E N 69 bn- 69 6o9 b�4 6o9 b�4 6o9 b�4 6o9 bog 6o9 bo9 6o9 bo4 boo C O 00 d 00 - N V') `O N l� N t M 00 "O M N 11O M t� - 01 00 00 O N 69 6/9 69 6/9 bO�l bn4 bon, bn4 bon, bon, bn4 bn9 6o4 00 O O O bol�- bol� bol�- bO�l bol�- bO�l bol�- bol�- bO�l boll b0� Ubol� 0 � LO 0 N rn \ N (:,�Y 0I Notice of Public Hearing Project Number Z15 - # ## Project Name The Planning and Zoning Commission of the City of Denton will meet on Day at Time in the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas, to consider the following request. Request: Specific Use Permit for Multi - Family Dwellings in a Regional Center Commercial Downtown (RCC -D) zoning district Location of subject property: generally located 605 feet west of South I -35E and 540 feet north of Wind River Lane Properties within 200 feet of the subject property must be notified of the request pursuant to the Texas Local Government Code. As an owner of property within 200 feet of this request, you are invited to snake your views known by attending this hearing, einailing the Planning Departinent, or returning this fog in with your connnents prior to the date of the public hearing. Please see other side for public comment information. City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com In order for your opinion to be counted, please complete this form and mail to: Department of Development Services Attn: Julie Wyatt, Project Manager 221 N. Elm Street Denton, TX 76201 You may also email or fax a copy to: Email: julie.wyatt @cityofdenton.com Fax: (940)349 -7707 Project No: XX # # - # # ## Please circle one: In favor of request Neutral to request Opposed to request Comments: Signature: Printed Name: Mailing Address: City, State Zip: Phone Number: Email Address: Physical Address of Property within 200 feet: For specific information regarding the request, please refer to the City's website (see link below) for staff's analysis. The staff analysis will be posted on htt zautes- videos City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com U11 UY 01 Courtesy Notice of Public Hearing Project Number Z15 - # ## Project Name The Planning and Zoning Commission of the City of Denton will meet on Day at Time In the City Council Chambers of City Hall located at 215 E. McKinney Street, Denton, Texas, to consider the following request. Request: Specific Use Permit for Multi - Family Dwellings in a Regional Center Commercial Downtown (RCC -D) zoning district Location of subject property: generally located 605 feet west of South I -35E and 540 feet north of Wind River Lane As a resident who lives within 500 feet of this request, you are invited to snake your views known by attending the public hearing. For specific information regarding the request, please refer to the City's website (see link below) for staff's analysis. The staff analysis will be posted on htt nuxtes- videos City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com U11 UY 01 Notice of Public Hearing Project Number ZBA15 - # # ## Project Name The Zoning Board of Adjustment of the City of Denton will meet on Date at 4:00 p.m. In the City Council Work Session Room at City Hall located at 215 E. McKinney Street, Denton, Texas, to consider the following request. Request: consider approval of a variance from the minimum lot width of 80 feet, as required by Section 35.5.2.3 of the Denton Development Code (DDC). Location of subject property: generally located on the east side of Fort Worth Drive and approximately 700 feet south of Johnson Lane. Properties within 200 feet of the subject property must be notified of the request pursuant to the Texas Local Government Code. As an owner of property within 200 feet of this request, you are invited to snake your views known by attending this hearing, einailing the Planning Departinent, or returning this fog in with your connnents prior to the date of the public hearing. Please see other side for public comment information. City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com In order for your opinion to be counted, please complete this form and mail to: Department of Development Services Attn: Julie Wyatt, Project Manager 221 N. Elm Street Denton, TX 76201 You may also email or fax a copy to: Email: julie.wyatt @cityofdenton.com Fax: (940)349 -7707 Project No: XX # # - # # ## Please circle one: In favor of request Neutral to request Opposed to request Comments: Signature: Printed Name: Mailing Address: City, State Zip: Phone Number: Email Address: Physical Address of Property within 200 feet: City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com For specific information regarding the request, please refer to the City's website (see link below) for staff's analysis. The staff analysis will be posted on September 25, 2015. htt zautes- videos City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com Notice of Public Hearing OF c Project Number ZBA15 - # # ## Project Name The Zoning Board of Adjustment of the City of Denton will meet on Date at 4:00 p.m. In the City Council Work Session Room at City Hall located at 215 E. McKinney Street, Denton, Texas, to consider the following request. Request: consider approval of a variance from the minimum lot width of 80 feet, as required by Section 35.5.2.3 of the Denton Development Code (DDC). Location of subject property: generally located on the east side of Fort Worth Drive and approximately 700 feet south of Johnson Lane. As a resident who lives within 500 feet of this request, you are invited to snake your views known by attending the public hearing. For specific information regarding the request, please refer to the City's website (see link below) for staff's analysis. The staff analysis will be posted on la inuxtes- videos City of Denton Planning Division/City Hall West /221 N. Elm Street, Denton, TX 76201/940.349.8541 www.cityofdenton.com NOTICE OF PUBLIC HEARING HL15 -0004 The Historic Landmark Commission of the City of Denton will hold a public hearing on Monday, March 9, 2015, and consider making a recommendation to the City Council regarding an application for Historic Landmark Designation for the property located at 1109 West Congress Street. The subject site is located on the south side of West Congress Street, approximately 80 feet west of Fulton Street. The public hearing will start at 5 :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 Historic Landmark 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. Please circle one: In favor of request Neutral to request Opposed to request Reasons for Opposition: Signature: Printed Name: Mailing Address: City, State Zip: Telephone Number: Email Address: Physical Address of Property within 200 feet: CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 20ff H1 C notice CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 20ff HI C Notice Ui 'N DEN"YON I 111110 'aim..aft M DENTON ............... . . . . . . . CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8541 • (F) 940.349.7707 20ff HI C Notice COURTESY NOTICE HL15 -0004 The Historic Landmark Commission of the City of Denton will hold a public hearing on Monday, March 9, 2015, and consider making a recommendation to the City Council regarding an application for Historic Landmark Designation for the property located at 1109 West Congress Street. The subject site is located on the south side of West Congress Street, approximately 80 feet west of Fulton Street. The public hearing will start at 5:30 p.m. in the City Council Work Session Room of City Hall located at 215 E. McKinney Street, Denton, Texas. Because you live within the city limits of the City of Denton and are within five hundred (500) feet of the subject property, the Historic Landmark Commission would like to hear how you feel about this request and invites you to attend the public hearing. If you own property within two hundred (200) feet of the subject property, you should also be receiving a legal notice requesting a response (see 200 foot buffer on map below); if you do not receive one, please call the Planning Department at (940) 349 -8351. CITY OF DENTON, TEXAS CITY HALL WEST • DENTON, TEXAS 76201 • 940.349.8351 • (F) 940.349.7707 c, DENTON Neighborhood Meeting Checklist and Procedures Neighborhood Meetings are strongly encouraged for all projects that require public hearings. The intent of the Neighborhood Meeting is for the applicant to introduce the project to the neighborhood and receive feedback. The feedback provided will be included in the fog inal staff report and will be considered in the reconnnendation to the approval body. After the Neighborhood Meeting is held, all supporting documents and this checklist shall be returned to the project inanager. Procedure and Supporting Documents ❑ Notice of Neighborhood Meeting: Provide a draft to the Project Manager for approval. The Project Manager will then provide addresses for property owners within 500 feet of the subject property. The notice, at a minimum, should include: who is involved with the project, what is being proposed, where the project is located, how the project may impact or be compatible with the surrounding community, meeting date, meeting time, meeting location. ❑ ,Sign In ,Sheet: Name, address, email, & phone number. ❑ Formal Presentation: a. Open House The Open House allows the community to come and go during a set period of time. Presentation boards, visuals, and applicant interaction with the community is encouraged as well as a Question and Answer session. OR b. Presentation The Presentation allows the applicant to formally present to the community. This should include a Question and Answer session at the end of the presentation. ❑ Community Feedback Cards or Surveys: Applicant should provide a card or survey for the community to give immediate written feedback at the neighborhood meeting. Applicant will provide copies of written feedback to the Project Manager. ❑ Handouts: Handouts should be provided for the community members to take home or give to neighbors who were not able to attend the meeting. They should include the purpose or request of the project, applicant contact information, Project Manager contact information, and City of Denton Public Meetings Info (http: / /www.cityofdenton.com /government /city- council /city- council- agendas- minutes- videos). City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1255, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Receive a report, hold a discussion, and give staff direction regarding a proposed Economic Development Chapter 380 Grant Agreement with US Aviation Group, LLC, for a business expansion at the Denton Enterprise Airport. BACKGROUND US Aviation Group's (USAG) corporate headquarters are at Denton Enterprise Airport. USAG's world -class flight academy provides training to domestic and international professional commercial airline and corporate pilots, the U.S. Department of Defense, and to individuals. USAG's helicopter division provides training for law enforcement and other government entities as well as charter helicopter services. The company is one of two full - service fixed base operators (FBO) at Denton Enterprise Airport, providing fuel, hangar, helicopter charter, and aircraft management services to corporate and private clients utilizing Denton's airport. USAG began operations in Denton in 2003. The current owners acquired it in 2006 and then acquired Denton - based Longhorn Helicopter in 2013. USAG is owned and actively managed by three equal partners: J. Michael Sykes, CEO; W. A. Roper Vaughan, CFO; and Mark Taylor, Chief Development Officer. USAG's Denton facilities include seven buildings totaling more than 100,000 square feet, comprising 35,000 sf of office /training facilities and 72,000 sf of hangar space. Additionally, USAG owns a 32 -unit apartment complex and leases 48 more apartments in Denton to house its flight training students. When acquired by the current owners, USAG had six aircraft and 16 employees. Today, it operates a fleet of over 90 aircraft in addition to leasing two King Airs, employs over 225 people and logs over 70,000 flight training hours annually. USAG has added flight training campuses at North Texas Regional Airport in Sherman, Texas, and at Alliance Airport. Demand for USAG's Defense Department and commercial flight training services continues to grow. To fully capture this opportunity, USAG must expand their existing flight simulation training space and purchase additional simulation equipment and aircraft totaling $10.7 million. Further, USAG must hire least 16 senior instructors, program managers and technicians. The approval of this incentive request will help ensure that USAG's expansion and investment into their flight training services occurs at Denton Enterprise Airport. RECOMMENDATION Staff recommends approval of this incentive request. City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1255, Version: 1 PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Economic Development Partnership Board met on November 11, 2015, and voted unanimously (9 -0) to recommend Council approval of this incentive request at the level of a 70% tax rebate for three years on USAG's new capital investment of $10.7 million. FISCAL INFORMATION USAG's $10.7 million capital investment would generate $73,803 in tax revenue annually for the City of Denton. If the incentive is approved, $51,662 would be rebated to US AG for three years for a total incentive of $154,986. EXHIBITS Exhibit 1 - Grant Agreement Exhibit 2 - Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Caroline Booth Assistant Director for Economic Development City of Denton Page 2 of 2 Printed on 12/10/2015 ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH U S AVIATION GROUP, LLC This Economic Development Program Grant Agreement ("Agreement") is made and entered into as of the effective date provided for below, by U S AVIATION GROUP, LLC, and the CITY OF DENTON (the "City"), a Texas municipal corporation, for the purposes and considerations stated below: WHEREAS, this Agreement is authorized by and made pursuant to the economic development program provisions of Chapter 380 of the Texas Local Government Code (the "Act") to promote local economic development and to stimulate business and commercial activity in the City of Denton; and WHEREAS, Grantee is contemplating the development of and improvements to that certain real property located within the city limits of the City as more particularly described in Exhibit "A" attached hereto and made a part hereof by reference (the "Property") and new aviation training simulation and/or support equipment and aircraft owned and/or controlled by Grantee and located at Denton Enterprise Airport; and WHEREAS, on September 8, 2015, Grantee submitted an application for economic development incentives with various attachments to the City concerning the contemplated use and development of the Property, which is on file in the City's Office of Economic Development, a copy of which is attached hereto and made a part hereof by reference as Exhibit "B" (the "Application for Economic Development Incentives"); and WHEREAS, the City Council finds that the contemplated use and development of the Property, the proposed improvements provided for herein and the other terms and conditions of this Agreement will promote economic development and will stimulate development activity within the City of Denton for the benefit of the public; and WHEREAS,, the Economic Development Partnership Board (EDPB) reviewed the US Aviation Group, LIX incentive request at their November 11, 2015 meeting and recommended approval of a 70% incentive grant for a period of three years, unanimously: 9-0. NOW, THEREFORE, the City and Grantee for and in consideration of the Property and the promises contained herein do hereby contract, covenant and agree as follows: - ... .... . ......... .. 1. CONDITIONS OF 'I GRANT A. In consideration of a Grant Agreement and subject to the Grantee meeting all the terms and conditions of the Grant as set forth herein, the City hereby grants the following: A Grant equal to 70% of City ad valorem taxes, as determined by the Denton Central Appraisal District, attributable to the assessed value of Improvements located on the Property (as both such terms are defined herein) and new aviation training simulation and/or support equipment and aircraft owned and/or controlled by Grantee and located at Denton Enterprise Airport for a period of three (3) years commencing December 31, 2015, over the assessed value of the Improvements located on the Property and any business personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport on December 31, 2014. It" such increase in investment in Improvements is less than $5,000,000 by December 31, 2016, the City shall have the right to terminate the Grant. In the event of such termination the Grantee shall refund to the City filly percent of all previous Grant payments, and all Grant payments for future years shall be terminated. B. A condition of the Grant is that, by December 31, 2016 (subject to force majeure delays not to exceed 180 days), Grantee shall have made Improvements on or to the Property, which result in an increase in the assessed values, as determined by the Denton Central Appraisal District, as contemplated by Section I.A. I. For the purposes of this paragraph, the term "force majeure" shall mean any circumstance or any condition beyond the control of Grantee, as set forth in Section XIV "Force MaJeure" which makes it impossible to meet the above-mentioned time restraints. C. The terms "Improvements or Contemplated Improvements" are defined as the construction, renovation and equipping of the Property including but not limited to (1) costs related to the development and improvement of the real estate, including, without limitation, construction costs and design and engineering costs; (2) tangible personal property in the form of additional aviation training simulation and support equipment and aircraft located on or at Denton Enterprise Airport owned and/or controlled by Grantee, excluding inventory and supplies. The kind and location of the Contemplated Improvements is more particularly described in the Application for Grant. 1). A condition of the Grant is that the Contemplated Improvements be constructed and the Property be used substantially in accordance with the description of the project set forth in the Application for the Grant. E.. A condition of the Grant is that throughout the term of the Grant, the Contemplated Improvements shall be operated and maintained for the purposes set forth herein so that the use of' the Property shall be consistent with the general purpose of encouraging development or redevelopment of the City except as otherwise authorized or modified by this Agreement. I F� A condition of the Grant is that the Contemplated Improvements in the form of aviation simulation training and/or support equipment and aircraft be owned and/or controlled by Grantee at Denton Enterprise Airport and used substantially in accordance with the description of the project set forth in the Application for the Grant. G. A condition of the Grant is that the City shall have the right to terminate the Grant if the Grantee does not occupy the Contemplated Improvements continuously for the term of the Grant for the purposes set forth in the Grant Application. In the event of such termination the Grantee shall refund to the City fifty percent of all previous Grant payments, and all Grant payments for future years shall be terminated. Agreement. Grantee agrees to comply with all the terms and conditions set forth in this 11, TERMS AND CONDITIONS OF GRANT A. Subject to the terms and conditions of this Agreement, the City hereby agrees to pay to Grantee, on an annual basis, an amount equal to 70% of the difference between: (a) the then current City ad valorem taxes for the Property and the Improvements (as both such terms are defined herein), minus, (b) City ad valorem taxes payable for the Property and the Improvements on January 1, 2015, and minus (c) any ad valorem taxes on business personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport on January 1, 2015, (with the resulting payments known as the "Annual Payments"), such Annual Payments to be subject to the terms and conditions provided in this Agreement. B. Grantee shall have the right to protest and contest any or all appraisals or assessments by the Denton County Appraisal District for the Property, the Improvements or any other tangible personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport.. All calculations in this Agreement shall be based upon final assessed values after any such protest or contest. C. The Annual Payments shall be for a term not to exceed three (3) years with the first payment being due and payable on or before 90 days after the City is in receipt of all City ad valorem taxes due and payable for the Property and Improvements as of January 1" 2016 (the "Beginning Date"), and, unless sooner terminated as herein provided, shall end after the third Annual Payment. All subsequent Annual Payments shall be due and payable on or before 90 days after the City is in receipt of all ad valorem taxes due and payable for the Property and Improvements as of January I for the respective subsequent years. 3 1-11--1--..-..------ ... .... .. ........ ..... . Ill. RECORDS, AUDITS, AND EVALUATION OF PROJECT A. Grantee shall provide access and authorize inspection of the Property by authorized City employees and allow sufficient inspection of financial information to insure that the Improvements are made according to the specifications and conditions of this Agreement. Such inspections shall be done in a way that will not interfere with Grantee's business operations. 'The City shall, on an annual basis, evaluate the Project to ensure compliance with this Agreement. Grantee shall provide information to the City on a form provided by the City for the evaluation. The information shall include, without limitation, an inventory listing the kind, number, and location of and the total investment value of all improvements to the property, including the value of all buildings and other structures and permanent improvements installed, renovated, repaired or located on the Property. An annual rendering of" all business personal property shall be included identifying all business personal property owned and/or operated by Grantee at Denton Enterprise Airport.. IV. FAILURE TO MEET" CONDITIONS In the event (i) Grantee or the Owner of the Property allow their ad valorem real property taxes owed to the City with respect to the Property or Building, or ad valorem taxes owed to the City with respect to any tangible personal property owned and/or controlled by the Grantee and which are located at Denton Enterprise Airport to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of any such ad valorem real property or tangible personal property taxes; or, (ii) any other material conditions of this Agreement are not substantially met, including the Grant Conditions, then a "Condition Failure" shall be deemed to have occurred. It is understood that a Condition Failure shall not be deemed to occur merely because at a particular time it cannot be determined whether such condition will be met, but shall occur only if at a particular time it can be determined that such condition will not be met after notice and reasonable opportunity by Grantee to cure such failure. In the event that a Condition Failure occurs, the City shall give Grantee written notice of such Condition Failure and if the Condition Failure has not been cured or satisfied within ninety (90) days of said written notice, this Agreement may be terminated by the City; provided, however, that if such Condition Failure is not reasonably susceptible of cure or satisfaction within such ninety (90) day period and Grantee has commenced and is pursuing the cure or satisfaction of same, then after first advising the City of efforts to cure or satisfy same, Grantee may utilize such additional time as may be reasonably required to cure such Condition Failure, but not less than ninety (90) days nor more than one hundred eighty (180) days. Time in addition to the foregoing may be authorized by the City Council. If a Condition Failure is not cured or satisfied after the expiration of the applicable notice and cure or satisfaction periods ("Condition Failure Default"), as City's sole and exclusive remedy, the Annual Payment shall be terminated with respect to the year in which notice of the Condition Failure is given and for all future years, and 4 Grantee shall repay to the City an amount equal to fifty percent of all previous Grant payments made to Grantee; and thereafter no repayment is required. V. ASSIGNMENT This Agreement and Grantee's rights and obligations hereunder may not be assigned without prior notice to and approval by the City. V1. NOTICE All notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designated in writing, by certified mail postage prepaid or by hand delivery: COMPANY: US Aviation Group, LLC J. Michael Sykes, CEO 4850 Spartan Drive Denton, Texas 76207 CITY: City Manager City of Denton 215 E. McKinney Denton, Texas 76201 VII. CITY COUNCIL AUTHORIZATION This Agreement is authorized by the City Council at its meeting on the ___ day of 2015, authorizing the City Manager to execute this Agreement on behalf" of the City. VIII. BOARD 01"DIREC"FORS AUTHORIZAIJON US Aviation Group, LLC represents that this Agreement is entered into by US Aviation Group, LLC pursuant to authority of its Chief Executive Officer. A certificate of the Chief Executive Officer ofLJS Aviation Group, IJX supporting this representation is attached hereto and made a part hereof as Exhibit C. UN II SEVERAIMILTY In the event any section, subsection, paragraph, sentence, or phrase is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid, illegal or unconstitutional provision. X. ESTOPPEL CERTIFICATE Any party hereto may request an estoppel certificate from another party hereto so long as the certificate is requested in connection with a bona fide business purpose. The certificate, which if requested will be addressed to US Aviation (iroup, LLC, shall include, but not necessarily be limited to, statements that this Agreement is in full force and effect without default (or if default exists the nature of' default and curative action, which should be undertaken to cure same), the remaining Term of this Agreement, the levels and remaining Term of the Annual Payments in effect, and such other rriatters reasonably requested by the party(ies) to receive the certificates. X1. US AVIATION GROUP, LLC STANDING Grantee, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of the underlying ordinances, resolutions, or City Council actions authorizing same and Grantee. shall be entitled to intervene in said litigation. MI. APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the appropriate court serving Denton County, Texas. This Agreement is fully performable in Denton County, Texas. Xill. FORC,F" MAJE'URE ff, because of flood, fire, explosions, civil disturbances, strikes, war, acts of God, or other causes beyond the control of either Party, either Party is not able to perform any or all of its obligations tinder this Agreement, then the respective Party's obligations hereunder shall be suspended during such period but for no longer than such period of time when the party is unable to perform. 6 xiv. ENTIRE AGREEMENT This Agreement is the entire agreement of the parties and may only be modified by a written instrument exeeuted by both parties. xv. EFFECTIVE DATF, This Agreement is effective as of the ____ day of --- --- 12015. Cl'-I'Y OF DENTON, TEXAS BY: ATTEST: JENNIFER WALTE'RS, CITY Sl-,'CRE"I'ARY BY: APPROVED AS TO FORM: ANITA BURGESS, CITY ATTORNEY BY: GEORGE C. CAMPBELL, CITY MANAGER US AVIATION GROUP, LLC BY: I. M i c h— a Sykes, .I; In ACKNOWLEDGMENTS STATE OF TEXAS COUNTY OF DENTON The foregoing Economic Development Program Agreement was executed before me on the _clay of 2015 by George C. Campbell, City Manager of the City of Denton, Texas, a Texas municipal corporation, on behalf of said municipal corporation. Name: Notary Public in and for the State of Texas STATE OFTEXAS COUNTY OF DE NTON The foregoing Economic Development Program Agreement was executed before me on the day 2015 by J. Michael Sykes, CEO of US Aviation Group, LLC, a Texas corporation, on behalf of said corporation. 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Any rtatomeut in the above legAl description of the area or quantity of land It not it representAllon that Stich slea or quoutity 6 correct, but It made only for Informational and/or Identifitatloo purposes and does aal override Item I otgehedole R hereof. 2014'fix Abatanent Poky . . . ........ ..... . w wumww w fowwww", 1 • City of Denton Department of Development Servim, Economic Development Division 215 E. McKinney St, Denton, Texas 76201 (940) 349-7776 (940)349 59 FAX VVn'wYAw.citYof Oeon.c ntom ,('arol i tic. Booth(iticityol(kn )ton. com APPLICATION FOR TAX ABATE MENT CITY OF DENTON, TEXAS Properly Owner d a 1, aw 4�� ptoy or Project Name 771 �, T,, 7, 71, 7r ---- - - ----- Telephore Website o ' n ' t . l�tlesct - Nan ie Le I . ..... ...... NTaifeig Address Fax No. Entail Address and relocations over the past 15 years, VJ"C 0A 3, rovide a record ortnergers and financial restructuring during the past 15 years. 4A&le X 'w� �or I sseief'lf lessee,&am occupancy co, �uW�Ulflts �alteltt��Y Cxi� 4, Will the occupants of ie projeci 1 0 er tirud? 5. Is the project a relocation of existing facility or a new facility to expand operations? If relocation, give current location. '771'e p""'ev.6 '4 )'/'e. /" we a It Y--'? '/"k'4J0 6, K, 6. If im existing Denton 4usiness, will project result in a4andohment of existing facility? If fo, the existing facility will be subtracted from the value of the new facility to arrive at total project value. Alt, 111 �*i i e-lmr , ' 0, s,(; N 1 4 1(, 14"1 cl' �If I _/ 111 5 1" "/O� , 7, Property Description, Attach cc >py of the legal description detailing property's motes and bounds, Attach map of project including all roadways, land use and zoning wit. ithia 500 feet of Site. S. 'Current Value. Attach copy of latest property taxs6erneutt from the entrrrt � "orarsty Central Appraisal District Include both roaN ([and and improvements) and personal property). Y)l del] fc 9, lncreawd Vtilutr Estirnated Total Cost of Project. itte Development Personal Property $ tnar 41 Lr%yma;wwuts' I 44 10. "i dlc'ate pereent of ax Zatleii;48nd number of years requested. Percent Requested Fears lkegnested any other financial incentives this project will request/receive IVA - .... ....... .. ......... , Estimated Freeport Exemption Estimated Mectric Utility t -tiiivaied Water/Wastewater Infrastructure Assistance a brief description of the activities to be performed at this location, including a description of produoti to be produced and/or setvices, to be provided. H I ��L 21-L!Z14:1-1 12, • Water Wastewater 'Strects Other -r 7 13, Project Operation Phase, Provide employment information for the manbet of years tax abste-atent is requested. F Typesof jobs croaked. list the job tides and number of pix4tions in each category that will tv employed at the facility, Provide average wage for each category, the, nroirgwM QD= 'Or .^ "T^AH At Project Existing Start Date At Term of Employment Information Operation (010/yr) Abatement (Itapplicabte) A. 'rotatriutnberofpermarient, full -t4iicjobs Employees transferred from outside Denton Net pennanent f4ll-tirne jobs (& minus B.) E, Total annual payroll for all ponnonent, full-time jobs (A) F Typesof jobs croaked. list the job tides and number of pix4tions in each category that will tv employed at the facility, Provide average wage for each category, the, nroirgwM QD= 'Or .^ "T^AH .. . ............ H. Estimate annual utility usage for prqJecV 14, ciriWar'iy other direct benefits to the City of Denton as a result of this project 0�9, sales tax revenue or project elements identified in Tax Abatement Policy, Section 111). 4601, is property Mied app ropriatel' 7 yos No 4/c/ /Ale lu t,d let', to $61 Curtan zoning. Zoning required for proposed prpiect. Anticipated variances. rty plaited�F-----. r]Ees�) No It -re,plat-tin, —Sb e-ne" —co a s at- y - yes 17, F17% "tY anvtroarrmental impacts created by Vita project JIt any permils for which applicant must apply, Applicant will be required to provide City with copies of all applications for environmemal permits upon completion of application(s), tital regulations for the past five years. Provide —record "-,o-f 'c'-oi`n—pLiance-t`AD-J1I -onvi-ronnic . ..... PLI J� 1a 04 18. provide specific detail of arxy Isusasressr iresirlorst that will be' placed and assistance that will be available *am the requesting company, 19. provide description of any historically significant area included within the project's area as determined by the Historic preservation Officer, If any, give detail of how the historically significant area will be prcstrved. _N.__.._,._,_..-,_., -____ - t: Substantiate and more fully describe the Justif ication for this 70� t i W T�) �ra; A b at c n i en � R e � u C;, request, Include the amount of the abatement requested and show how it will contribute to the financial viability of the project. Submit attachments if necessary, 21, List additional abatement factors to be considered for this project as outlined on pages 3 avid 4 of the Tax Abatement Folicy. Cite s 1; Z Lid ing vacant for at least years Donation of materials to public schools fjrq�ect creates high skilled, high-payingjobs Improvements to Downtown Significant relationship with Universities project form business park 25% of new jobs filled by Denton residents Intonational or national headquarters 2514 local contractors to he utilized Medical inaturfiticturiol; or research failET", mm� r-rivironmentally sustainable practices used Jobs are knowledge -based Jon;t on of significant public art Renewable Energy gentrated/stored/utifized Community support and involverneriC Attach description of comraunity invOlvelultnt 22, Financial Information: Attach a copy of the fittest audited financial asateinant or, in the case of a new project, a business plan, 23. Does the project have tin eligible ctivironnicruidly sustabutble or renewable energy component (if so, please Identify type and provide a brief description)? 24� Applicants seeking LEED certification must complete the Green Building Application for Tax Abatement (Ex,iibit B of the policy), This Tax Ab aterne nt ,AnpFa mion is submitted av kh the acknowledgement that taa'd €tonal information may ti rc quirerd. f x 6r°ized S ignaature US Aviation Group Is applying to the City of Denton Economio Development Partnership for a 380 of new businesses at the Denton Enterprise Airport, 4850 Spattan Dtive, Denton, Texas 16207 - (940) 183 - 454 Phofte . (940) M-5385 Fax US AviAtiou Academy US Aiveraft Maintenance US Avionics INVESTMENT SUMMARY The fcftwing is a list of the major investments ancl/cr projects which air ti compleba, in- process, or vAl be completed rn 2015 - 2017 and basrz!d al' ti (-,4 Orti-ton Ajrport, COMPLETED MAJOR LNYES-[R g�i LTS: 1. Acaderly building and hangars 2. Aircraft Based at DTO 3, Hight 1'raining Equipmert 4, Transportabon VeNctes 5 Ramp Improvements 6. Hanger Improvements T Aircraft Support EqUfpr11P-M 3, Aircraft SUpport Equipment Total Investment $7,000,000 - 6 r,arqars z -Yd 10'6,0& siq as cf ,,ir-'acerr(y tra'mrig ,'310,()88,030 - Aircraft and Helic(4;:pters $690,050, Sirnufators $240,350 - Bus, s and vans $1,73,690 - New and irnprovosme-Ouc; S176,770 - N9WSiMlatcw rooms and !,,Ilpi*i�','1`,,,C-ti'l�:-n- "F, S' , 285,120 -- Amnicsand Equipment MAJOR INVESTMENT 016 -2 2014 Ccmrnlssions 2016 ZCM t? TOTAl- 1. Airml Based at DTO $2,,557,90E $1,:-C ()00 $1,466,000 $5'537'C)C)8 2. F�ight T4ning EqWpiient $4,845,00C DENTON COUNTY TAXES: '$b"34 5'0(1')0 3, Aircraft SUpport Equipment $60,000 $ 2 5, CC 0 2C15 EstimFted Taxes $1:x`5'000 Total 4ivestment $7,402,908 $1,540,M) 4, $11,017.9M FUEL, PURCHASES 1 2014 Fuel 1= 'u:-chases If 2,6 lIi 5, (318 a 2, 20 15 F cw1 Pw chi ases -- Est. 11; US AWATEN GROUK LIC 380 C,(; 1t Aj_,,o °: rnzw� fvuo!Aj=P P% PC;9t3_F71C,ti I AM a, t as lit HNoMmm "MAR Qmwor4 , Am X-4 4 7 OWA87 5 Ramp im lWVMM5 s6vul Harqar h1nor.livernentS SAY06 7 Anuok Impol Ewpruen( $34,310 raw Fmwvj Asv , QIK"DO." NAS 3 Comm "2 r41 Piper Seneca NW Aww 7. S6411) Pwo 5",,'a 5mvro 51VES17 kw�hvrafl Bing Mm,(X.)o E M mrn "'MrOO V"j Aw CIM OwWor I l."AYO&W Ikkooe v n W n"T Im R EsMnWe 573mmo Aw"ah Qw," ev"Wn"t CNAC Rat MU5 SG Gri % „3Grfit CMOs B”, DWM I J. 5 n 4 rom www G qxv On% A K Mg Ah Pieta cypter. CownOWmn Y ota4 0 IIKINX) Aau aft S,,pp-1 Wpwpn "t ^rA Tot,A I I " 1,465,CKY) S Kog Ar 350 Wmuhwr $7100,coo A? W &Yca slAWnurt smxo T07AFL WANT ASSUS IV, 1' "tp7��r Fprrrywnr 71 r41 Piper Seneca 3 )DI, OX BeKhoW kk I A I ",oxguo Hakowv I 5mvro Tot,A I I " 1,465,CKY) S Kog Ar 350 Wmuhwr $7100,coo A? W &Yca slAWnurt smxo T07AFL WANT ASSUS IV, CERTIFICATE OF AUTHORIJ:V QF,()Ff'10ER US AVIATION GROUP, LLC 1, J. Micheal Sykes, Chief f"xecutive (Ifficer off jS Aviation Group. I J,C. a "I"exas limited liability company ("US Aviation (iroup-) hereby cenify: 1) 1 am the duly appointed, qualified and acting ( 1hief F"xecutive Officer of IJS Aviation Group, 11C as of the (late hereof. 2) As such., 1, J. Micheal Sykes have full power and authority to CXCCUtc and deliver on behalf'of(JS Aviation Group, LLC, that certain F.conornic Development Program Grant Agreement, to he made and entered into as of the effective date provided therein by US Aviation Group, LLC' and the City ofDcnton, aTexas municipal corporation, ktr the purposes and considerations stated therein. IN WITNESS WHERF'OF, the undersigned has executed this Certificate this 4th day of December, 2015. .11�4icheal dykes Chief "xecutive Officer US Aviation (iroup, 11C State oftexas County of Denton This iDS411111AC41t, was acknowledged before, me on the on the .4" day of December, 2015, by .1. Micheal Sykes, Chief Fxecutive Officer ofl JS Aviation Group. LIX.1% on behalf'of said company. ANDREA J, ATKINSON Notary Pub4c, State of Texas My Coenrnnssion Expires lo March 26, 201 8 (Sea I I Notary Public Signature ORDINANCE NO. AN ORDINANCE ESTABLISHING AN ECONOMIC DEVELOPMENT PROGRAM UNDER CHAPTER 380 OF THE LOCAL GOVERNMENT CODE FOR MAKING GRANTS OF PUBLIC MONEY TO PROMOTE ECONOMIC DEVELOPMENT AND TO STIMULATE BUSINESS ACTIVITY IN THE CITY OF DENTON; APPROVING AN ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH US AVIATION GROUP, LLC, SETTING FORTH THE VARIOUS CONDITIONS PRECEDENT TO US AVIATION GROUP, LLC RECEIVING THE PROGRAM GRANT; PROVIDING FOR A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, US Aviation Group, LLC ( "Grantee ") has made a request of the City of Denton to establish an economic development program under Chapter 380 of the Texas Local Government ( "Chapter 380 ") to stimulate the development of commercial property within the City of Denton; and WHEREAS, the City Council by this ordinance is establishing an economic development program under Chapter 380 which will stimulate business activity in the City and promote the public interest (the "Program "); WHEREAS, to effectuate the Program, the City and Grantee have negotiated an Economic Development Grant Agreement (the "Agreement "), a copy of which is attached hereto and made a part hereof by reference; and WHEREAS, the City Council finds that the Program and Agreement promote economic development and will stimulate commercial activity within the City of Denton for the benefit of the public; NOW, THEREFORE; THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1 The recitals and findings contained in the preamble of this ordinance are incorporated into the body of this ordinance. SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Agreement on behalf of the City of Denton and to carry out the City's responsibilities and rights under the Agreement, including without limitation the authorization to make the expenditures set forth in the Agreement. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ___.mmMM day of . ..... �............ 2015. CHRIS WATTS, MAYOR c:\tisers\106796.codad\docuniciits\2-ord us aviation group, lic 380,doc ATTEST: JENNIFER WALTERS, CITY SECRETARY m APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 1) . .. . . ......... . .. ..... BY:ze fff r7 Page 2 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 15 -1256, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Deliberations regarding Economic Development Negotiations - Under Texas Government Code Section 551.087. Receive a report and hold a discussion regarding a proposed economic development program grant agreement between the City of Denton and US Aviation Group, LLC. This discussion shall include commercial and financial information the City Council has received from US Aviation Group, LLC, a business prospect which the City Council seeks to have locate, stay, or expand in or near the territory of the city, and with which the City Council is conducting economic development negotiations; deliberate the economic development program grant agreement between the City of Denton and US Aviation Group, LLC. [ID 15 -1257] City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 15 -1307, Version: 1 Agenda Information Sheet SUBJECT Consultation with Attorney's - Under Texas Government Code, Section 551.071. Consult with the City's attorneys regarding legal issues associated with the revocation or modification of a Specific Use Permit for Akers Towing 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 of Texas. [ID 15 -1284] City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON File #: ID 15 -1172, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Deliberations Regarding Certain Public Power Utilities: Competitive Matters - Under Texas Government Code Section 551.086. Receive a presentation from Denton Municipal Electric staff ( "DME ") regarding public power competitive and financial matters pertaining to plans, strategies, opportunities, and developments for generation improvements to the DME system; discuss and deliberate strategies regarding same; discuss and deliberate opportunities and strategies for the City to acquire purchased power and enter into agreements regarding the same, in order to meet its future energy needs. Discuss, deliberate and provide Staff with direction. [15 -1260] City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 15 -761, Version: 1 Agenda Information Sheet SUBJECT 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 and discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located in Lot 1, Block 2 of the Municipal Utility Addition as shown by the plat thereof recorded in Cabinet G Page 346 of the P.R.D.C.T., in the City of Denton, Denton County, Texas; where discussion had, deliberation, and direction given, by the Denton City Council in an open meeting would have a detrimental effect on the position of the governmental body in negotiations with a third party. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above; discussion of these legal matters in an open meeting 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. [Brinker Substation] City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 15 -1321, Version: 1 Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consult with the City's attorneys about Verizon Southwest, Inc.'s unpaid pole attachment fees including the status of settlement negotiations, potential litigation, and related issues. Discuss, deliberate and provide the City's attorneys with direction and any recommendations regarding such legal matter. A public discussion of this legal matter would conflict with the duty of the City's Attorneys to the City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 15 -1325, Version: 1 Agenda Information Sheet SUBJECT Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Discuss, deliberate, and receive information from staff and provide staff with direction pertaining to the acquisition of real property interests located in the E. Puchalski Survey, Abstract No. 996, located generally in the 1200 Block of N. I -35E, City of Denton, Denton County, Texas. Consultation with the City's attorneys regarding legal issues associated with the acquisition or condemnation of the real property interests referenced above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. (Denton Fire Station No. 3 Rebuild) City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 15 -1326, Version: 1 Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code, Sec. 551.071. Consult with the City's attorneys regarding the present status of settlement negotiations regarding pending litigation styled: City of Denton, Texas v. NRG Power Marketing, LLC, Cause No. 15- 01404 -16, now pending in the 16'h Judicial District Court of Denton County, Texas, and discuss, deliberate and provide the City's attorneys with direction and any recommendations regarding such legal matter. A public discussion of this legal matter would conflict with the duty of the City's Attorneys to the City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO File #: ID 15 -1190, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Presentation by Denton County Friends of the Family City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO File #: ID 15 -1300, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Volunteer appreciation for Eureka 2 Playground Project City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 15 -1311, Version: 1 Agenda Information Sheet SUBJECT Marc Moffitt regarding various issues. City of Denton Page 1 of 1 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1224, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Solid Waste & Recycling Department CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider approval of a resolution to the City Council of the City of Denton, Texas authorizing the filing and acceptance of a contract with the Solid Waste & Recycling Department (SW &R) and South Forks Trinity River Mitigation Group 1, LP, for the SW &R to purchase mitigation credits to offset impacts to the Waters of the United States in providing wetland mitigation, 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 funds in the stated amount of $66,888, and providing an effective date. BACKGROUND The currently permitted 229 acre landfill has been developed up to the area of an old intermittent stream that had its flow re- routed to the perimeter of the landfill. This was approved through the permitting process completed in 1997 for the expansion of the landfill's disposal capacity to meet the community's mid -term disposal needs. This permit upgrade included improved operating requirements to comply with the State's recently updated Solid Waste Rules which would to be more protective of public health and the environment. The City of Denton began acquiring land in the area east of South Mayhill Road and south of McKinney Street in the 1960s to provide property for a wastewater treatment facility and a solid waste facility. The land use of these properties were primarily agricultural in nature. Several storm water drainage conveyances on this property drained into Pecan Creek. In the mid - section of our future landfill site was a small intermittent stream that drained into another stream segment that ultimately drained into Pecan Creek. The drainage from this area was replaced with two new drainage conveyances along the perimeter of the landfill which then drained back into the same stream segment that fed into Pecan Creek. The City received authorization in 1995 to fill the abandoned intermittent stream under Nationwide Permit number 26. That authorization has expired. Upon conducting a review of the existing site and its permit, as part of our development of a permit amendment to expand the landfill, it was discovered that not all of the stream had been removed (1776 feet). The US Army Corps of Engineers (USACOE) was contacted to begin the process to obtain a new authorization to complete the work. The public notice and comment component of that process has now occurred, and the permit will be issued upon the completion of all mitigation bank credits. On November 17, the City Council approved the purchase of $249,690 of mitigation credits for the above unnamed tributary. Though related, this request of $66,888 is separate and necessary to purchase additional mitigation credits for a .17 acre siltation pond. With the necessary mitigation credit purchases completed, totaling $316,578, all required mitigation credits will have City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1224, Version: 1 been purchased, and the Municipal Solid Waste permit process will continue moving forward. OPTIONS The mitigation credits need to be purchased to meet the requirements of the U.S. Army Corps of Engineers and the Texas Commission on Environmental Quality. ESTIMATED SCHEDULE OF PROJECT The purchase will be completed upon City Council recommendation. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On November 23, 2015, the PUB recommended the purchase of the mitigation credits from South Forks Trinity River Mitigation Group 1, LP for $66,888. FISCAL INFORMATION The $66,888 purchase will be funded using bonds from SW &R job cost capital account 660620595. EXHIBITS 1. US Army Corp of Engineers - LF Waterways 2. South Forks Trinity River Mitigation Credit Sales Agreement 3. Resolution Respectfully submitted: Vance Kemler General Manager Solid Waste & Recycling Services Prepared by: S. Lebsack Development & Administrative Manager Solid Waste & Recycling Services City of Denton Page 2 of 2 Printed on 12/10/2015 Public Notice US Army Carps of Engineers (-) Fort Worth District Applicant: City of Denton Solid Waste Services Project No.: SWF- 2014 -00224 Date: June 18, 2015 Purpose The purpose of this public notice is to inform you of a proposal for work in which you might be interested. It is also to solicit your comments and information to better enable us to make a reasonable decision on factors affecting the public interest. We hope you will participate in this process. Regulatory Program Since its early history, the U.S. Army Corps of Engineers has played an important role in the development of the nation's water resources. Originally, this involved construction of harbor fortifications and coastal defenses. Later duties included the improvement of waterways to provide avenues of commerce. An important part of our mission today is the protection of the nation's waterways through the administration of the U.S. Army Corps of Engineers Regulatory Program. Section 10 The U.S. Army Corps of Engineers is directed by Congress under Section 10 of the Rivers and Harbors Act of 1899 (33 USC 403) to regulate all work or structures in or affecting the course, condition or capacity of navigable waters of the United States. The intent of this law is to protect the navigable capacity of waters important to interstate commerce. Section 404 The U.S. Army Corps of Engineers is directed by Congress under Section 404 of the Clean Water Act (33 USC 1344) to regulate the discharge of dredged and fill material into all waters of the United States, including wetlands. The intent of the law is to protect the nation's waters from the indiscriminate discharge of material capable of causing pollution and to restore and maintain their chemical, physical and biological integrity. Contact Name: Mr. Eric Dephouse, Project Manager Phone Number: 817- 886 -1820 JOINT PUBLIC NOTICE U.S. ARMY CORPS OF ENGINEERS FORT WORTH DISTRICT AND TEXAS COMMISSION ON ENVIRONMENTAL QUALITY SUBJECT: Application for a Department of the Army Permit under Section 404 of the Clean Water Act (CWA) and for water quality certification under Section 401 of the CWA to discharge dredged and fill material into waters of the United States associated with the discharge approximately 800 cubic yards of fill material into approximately 0.37 acre of waters of the United States in conjunction with the completion of the existing City of Denton Municipal Landfill. APPLICANT: City of Denton Solid Waste Services Attn: Vance Kemler 1527 S. Mayhill Road Denton, Texas 76208 APPLICATION NUMBER: SWF- 2014 -00224 DATE ISSUED: June 18, 2015 LOCATION: The project would be located on an unnamed intermittent tributary to Pecan Creek in the City of Denton Municipal Landfill at 1527 South Mayhill Road, in the city of Denton, Denton County, Texas. The project area is centered at approximately 33.1873170 latitude, - 97.0798930 longitude on the Denton East 7.5- minute USGS quadrangle map in the USGS Hydrologic Unit 12030103. OTHER AGENCY AUTHORIZATIONS: State Water Quality Certification PROJECT DESCRIPTION: The City of Denton Solid Waste Services proposes to discharge approximately 800 cubic yards of fill material into 0.37 acre of Waters of the United States (WOUS) consisting of approximately 1,776 linear feet (0.2 acre) of an unnamed tributary and a 0.17 acre man -made siltation pond abutting the ephemeral channel. The siltation pond was constructed on- channel by the applicant to prevent silt and sediment from reaching a downstream unnamed tributary of Pecan Creek. No wetland impacts are proposed. The City of Denton Solid Waste Services administers the landfill site which is regulated by the Texas Commission on Environmental Quality (TCEQ). The landfill currently operates under TCEQ Municipal Solid Waste (MSW) Permit No. 1590A which was issued on October 3, 1997. Previously, the landfill operated under MSW Permit No. 1590 issued by the Texas Department of Health in 1985. MSW permits authorize a certain airspace volume of waste containment within a specified footprint. The expected life of a landfill is projected forward based on estimated waste volumes per year for the predicted population of the service area up to the maximum permitted airspace volume. In the instance of a rapidly expanding population in the service area, reaching the maximum permitted landfill volume can be prolonged by recycling and reuse of waste, which the applicant has participated in at the site. The proposed activity would include the completion of the state authorized landfill as well as a vertical expansion. The applicant was originally authorized to fill all of the jurisdictional areas within the site under Nationwide Permit number 26 by USACE verification letter dated September 15, 1995. However, the work was not completed before the Nationwide Permit 26 authorization expired. Therefore, the applicant is applying for an individual permit to impact approximately 1,776 linear feet (0.2 acre) of an unnamed ephemeral jurisdictional channel and a 0.17 -acre man -made siltation pond abutting the ephemeral unnamed channel. PURPOSE: The purpose of the City of Denton Landfill is to provide solid waste disposal services for the citizens of a rapidly growing area, including the City of Denton and surrounding Denton, Collin, Grayson, Cooke, Montague, Wise, Tarrant, and Dallas counties. The proposed project is the continuation of the state authorized landfill process (MSW Permit No. 1590A) and a proposed vertical expansion in the vicinity of the subject tributary stream for completion of the existing City of Denton Municipal Landfill in accordance with the TCEQ MSW rules. NEED FOR THE PROJECT: The landfill serves a large and rapidly growing population in the surrounding counties. The City of Denton Landfill is the primary solid waste disposal facility available to this populace. The completion and continued operation of the landfill is a basic necessity for the population of the area. EXISTING CONDITIONS: The project site is the existing City of Denton Municipal Landfill which has been in operation since prior to 1995. At the present time the landfill operations extend to the edge of the ephemeral jurisdictional channel and a 0.17 -acre man -made siltation pond abutting the ephemeral unnamed channel. Remnant vegetation along the bank of the ephemeral channel and siltation pond include black willow (Salix nigra), hackberry (Celtis laevigata), cedar elm (Uhnus crassifolia), yaupon (Ilex voinitoria), Chinese privet (Ligustruin sinense), western ragweed (Ainbrosia psylostachya), giant ragweed (Ainbrosia trifida), cottonwood (Populus deltoides), common sunflower (Helianthus annus), Johnson grass (Sorghuin halapense) and common greenbrier (Smilax rotundifolia). ADVERSE IMPACTS OF THE PROPOSED PROJECT: The project would result in the permanent loss of 1,776 linear feet (0.2 acre) of an unnamed ephemeral channel and a 0.168 -acre man -made siltation pond abutting the ephemeral unnamed channel. ALTERNATIVES TO THE PROPOSED PROJECT: The applicant prepared a preliminary alternatives analysis, which includes the following: No- Action Alternative The No- Action Alternative would be the least environmentally damaging because it would not involve any construction activities that would impact waters of the U.S. The No- Action Alternative would not meet the need and purpose of the proposed project and is therefore not practicable. The No- Action Alternative was eliminated as it would result in limited continued use of landfill site until maximum capacity was reached. The No- Action Alternative provides potential insight into consequences if a project is not built and is not used as a baseline to compare other alternatives against. Off -Site Alternatives Off -site alternatives were determined not to be practicable because the Denton Landfill is an existing Type I Municipal Solid Waste Landfill that has been permitted by the TCEQ and has been in operation since 1985. Any off -site alternative would involve premature closure of the existing landfill and opening a new landfill which would require acquisition of an alternative site and a new permit approval process at the state, and possibly federal levels. Permitting of an alternate site for landfill is a very lengthy, arduous, and expensive process requiring many years. Additionally, due to the rapidly expanding population of the region, coupled with the recent expansion of oil and gas development, finding an available alternate site of sufficient size for a landfill would be extremely difficult. It is also very likely that an alternative site of sufficient size would also contain jurisdictional waters of at least similar nature to the subject site. On -Site Alternatives Tributary Avoidance Plan. Under the Tributary Avoidance Plan the applicant would not impact all or a portion of the jurisdictional tributary within the approved landfill footprint. This would be the least environmentally damaging alternative. Not impacting the jurisdictional areas would result in a loss of TCEQ permitted solid waste disposal space for the City of Denton that was anticipated to be utilized under the current TCEQ permit. This would result in a landfill space deficit for the landfill and the need for other expansion space at an earlier date than currently planned. The loss of disposal airspace would be significantly greater than that represented by the area of the jurisdictional tributary avoided. This is so because avoidance would necessitate setbacks from the tributary of at least 50 feet on either side for maintenance access and a vegetative buffer from the landfill, as well as the construction of 4:1 fill slopes on both sides and the upstream end of the jurisdictional tributary for stability of the landfill. This loss of landfill space was not contemplated in the original landfill development plan and would represent a deficit of currently permitted (TCEQ) and future expansion (vertical) landfill capacity of more than 3,000,000 cubic yards under a total avoidance scenario, about 10 years of capacity at current fill rates. The demand for waste disposal is ever present and increasing with population growth. The currently TCEQ permitted landfill boundary and capacity that includes the subject tributary was intended to provide landfill capacity for many years. The City of Denton has applied to the TCEQ for a vertical and lateral expansion to provide additional capacity to meet future demands. That application process is proceeding through the lengthy regulatory process, but the capacity of the footprint over the tributary area is a significant part of the current and projected future capacity. Additional lateral expansion of the Denton Landfill to make up for the lost volume to avoid the tributary is limited by the presence of Pecan Creek (a relatively permanent water) and its flood plain to the east, other relatively undisturbed tributaries to the north and south, and existing residential and commercial development to the west. The Tributary Avoidance Plan is not a practicable alternative due to the loss of State authorized landfill capacity and the expense, time and difficulty of permitting alternate space. This alternative would not achieve the purpose of the project of utilizing the landfill as permitted by the State. TCEQ- Approved Site Plan / Proposed Landfill Plan (Applicant's Preferred Alternative). In order to utilize the landfill footprint and fill airspace volume authorized under the TCEQ issued MSW Permit No. 1590A, the applicant proposes to impact approximately 1,776 linear feet (0.2 acre) of an unnamed ephemeral jurisdictional tributary and a 0.17 -acre man -made siltation pond abutting the ephemeral unnamed channel. The siltation pond was constructed on- channel by the applicant to prevent silt and sediment from reaching a downstream unnamed tributary of Pecan Creek. The applicant proposes to place approximately 800 cubic yards of clean clay material below the plane of ordinary high water mark of the jurisdictional channel and adjacent siltation pond to construct the required landfill liner. Nearly all the area surrounding the unnamed channel and siltation pond has been previously impacted by authorized landfill activities. Under this alternative the landfill would be completed as originally authorized by TCEQ and allow for the proposed vertical expansion, if subsequently approved by TCEQ. This alternative would fulfill the purpose of the project of utilizing the landfill as permitted by the State. The loss of the aquatic resource would be compensated by purchase of mitigation credits from approved mitigation banks in accordance with the 2008 Rule: Compensatory Mitigation for Losses of Aquatic Resources. The applicant believes that this is the least damaging practicable alternative. COMPENSATORY MITIGATION: To offset unavoidable adverse impacts to WOUS, the applicant proposes to purchase credits from an authorized mitigation bank with a service area covering the project site. PUBLIC INTEREST REVIEW FACTORS: This application will be reviewed in accordance with 33 CFR 320 -332, the Regulatory Program of the U. S. Army Corps of Engineers (USACE), and other pertinent laws, regulations, and executive orders. Our evaluation will also follow the guidelines published by the U. S. Environmental Protection Agency pursuant to Section 404(b)(1) of the CWA. The decision whether to issue a permit will be based on an evaluation of the probable impact, including cumulative impact, of the proposed activity on the public interest. That decision will reflect the national concerns for both protection and utilization of important resources. The benefits which reasonably may be expected to accrue from the proposal must be balanced against its reasonably foreseeable detriments. All factors which may be relevant to the proposal will be considered, including its cumulative effects. Among the factors addressed are conservation, economics, aesthetics, general environmental concerns, wetlands, historic properties, fish and wildlife values, flood hazards, floodplain values, land use, navigation, shore erosion and accretion, recreation, water supply and conservation, water quality, energy needs, safety, food and fiber production, mineral needs, considerations of property ownership, and, in general, the needs and welfare of the people. 11 The USACE is soliciting comments from the public; federal, state, and local agencies and officials; Indian Tribes; and other interested parties in order to consider and evaluate the impacts of this proposed activity. Any comments received will be considered by the USACE in determining whether to issue, issue with modifications, or conditions, or deny a permit for this proposal. To make this decision, comments are used to assess impacts on endangered species, historic properties, water quality, general environmental effects, and the other public interest factors listed above. Comments are used in the preparation of an Environmental Assessment and /or an Environmental Impact Statement pursuant to the National Environmental Policy Act. Comments are also used to determine the need for a public hearing and to determine the overall public interest of the proposed activity. STATE WATER QUALITY CERTIFICATION: This project would result in a direct impact of greater than three acres of waters of the state or 1,500 linear feet of streams (or a combination of the two is above the threshold), and as such would not fulfill Tier I criteria for the project. Therefore, Texas Commission on Environmental Quality (TCEQ) certification is required. Concurrent with USACE processing of this Department of the Army application, the TCEQ is reviewing this application under Section 401 of the Clean Water Act, and Title 30, Texas Administrative Code Section 279.1 -13 to determine if the work would comply with State water quality standards. By virtue of an agreement between the USACE and the TCEQ, this public notice is also issued for the purpose of advising all known interested persons that there is pending before the TCEQ a decision on water quality certification under such act. Any comments concerning this application may be submitted to the Texas Commission on Environmental Ouality, 401 Coordinator, MSC -150, P.O. Box 13087, Austin, Texas 78711- 3087. The public comment period extends 30 days from the date of publication of this notice. A copy of the public notice with a description of the work is made available for review in the TCEQ's Austin Office. The TCEQ may conduct a public meeting to consider all comments concerning water quality if requested in writing. A request for a public meeting must contain the following information: the name, mailing address, application number, or other recognizable reference to the application; a brief description of the interest of the requestor, or of persons represented by the requestor; and a brief description of how the application, if granted, would adversely affect such interest. ENDANGERED AND THREATENED SPECIES: The USACE has reviewed the U.S. Fish and Wildlife Service's latest published version of endangered and threatened species to determine if any may occur in the project area. The proposed project would be located in Denton County, Texas, where the whooping crane (Gnus ainericana), least tern (Sterna antillartun), and piping plover (Charadrius inelodus) are the only listed species known to occur or may occur as migrants. Our initial review indicates that the proposed work would have no effect on federally - listed endangered or threatened species. NATIONAL REGISTER OF HISTORIC PLACES: The USACE has reviewed the latest complete published version of the National Register of Historic Places and found no listed properties to be in the project area. However, presently unknown scientific, archaeological, cultural or architectural data may be lost or destroyed by the proposed work under the requested permit. FLOODPLAIN MANAGEMENT: The USACE is sending a copy of this public notice to the local floodplain administrator. In accordance with 44 CFR part 60 (Flood Plain Management Regulations Criteria for Land Management and Use), the floodplain administrators of participating communities are required to review all proposed development to determine if a floodplain development permit is required and maintain records of such review. SOLICITATION OF COMMENTS: The public notice is being distributed to all known interested persons in order to assist in developing fact upon which a decision by the USACE may be based. For accuracy and completeness of the record, all data in support of or in opposition to the proposed work should be submitted in writing setting forth sufficient detail to furnish a clear understanding of the reasons for support or opposition. PUBLIC HEARING: Prior to the close of the comment period any person may make a written request for a public hearing setting forth the particular reasons for the request. The District Engineer will determine whether the issues raised are substantial and should be considered in his permit decision. If a public hearing is warranted, all known interested persons will be notified of the time, date, and location. CLOSE OF COMMENT PERIOD: All comments pertaining to this Public Notice must reach this office on or before July 18, 2015, which is the close of the comment period. Extensions of the comment period may be granted for valid reasons provided a written request is received by the limiting date. If no comments are received by that date, it will be considered that there are no objections. Comments and requests for additional information should be submitted to ; Regulatory Branch, CESWF -DE -R; U. S. Army Corps of Engineers; Post Office Box 17300; Fort Worth, Texas 76102 -0300. You may visit the Regulatory Branch in Room 3A37 of the Federal Building at 819 Taylor Street in Fort Worth between 8:00 A.M. and 3:30 P.M., Monday through Friday. Telephone inquiries should be directed to Mr. Eric Dephouse at (817) 886 -1820. Please note that names and addresses of those who submit comments in response to this public notice may be made publicly available. DISTRICT ENGINEER FORT WORTH DISTRICT CORPS OF ENGINEERS 31 3 JA�RINA..ST Y \M,.r.. i GAYLA . REATMENT PLANT _ 288 t� �t9 FOSTER _RC1;_..__ PROJECT AREA l i LL Cy4 �%y .� p ......:......0 MAP SOURCE: DELORME TOPO NORTH AMERICA9.0 (2010) M1�I :,.�,.� '�Y4""":�r�l d�� ✓n., .' =����^ �.�,.i ,��f;, l f �„�.�I��' :'��;�380S��i� '. Z J /Y P� o 4icr rr v r J,�il'r'r'r tl �' ably: r I r" ,a �i lI,�rIrI�tk. A1,Nti �1�1 x,ti, f a it a 1`( y x °Vf i` It? x yw°, "aw�i lai rl(C�. d)�r ��� r °�r 44 iVf, 1 � r, r� i}r ��PILly rpy p�, ca r �J� I 11 �rr vI 4, FIGURE 1 �(> ,5 r �l ��,,rE %mu Ir rl (No.�r !r I'i lA V r ) ;`' % I) Ada• „r� +rF If 3 MAP SOU RCE: DELORME TOPO NORTH AMERICA 9.0 (2010) VICINITY MAP y CITY OF DENTON LANDFILL HOI"I�1;OI1, DENTON COUNTY, TEXAS Environmental Services, Inc. SWF- 2014 -00224 EXHIBIT 1 of 4 June 18, 2015 SWF- 2014 -00224 EXHIBIT 2 of 4 June 18, 2015 SWF- 2014 -00224 EXHIBIT 3 of 4 June 18, 2015 m < y T.......... ........ ... . ......... m c d, Z m III,,,,,,,,,,,,,,,,,,,,,,,,,, ",, lax . ............ III a D I m � r Z p D O i (n ill Ip m� � z� vo 0 � 0 C7 ,, "„ o ......... „ "S „ o„ IM �,, "' Z III, 0 O O III " " "' "" "III nom ° c �,,.° �z_ r" lilt,,,,,,,,,, D O moz �-n cn r- SWF- 2014 -00224 EXHIBIT 4 of 4 June 18, 2015 o° 0 0 a CREDIT SALES AGREEMENT This Credit Sales Agreement (the "Agreement ") is entered into by and between South Forks Trinity River Mitigation Group 1, LP., a Texas limited partnership ( "SFTRMG1 "), and the City of Denton (hereinafter referred to as the "Purchaser "). RECITALS: A. Pursuant to that certain Mitigation Banking Instrument Agreement dated December 2006 (the "MBI ") between, among others, SFTRMG1., a Texas limited partnership, and South Forks Trinity River Mitigation Bank, Inc., a Texas corporation, (SFTRMB -Inc.) as the sponsor, and the U.S. Army Corp of Engineers ( "USACE "), SFTRMB -Inc., as Sponsor of the Bank, established the South Forks Trinity River Mitigation Bank (SFTRMB) under Permit Number 200300558 (the "Bank "). B. Pursuant to the terms of the MBI, SFTRMG1, and SFTRMB -Inc., as Sponsor of the Bank, intend to develop, restore, enhance, create and preserve wetlands, open water and riparian habitat on certain real property described in the MBI in exchange for mitigation bank credits authorized by USACE (the "Credits "). C. The Purchaser is developing certain real property, and in conjunction with such development, USACE has required that the Purchaser provide off -site wetland mitigation to compensate for impacts to USACE jurisdictional wetlands. D. The Purchaser desires to purchase two and eight tenths (2.8) Credits to satisfy the Purchaser's mitigation obligation. AGREEMENT: NOW, THEREFORE, for good and valuable consideration described in this Agreement, the receipt and sufficiency of which are hereby acknowledged, the Purchaser and SFTRMB agree as follows: 1.Sale of the Credits. SFTRMG1 hereby agrees to sell and assign, and does hereby sell, assign, transfer and convey to the Purchaser, and the Purchaser hereby agrees to purchase and accept, and does hereby purchase, accept, acquire and receive from SFTRMG1, two and eight tenths (2.8) Credits. Upon full and complete execution of the Agreement and payment of the Credits as described below, Purchaser shall submit proof of purchase and transfer of ownership to the USACE, in a form which is sufficient to the USACE. Purchaser agrees to submit further documents to USACE and the Purchaser as may be reasonably necessary to show Purchaser's ownership of the Credits purchased. 2. Payment for Credits. In consideration of the delivery of the Credits, the Purchaser agrees to pay to SFTRMG1 the sum of sixty six thousand, eight hundred eighty -eight dollars ($66,888.00) for all of the Credits purchased pursuant to this Agreement. 3. Representations. (a) Representations of SFTRMG1. SFTRMG1 represents to the Purchaser the following: (i) the Credits are free and clear of all liens, pledges, security interests or other encumbrances other than those imposed by the MBI; (ii) SFTRMG1 has duly taken all action necessary to authorize its execution and delivery of this Agreement and to authorize the consummation and performance of the transactions contemplated by this Agreement; and (iii) this Agreement, and all other agreements executed in connection with this Agreement, are the legal, valid and binding obligations of SFTRMB, enforceable in accordance with their terms except as such enforcement may be limited by bankruptcy, insolvency or similar laws of general application relating to the enforcement of creditors' rights. (iv) The Bank is operated, and will continue to be operated, in accordance with all applicable USACE laws, regulations, orders, permit requirements, agreements and guidance, including, without limitation, the MBI and Permit Number 200300558. (v) SFTRMG1 represents and /or warrants to Purchaser that it is aware USACE has required that the Purchaser provide off -site wetland mitigation to compensate for impacts to USACE jurisdictional wetlands and that SFTRMG1 is not aware of any circumstance, regulation or prohibition for Purchaser's use of the Credits to satisfy, in whole or part, any mitigation obligation of the Purchaser. (b) Representations of Purchaser. The Purchaser represents to SFTRMG1 the following: (i) the Purchaser is a municipal corporation, duly formed and validly existing; (ii) the Purchaser has duly taken all action necessary to authorize its execution and delivery of this Agreement and to authorize the consummation and performance of the transactions contemplated by this Agreement; and (iii) this Agreement, and all other agreements executed in connection with this Agreement, are the legal, valid and binding obligations of the Purchaser, enforceable in accordance with their terms except as such enforcement may be limited by bankruptcy, insolvency or similar laws of general application relating to the enforcement of creditors' rights. Other than as expressly set forth above, Purchaser does not make any representations or warranties to SFTRMG1. 4. Notices. Notices or other communications under this Agreement by either party to the other shall be given or delivered sufficiently if they are in writing and are delivered personally, or are dispatched by registered or certified mail, postage pre -paid, or facsimile, addressed or delivered to the other party as set forth on the signature pages to this Agreement. 5. Binding Agreement; Assignment. This Agreement, and its benefits and obligations, shall inure to and bind the respective heirs, executors, administrators, successors and assigns of the parties hereto. This Agreement may not be assigned by SFTRMG1 or the Purchaser without the written consent of the other. 6. Attorney's Fees. If there is a dispute between the Purchaser and SFTRMG1 under this Agreement, the prevailing party shall be entitled to recover all costs incurred, including reasonable attorney's fees, paralegal's fees and appellate and post - judgment proceedings and all costs thereof. 7. Final Agreement. This Agreement embodies the whole agreement of the Purchaser and SFTRMG1. This Agreement shall supersede all previous communications, discussions, representations, advertisements, proposals or agreements either verbal or written, between the Purchaser and SFTRMG1 not otherwise contained in this Agreement. 8. Captions. The captions in this Agreement are included for convenience only and shall be given no legal effect whatsoever. 9. Modification. This Agreement may not be modified except by written instrument executed by both the Purchaser and SFTRMG1. 10. Choice of Laws: Venue. This Agreement shall be governed by the laws of the State of Texas, and the venue for all disputes with respect to this Agreement shall be in Tarrant County, Texas. 11. Partial Invalidity. Should any part of this Agreement be rendered void, invalid or unenforceable by any court of law for any reason, such a determination shall not render void, invalid or unenforceable any other part of this Agreement, provided, however, that the parties receive the full consideration bargained for hereunder. 12. Counterparts. This Agreement may be executed in multiple counterparts, each of which shall constitute an original, and all of which shall constitute one and the same agreement. [the remainder of this page intentionally left blank] IN WITNESS WHEREOF, the Purchaser and SFTRMB have executed this Agreement effective for all purposes as of the _ day of 12015. SFTRMG1: South Forks Trinity River Mitigation Group 1, LP a Texas limited partnership By: South Forks Trinity River Mitigation Bank, Inc. Its: General Partner By: Johnny Mack Powers Its: President Address: 1135 Highway 205 South Rockwall, Texas 75032 Telephone: 972/771.3738 THE PURCHASER: City of Denton, Texas a Municipal Corporation By: Its: Address: 1527 South Mayhill Road Denton, Texas 76208 Telephone: 940 - 349 -8044 ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY TTO EY By: U RESOLUTION NO. A RESOLUTION AUTHORIZING THE FILING AND ACCEPTANCE OF A CREDIT SALES AGREEMENT BY AND BETWEEN THE CITY OF DENTON, TEXAS (SOLID WASTE AND RECYCLING DEPARTMENT) AND SOUTH FORKS TRINITY RIVER MITIGATION GROUP 1, LP., A TEXAS LIMITED PARTNERSHIP, FOR THE CITY'S PURCHASE OF MITIGATION CREDITS TO OFFSET IMPACTS TO THE WATERS OF THE UNITED STATES IN ACCORDANCE WITH THE U.S. ARMY CORPS OF ENGINEERS, SECTION 404 PERMIT AND THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY, SECTION 401 CERTIFICATION REQUIREMENTS, 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 NO. 1590A); AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR IN THE STATED AMOUNT OF $66,888; PROVIDING AN EFFECTIVE DATE. WHEREAS, the Environmental Protection Agency ( "EPA ") has upgraded its "Resource Conservation and Recovery Act" ( "RCRA "), Subtitle D, to be more protective of public health and the environment. This particular Federal rule applied to Municipal Solid Waste ( "MSW ") facilities, and became effective on October 9, 1993. The RCRA update required many improvements in the design and operating criteria for MSW landfills, including the requirement for landfills to be constructed with composite liners; and WHEREAS, the State of Texas followed the EPA subsequently by updating the "Texas Solid Waste Disposal Act" ( "TSWDA ") which TSWDA met or exceeded the RCRA, Subtitle D requirements. As a result, all MSW landfills in Texas had to have their landfill permits reissued to meet the new requirements. At that time Denton submitted a landfill permit application that met all of the new regulatory design and operating requirements that provided for an expansion of the landfill increase from 36 acres to 229 acres (a 153 acre footprint), in order to meet Denton's projected mid -term disposal needs; said permit was approved by the TCEQ in October 1997; and WHEREAS, in the mid - section of the designed landfill site was a small intermittent stream that handled the storm water drainage from the field, which fed into another small intermittent stream that fed into Pecan Creek. The drainage from the field was replaced with two drainage conveyances along the perimeter of the landfill, which then drained back into the same stream segment that fed into Pecan Creek; the City received authorization in 1995 to fill the intermittent stream under Nationwide Permit No. 26. No action was taken and the permit expired; and WHEREAS, upon conducting a preliminary review of the existing site and review of its permit, as part of the development of a permit amendment to expand the landfill, staff discovered that not all of the stream was removed (1,776 feet). Staff immediately contacted the U. S. Army Corps of Engineers ( "USACOE ") to begin the process to obtain a new authorization to complete the necessary work. Both the public notice and comment period required by law are now complete. USACOE will issue the permit to the City of Denton upon the completion of the payment by the City to South Forks Trinity River Mitigation Group 1, LP., of mitigation bank credits in the amount of $66,888; and WHEREAS, the Council hereby concludes that this Resolution is necessary and in the best interests of the City; NOW, THEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The recitations contained in the Preamble of this Resolution are true and correct and are hereby incorporated as a part of this Resolution. SECTION 2. The City Council hereby authorizes the City Manager, or his designee, to execute and deliver the above - referenced "Credit Sales Agreement" for the purchase of mitigation credits, wherein the City of Denton, Texas is purchasing $66,888 in mitigation credits from South Forks Trinity River Mitigation Group 1, LP., substantially in the form of the agreement that is attached hereto and incorporated herewith by reference; and the City Manager, or his designee, is hereby further authorized to expend funds as provided in and as required by the agreement. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: Page 2 CHRIS WATTS, MAYOR City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1229, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric substation galvanized tubular steel structures for Denton Municipal Electric; providing for the expenditure of funds therefore; and providing an effective date (RFP 5841- awarded to Techline, Inc. in the (3) year not -to- exceed amount of $1,840,000). RFP INFORMATION Denton Municipal Electric (DME) has substation projects approved in its five (5) year Capital Improvement Plan (CIP) that will require the purchase of galvanized tubular steel structures. For several years, DME has used the same structures in most of its substations. A set of standard structure designs has been developed that can be used for CIP substation projects even though the design has not been completed for all stations at this time. As a result, it is possible to arrange the purchase of the tubular steel for multiple stations from one vendor. An RFP was developed to purchase standard tubular steel structures that can be used for many projects. This has the advantages of consistency, reducing workload, and gaining better pricing. Two types of steel structures are used in stations: (1) tapered tubular type (similar to transmission line poles) and (2) assemblies that are constructed using stock types of steel material such as square tube, round pipe, I- beams, angles, and channels. This contract is only for the procurement of galvanized tubular and tapered tubular structures. Static poles and transmission termination structures are formed tubular structures that are manufactured from flat plate steel to a specific size and design. Pole sections are tapered so that they are smaller at the top than at the bottom. To construct them, flat plate is cut in the proper trapezoidal shape then bent at an appropriate number of places to form a tubular shape. The seam is then welded to complete the section. Base plates, tops, and other attachments are then welded to these tubular sections to complete the structures. The vertical sections of these structures are tapered. Horizontal members are not tapered. Purchase orders will be issued for each substation when the project is ready to proceed using the unit pricing shown in Exhibit 1. Requests for Proposals were sent to 116 prospective suppliers of this service. 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 which resulted in no overall savings but improved lead times. City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1229, Version: 1 Techline, Inc. was ranked the highest and determined to be the best value for the City (Exhibit 1- Evaluation/Ranking Sheet). PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On December 14, 2015, the Public Utilities Board will consider approval to forward this item to the City Council for consideration. RECOMMENDATION Approve a contract with Techline, Inc. in the three (3) year not -to- exceed amount of $1,840,000. PRINCIPAL PLACE OF BUSINESS Techline, Inc. Fort 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 costs for materials and services purchased under the proposed agreement will be funded out of amounts budgeted for specific projects. The work proposed will be mostly in the transmission category. The transmission costs for projects will ultimately be recovered through the Public Utility Commission Transmission Cost of Service Program (TCOS). FuuTUTrrc 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: Chuck Sears at 349 -7111. City of Denton Page 2 of 2 Printed on 12/10/2015 IM1111111111111111111111 JI m m milli III M111111111111111111IIlll IM1111111111111111111111 JI m m IM1111111111111111111111 JI EXHIBIT 2 ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR PURCHASE OF ELECTRIC SUBSTATION GALVANIZED TUBULAR STEEL STRUCTURES FOR DENTON MUNICIPAL ELECTRIC; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING AN EFFECTIVE DATE (RFP 5841- AWARDED TO TECHLINE, INC. IN THE (3) YEAR NOT -TO- EXCEED AMOUNT OF $1,840,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of electric substation galvanized tubular steel structures 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 5841 Techline, Inc. $1,840,000 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. 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 RFP 5841 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 12015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND TECHLINE, INC (RFP # 5841) THIS CONTRACT is made and entered into this date , by and between Techline, Inc a corporation, whose address is 5401 Martin Street, Ft. Worth, TX 76119, hereinafter referred to as "Supplier," 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 in accordance with the City's RFP # 5841 Electric Substation Galvanized Tubular Steel Structures, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) City of Denton's RFP 5841 (Exhibit "B" on file at the office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Supplier's Proposal. (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E ") 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." Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER DocuSigned by: BY: Na(tiatn AUTHORI ATURE 12/3/2015 Date: Nathan Chan Name: Title: Inside Sales 817 - 561 -9900 PHONE NUMBER 817 - 561 -9902 FAX NUMBER nathan.chan @techline - inc.com CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Contract 5841 GEORGE C. CAMPBELL, CITY MANAGER Date: DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 Exhibit A Special Terms and Conditions The Quantities indicated on Exhibit D are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to dentonpurchasing (2cityofdenton.com, with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the supplier's expense. Products that have been installed will be replaced at the supplier's expense. Authorized Distributor The supplier shall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the manufacturer's representative as needed by the City. Contract Terms 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 Contract prices must be firm for a period of ninety days from date of contract award. Any request for price adjustment must be based on the, U.S Department of Labor, Bureau of Labor Statistics, Bureau of Labor Statistics, Producer Price Index (PPI) for Iron, Steel Pipe and Tube from purchased steel (PCU331210331210). The price will be increased or decreased based upon the monthly percentage change in the PPI. The escalation will be determined monthly. Should the PPI change exceed a minimum threshold value of +/-I%, then the stated eligible prices shall be adjusted in accordance with the PPI change. The supplier should provide documentation as percentage of each cost associated with the unit prices quoted for consideration Performance Liquidated Damages - RFP 5582- Exhibit 2, Section 18 Performance liquidated damages shall not exceed 2% of the total contract value. Total Contract Amount The contract total shall not exceed $1,840,000. Pricing shall be per Exhibit D attached. Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 Delivery Lead Time Product or services shall be delivered to the City per the days /weeks noted in Exhibit E after receipt of the order. Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 Fxhihit C City of Denton Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's contract are applicable to contracts /purchase orders issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller or respondent herein after referred to as 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 seller's proposal response, invoice or statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the contract/purchase order these written provisions will take precedence. The Contractor agrees that the contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and sections 9, 10, 11, 22 and 32 shall apply only to a solicitation to purchase services to be performed principally at the City's premises or on public rights -of -way. 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. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name, address and purchase order or purchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. 5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 only when the City actually receives and accepts the deliverables. 6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the purchase order. 7. RIGHT OF INSPECTION AND REJECTION: The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non - conforming deliverables. If the City has the right to inspect the Contractor's, or the Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. 8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non - complying tender shall constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the time for performance has not yet expired, the Contractor may notify the City of the intention to cure and may then make a conforming tender within the time allotted in the contract. 9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the sites where the Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner, in accordance with and subject to the applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied itself as to the nature of the City's service requirements and specifications, the location and essential characteristics of the work sites, the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Contractor's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. The contractor shall, at all times, exercise reasonable precautions for the safety of their employees, City Staff, participants and others on or near the City's facilities. 10. WORKFORCE A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in participating or responding to a solicitation or while in the course and scope of delivering goods or services under a City of Denton contract or on the City's property. i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as required by the terms of the contract; or ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and may not employ such worker again on Contract services without the City's prior written consent. Immigration: The Contractor represents and warrants that it shall comply with the requirements of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ( "IIRIRA) enacted on September 30, 1996. 11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Contractor's obligations under this paragraph. Environmental Protection: The Respondent shall be in compliance with all applicable standards, orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. §1251 et seq.). 12. 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. Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 The City will furnish a tax exemption certificate upon request. 13. 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 firm who is in arrears to the City of Denton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure 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. 14. 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. During the Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 term of this contract, the contractor shall bill and the City shall reimburse contractor for all reasonable and approved out of pocket expenses which are incurred in the connection with the performance of duties hereunder. Notwithstanding the foregoing, expenses for the time spent by the contractor in traveling to and from City facilities whall not be reimbursed, unless otherwise negotiated. 15. FINAL PAYMENT AND CLOSE -OUT: 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. 16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost of any special tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall become the property of the City and shall be identified by the Contractor as such. 17. 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. 18. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE /MBE /WBE agreed to Plan, the Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the 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. 19. 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 firm 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. 20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 liens, claims, security interests and encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or recycled merchandise, and not used or reconditioned. A. Recycled deliverables shall be clearly identified as such. B. 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. C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the non - conforming deliverables, or replace the non - conforming deliverables with fully conforming deliverables, at the City's option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to, any packaging and shipping costs shall be borne exclusively by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City's rights under this section. D. If the Contractor is unable or unwilling to repair or replace defective or non - conforming deliverables as required by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City. 22. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB 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. 23. 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. 24. 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. 25. 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. 26. 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. 27. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB 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. 28. 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. 29. 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. 30. 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. 31. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB 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. 32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in Appendix A for services only. The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 901B Texas Street Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for 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. 33. 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. 34. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. 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. 36. 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. 37. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 information so as to permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 38. 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. 39. 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. 40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 consent, the fact that the City has entered into the Contract, except to the extent required by law. 41. 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. 42. 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 of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 43. 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. 44. 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 of Denton, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the 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 of Denton, Texas, or his designee under this agreement. The contractor is expressly free to advertise and perform services for other parties while performing services for the City. 45. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. 46. 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. 47. 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. 48. 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. 49. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 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. 50. 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. 51. 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. 52. 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 4:00 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. 53. 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. 54. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City of Denton is prohibited from contracting with or making prime or sub - awards to parties Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City of Denton. 55. 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. 56. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable. 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 Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 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 ". 57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all information presented in any response to this contract, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 58. 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. 59. PREVAILING WAGE RATES: The contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at http: / /www.dol.gov /whd/contracts /dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD- 2509). 60. 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. 61. 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 Workers' Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton 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 of Denton and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 62. 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. 63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXHIBIT 3 and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. 64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non - performance or delay in performance. 65. 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. 66. 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 Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. 67. 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. Should a conflict arise between any of the contract documents, it shall be resolved with the following order of precedence (if applicable). In any event, the final negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFPBid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions Contract 5841 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB i.� �I V �I V1 i.� i..l i� c� V 1� 0 V1 ENUMUT 3 v f!3 S9 f!3 z z z 0 0 0 � a � V U � y y 3 ou an � b b � � � a U U � ON N N o U F gz � ^a 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 y^ =J 3 U 3L E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 E!3 S9 S9 S9 S9 S9 S9 S9 N � L o � w w d a 3 3 � Q O y 3 3 E E E � ti o 0 0 0 -- -- - - - - � A v f!3 S9 f!3 z z z 0 0 0 � a � V U � y y 3 ou an � b b � � � a U U � ON N N DocuSign Envelope ID: A92C240B-1581-4EC3-AB98-B90A504A6DCB ENUMUT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures P.01-241,16VIN I "WNIFTA �! 1. Contractor legal name and address (for contracting purposes): 2. Subsidiary of. �/N 3, Organization Class (circle): Partnership (Cotooratiom, Individual Association 4. Tax Payer ID#: 5. Date Established: I�S 6, Historically Underutilized Business: Yes o(E) 7. Does your company have an established physical presence in the State of Texas, or the City of Denton? (!es r No, in which? -T' o S. Please provide a detailed listing of all products and/or services that your company provides. �'��NkSg— O�R- WACK�N�k T"VIM— I-im'cmk 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. � IN 10. Have you ever defaulted on or failed to complete a contract under your current company name or any other company naive? If so, where and why? Give name and telephone number of Owner. pi/fS, 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). lJlk RFP 5841 - Main Document Page 11 of 17 DocuSign Envelope ID: A92C240B-1581-4EC3-AB98-B90A504A6DCB ENOMLT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures 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? htti)://www,osha.L,ov/i)ls/oshaweb/owasrch.seaj-cli rorm?r) doc tvt)e=STANDARDS&) toe levcl=l&p keyvalue-1926 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: RFP 5841 - Main Document Page 12 of 17 DocuSign Envelope ID: A92C240B-1581-4EC3-AB98-B90A504A6DCB ENUMUT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures 14. Provide details to support the evaluation criteria, includinp, experience and delivery. b CH AN i S AN NSC- a4f, -J- , 15. Provide details on how firm meets the minimum qualifications stated in this Main document Section 3. a, The details must be completed on this form, and shall not point to another document in the respondent's proposal. b. Sign below and return form with final submission. I certify that our firm meets the minimum qualifications as stated in this Main document, Section 3. Signature Company Date RFP 5841 - Main Document Page 13 of 17 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EN UT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures ATT'MENT-CH- SUBMISSION EXCEPTIONS Any exceptions taken to this solicitation (inehiding terms and conditions in Exhibit 2, the General Provisions and Terms and Conditions) 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 The above exceptions (and any additional pages identified) are the ONLY exceptions to the specifications, General Provisions and Terms and Conditions in Exhibit 2, and sample contract to this solicitation. I understand that the City may not accept additional exceptions produced after final submission of this proposal. d� A V\� QeA per k t5 Signature Company aii to No Exceptions are taken to this solicitation or the General Provisions and Terms and Conditions in Exhibit 2. Signature Company Date RFP 5841 - Main Document Page 14 of 17 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EN UT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures 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 GOVERNMENT /COMPANY NAME: t LOCATION: ? CONTACT PERSON AND TITLE: C,-jc,,I`e�vt�o� TELEPHONE NUMBER: ITL f to Lt o SCOPE OF WORK: CONTRACT PERIOD: GOVERNMENT /COMPANY NAME: LOCATION: Nak _ 1 AP"'( CONTACT PERSON AND TITLE: TELEPHONE NUMBER: ° A SCOPE OF WORK:\k�F CONTRACT PERIOD:? p REFERENCE TWO T'' i CA0V REFERENCE THREE GOVERNMENT /COMPANY NAME: e�°i€�o�ii�es1e� ae LOCATION: \A�� CONTACT PERSON AND TITLE: TELEPHONE NUMBER: - 2. !• SCOPE OF WORK: --Tme- a 'A CONTRACT PERIOD: RFP 5841 - Main Document Page 15 of 17 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EN UT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures K"WIMINY10.14"WOR -WIN 11, ''1 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 et sea,, and which arise under the antitrust laws of the State of Texas, Tex. Bus. & Com. Code, Section 15.01, 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: http:// www. cityofdenton .coni/index.aspx ?p2e 3397 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 ornissions may cause my submission to be rejected. Acknowledge receipt of following addenda to the solicitation: Addendum No 1 Dated nc��,\,gy JSJ -)-o I-;. Received Addendum No 2 Dated Received Addendum No 3 Dated Received NAME AND ADDRESS OF COMPANY: ftAZ, i 540 fi\mfw" 51. Tel. No. Email. �e.w AV r -.eC,. c AUTHORIZED REP E,S NTATI�V,E Signature Date.e rr2- l Name ra' ,V\ N -- Title it.,LAQ„ �ts Fax No. 2A `' � I - ct ` 02- REP 5841 - Main Document Page 17 of 17 DocuSign Envelope ID: A92C240B- 1581- 4EC3- AB98- B90A504A6DCB EXVfT 3 City of Denton RFP for Supply of Electric Substation Galvanized Tubular Steel Structures CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 1491, Stith 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, 11 Name of person who has a business relationship with local governmental entity. 2 Check this box if you are filing an update to a previously tiled questionnaire. (The law requires that you rite an updated completed questionnaire with the appropriate filing authority not later than the 7 "' business day after the date the originally filed questionnaire becomes incomplete or inaccurate.) 3 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(l -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 E6 No B. 1s 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 AN the taxable income is not received from the local governmental entity? E] 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? Yes �Xo D. Describe each affiliation or business relationship. 4 Conflict of Interest to disclose. El have no Con 5 , : (Dt_ Signature of person doing business with the governmental entity Date RFP 5841 - Main Document Page 16 of 17 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1257, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider adoption of an ordinance establishing an Economic Development Program under Chapter 380 of the Local Government Code for making grants of public money to promote economic development and to stimulate business activity in the city of Denton; approving an economic development program grant agreement with US Aviation Group, LLC, setting forth the various conditions precedent to US Aviation Group, LLC receiving the program grant; providing for a severability clause; and providing an effective date. BACKGROUND US Aviation Group's (USAG) corporate headquarters are at Denton Enterprise Airport. USAG's world -class flight academy provides training to domestic and international professional commercial airline and corporate pilots, the U.S. Department of Defense, and to individuals. USAG's helicopter division provides training for law enforcement and other government entities as well as charter helicopter services. The company is one of two full - service fixed base operators (FBO) at Denton Enterprise Airport, providing fuel, hangar, helicopter charter, and aircraft management services to corporate and private clients utilizing Denton's airport. USAG began operations in Denton in 2003. The current owners acquired it in 2006 and then acquired Denton - based Longhorn Helicopter in 2013. USAG is owned and actively managed by three equal partners: J. Michael Sykes, CEO; W. A. Roper Vaughan, CFO; and Mark Taylor, Chief Development Officer. USAG's Denton facilities include seven buildings totaling more than 100,000 square feet, comprising 35,000 sf of office /training facilities and 72,000 sf of hangar space. Additionally, USAG owns a 32 -unit apartment complex and leases 48 more apartments in Denton to house its flight training students. When acquired by the current owners, USAG had six aircraft and 16 employees. Today, it operates a fleet of over 90 aircraft in addition to leasing two King Airs, employs over 225 people and logs over 70,000 flight training hours annually. USAG has added flight training campuses at North Texas Regional Airport in Sherman, Texas, and at Alliance Airport. Demand for USAG's Defense Department and commercial flight training services continues to grow. To fully capture this opportunity, USAG must expand their existing flight simulation training space and purchase additional simulation equipment and aircraft totaling $10.7 million. Further, USAG must hire least 16 senior instructors, program managers and technicians. The approval of this incentive request will help ensure that USAG's expansion and investment into their flight training services occurs at Denton Enterprise Airport. City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1257, Version: 1 RECOMMENDATION Staff recommends approval of this incentive request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Economic Development Partnership Board met on November 11, 2015, and voted unanimously (9 -0) to recommend Council approval of this incentive request at the level of a 70% tax rebate for three years on USAG's new capital investment of $10.7 million. FISCAL INFORMATION US Aviation Group's $10.7 million capital investment would generate $73,803 in tax revenue annually for the City of Denton. If the incentive is approved, $51,662 would be rebated to US Aviation Group for three years for a total incentive of $154,986. FYHIRITC Exhibit 1 - Grant Agreement Exhibit 2 - Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Caroline Booth Assistant Director for Economic Development City of Denton Page 2 of 2 Printed on 12/10/2015 ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH U S AVIATION GROUP, LLC This Economic Development Program Grant Agreement ("Agreement") is made and entered into as of the effective date provided for below, by U S AVIATION GROUP, LLC, and the CITY OF DENTON (the "City"), a Texas municipal corporation, for the purposes and considerations stated below: WHEREAS, this Agreement is authorized by and made pursuant to the economic development program provisions of Chapter 380 of the Texas Local Government Code (the "Act") to promote local economic development and to stimulate business and commercial activity in the City of Denton; and WHEREAS, Grantee is contemplating the development of and improvements to that certain real property located within the city limits of the City as more particularly described in Exhibit "A" attached hereto and made a part hereof by reference (the "Property") and new aviation training simulation and/or support equipment and aircraft owned and/or controlled by Grantee and located at Denton Enterprise Airport; and WHEREAS, on September 8, 2015, Grantee submitted an application for economic development incentives with various attachments to the City concerning the contemplated use and development of the Property, which is on file in the City's Office of Economic Development, a copy of which is attached hereto and made a part hereof by reference as Exhibit "B" (the "Application for Economic Development Incentives"); and WHEREAS, the City Council finds that the contemplated use and development of the Property, the proposed improvements provided for herein and the other terms and conditions of this Agreement will promote economic development and will stimulate development activity within the City of Denton for the benefit of the public; and WHEREAS,, the Economic Development Partnership Board (EDPB) reviewed the US Aviation Group, LIX incentive request at their November 11, 2015 meeting and recommended approval of a 70% incentive grant for a period of three years, unanimously: 9-0. NOW, THEREFORE, the City and Grantee for and in consideration of the Property and the promises contained herein do hereby contract, covenant and agree as follows: - ... .... . ......... .. 1. CONDITIONS OF 'I GRANT A. In consideration of a Grant Agreement and subject to the Grantee meeting all the terms and conditions of the Grant as set forth herein, the City hereby grants the following: A Grant equal to 70% of City ad valorem taxes, as determined by the Denton Central Appraisal District, attributable to the assessed value of Improvements located on the Property (as both such terms are defined herein) and new aviation training simulation and/or support equipment and aircraft owned and/or controlled by Grantee and located at Denton Enterprise Airport for a period of three (3) years commencing December 31, 2015, over the assessed value of the Improvements located on the Property and any business personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport on December 31, 2014. It" such increase in investment in Improvements is less than $5,000,000 by December 31, 2016, the City shall have the right to terminate the Grant. In the event of such termination the Grantee shall refund to the City filly percent of all previous Grant payments, and all Grant payments for future years shall be terminated. B. A condition of the Grant is that, by December 31, 2016 (subject to force majeure delays not to exceed 180 days), Grantee shall have made Improvements on or to the Property, which result in an increase in the assessed values, as determined by the Denton Central Appraisal District, as contemplated by Section I.A. I. For the purposes of this paragraph, the term "force majeure" shall mean any circumstance or any condition beyond the control of Grantee, as set forth in Section XIV "Force MaJeure" which makes it impossible to meet the above-mentioned time restraints. C. The terms "Improvements or Contemplated Improvements" are defined as the construction, renovation and equipping of the Property including but not limited to (1) costs related to the development and improvement of the real estate, including, without limitation, construction costs and design and engineering costs; (2) tangible personal property in the form of additional aviation training simulation and support equipment and aircraft located on or at Denton Enterprise Airport owned and/or controlled by Grantee, excluding inventory and supplies. The kind and location of the Contemplated Improvements is more particularly described in the Application for Grant. 1). A condition of the Grant is that the Contemplated Improvements be constructed and the Property be used substantially in accordance with the description of the project set forth in the Application for the Grant. E.. A condition of the Grant is that throughout the term of the Grant, the Contemplated Improvements shall be operated and maintained for the purposes set forth herein so that the use of' the Property shall be consistent with the general purpose of encouraging development or redevelopment of the City except as otherwise authorized or modified by this Agreement. I F� A condition of the Grant is that the Contemplated Improvements in the form of aviation simulation training and/or support equipment and aircraft be owned and/or controlled by Grantee at Denton Enterprise Airport and used substantially in accordance with the description of the project set forth in the Application for the Grant. G. A condition of the Grant is that the City shall have the right to terminate the Grant if the Grantee does not occupy the Contemplated Improvements continuously for the term of the Grant for the purposes set forth in the Grant Application. In the event of such termination the Grantee shall refund to the City fifty percent of all previous Grant payments, and all Grant payments for future years shall be terminated. Agreement. Grantee agrees to comply with all the terms and conditions set forth in this 11, TERMS AND CONDITIONS OF GRANT A. Subject to the terms and conditions of this Agreement, the City hereby agrees to pay to Grantee, on an annual basis, an amount equal to 70% of the difference between: (a) the then current City ad valorem taxes for the Property and the Improvements (as both such terms are defined herein), minus, (b) City ad valorem taxes payable for the Property and the Improvements on January 1, 2015, and minus (c) any ad valorem taxes on business personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport on January 1, 2015, (with the resulting payments known as the "Annual Payments"), such Annual Payments to be subject to the terms and conditions provided in this Agreement. B. Grantee shall have the right to protest and contest any or all appraisals or assessments by the Denton County Appraisal District for the Property, the Improvements or any other tangible personal property owned and/or controlled by Grantee and located at Denton Enterprise Airport.. All calculations in this Agreement shall be based upon final assessed values after any such protest or contest. C. The Annual Payments shall be for a term not to exceed three (3) years with the first payment being due and payable on or before 90 days after the City is in receipt of all City ad valorem taxes due and payable for the Property and Improvements as of January 1" 2016 (the "Beginning Date"), and, unless sooner terminated as herein provided, shall end after the third Annual Payment. All subsequent Annual Payments shall be due and payable on or before 90 days after the City is in receipt of all ad valorem taxes due and payable for the Property and Improvements as of January I for the respective subsequent years. 3 1-11--1--..-..------ ... .... .. ........ ..... . Ill. RECORDS, AUDITS, AND EVALUATION OF PROJECT A. Grantee shall provide access and authorize inspection of the Property by authorized City employees and allow sufficient inspection of financial information to insure that the Improvements are made according to the specifications and conditions of this Agreement. Such inspections shall be done in a way that will not interfere with Grantee's business operations. 'The City shall, on an annual basis, evaluate the Project to ensure compliance with this Agreement. Grantee shall provide information to the City on a form provided by the City for the evaluation. The information shall include, without limitation, an inventory listing the kind, number, and location of and the total investment value of all improvements to the property, including the value of all buildings and other structures and permanent improvements installed, renovated, repaired or located on the Property. An annual rendering of" all business personal property shall be included identifying all business personal property owned and/or operated by Grantee at Denton Enterprise Airport.. IV. FAILURE TO MEET" CONDITIONS In the event (i) Grantee or the Owner of the Property allow their ad valorem real property taxes owed to the City with respect to the Property or Building, or ad valorem taxes owed to the City with respect to any tangible personal property owned and/or controlled by the Grantee and which are located at Denton Enterprise Airport to become delinquent and fails to timely and properly follow the legal procedures for protest and/or contest of any such ad valorem real property or tangible personal property taxes; or, (ii) any other material conditions of this Agreement are not substantially met, including the Grant Conditions, then a "Condition Failure" shall be deemed to have occurred. It is understood that a Condition Failure shall not be deemed to occur merely because at a particular time it cannot be determined whether such condition will be met, but shall occur only if at a particular time it can be determined that such condition will not be met after notice and reasonable opportunity by Grantee to cure such failure. In the event that a Condition Failure occurs, the City shall give Grantee written notice of such Condition Failure and if the Condition Failure has not been cured or satisfied within ninety (90) days of said written notice, this Agreement may be terminated by the City; provided, however, that if such Condition Failure is not reasonably susceptible of cure or satisfaction within such ninety (90) day period and Grantee has commenced and is pursuing the cure or satisfaction of same, then after first advising the City of efforts to cure or satisfy same, Grantee may utilize such additional time as may be reasonably required to cure such Condition Failure, but not less than ninety (90) days nor more than one hundred eighty (180) days. Time in addition to the foregoing may be authorized by the City Council. If a Condition Failure is not cured or satisfied after the expiration of the applicable notice and cure or satisfaction periods ("Condition Failure Default"), as City's sole and exclusive remedy, the Annual Payment shall be terminated with respect to the year in which notice of the Condition Failure is given and for all future years, and 4 Grantee shall repay to the City an amount equal to fifty percent of all previous Grant payments made to Grantee; and thereafter no repayment is required. V. ASSIGNMENT This Agreement and Grantee's rights and obligations hereunder may not be assigned without prior notice to and approval by the City. V1. NOTICE All notices called for or required by this Agreement shall be addressed to the following, or such other party or address as either party designated in writing, by certified mail postage prepaid or by hand delivery: COMPANY: US Aviation Group, LLC J. Michael Sykes, CEO 4850 Spartan Drive Denton, Texas 76207 CITY: City Manager City of Denton 215 E. McKinney Denton, Texas 76201 VII. CITY COUNCIL AUTHORIZATION This Agreement is authorized by the City Council at its meeting on the ___ day of 2015, authorizing the City Manager to execute this Agreement on behalf" of the City. VIII. BOARD 01"DIREC"FORS AUTHORIZAIJON US Aviation Group, LLC represents that this Agreement is entered into by US Aviation Group, LLC pursuant to authority of its Chief Executive Officer. A certificate of the Chief Executive Officer ofLJS Aviation Group, IJX supporting this representation is attached hereto and made a part hereof as Exhibit C. UN II SEVERAIMILTY In the event any section, subsection, paragraph, sentence, or phrase is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the parties intended at all times to delete said invalid, illegal or unconstitutional provision. X. ESTOPPEL CERTIFICATE Any party hereto may request an estoppel certificate from another party hereto so long as the certificate is requested in connection with a bona fide business purpose. The certificate, which if requested will be addressed to US Aviation (iroup, LLC, shall include, but not necessarily be limited to, statements that this Agreement is in full force and effect without default (or if default exists the nature of' default and curative action, which should be undertaken to cure same), the remaining Term of this Agreement, the levels and remaining Term of the Annual Payments in effect, and such other rriatters reasonably requested by the party(ies) to receive the certificates. X1. US AVIATION GROUP, LLC STANDING Grantee, as a party to this Agreement, shall be deemed a proper and necessary party in any litigation questioning or challenging the validity of this Agreement or any of the underlying ordinances, resolutions, or City Council actions authorizing same and Grantee. shall be entitled to intervene in said litigation. MI. APPLICABLE LAW This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the appropriate court serving Denton County, Texas. This Agreement is fully performable in Denton County, Texas. Xill. FORC,F" MAJE'URE ff, because of flood, fire, explosions, civil disturbances, strikes, war, acts of God, or other causes beyond the control of either Party, either Party is not able to perform any or all of its obligations tinder this Agreement, then the respective Party's obligations hereunder shall be suspended during such period but for no longer than such period of time when the party is unable to perform. 6 xiv. ENTIRE AGREEMENT This Agreement is the entire agreement of the parties and may only be modified by a written instrument exeeuted by both parties. xv. EFFECTIVE DATF, This Agreement is effective as of the ____ day of --- --- 12015. Cl'-I'Y OF DENTON, TEXAS BY: ATTEST: JENNIFER WALTE'RS, CITY Sl-,'CRE"I'ARY BY: APPROVED AS TO FORM: ANITA BURGESS, CITY ATTORNEY BY: GEORGE C. CAMPBELL, CITY MANAGER US AVIATION GROUP, LLC BY: I. M i c h— a Sykes, .I; In ACKNOWLEDGMENTS STATE OF TEXAS COUNTY OF DENTON The foregoing Economic Development Program Agreement was executed before me on the _clay of 2015 by George C. Campbell, City Manager of the City of Denton, Texas, a Texas municipal corporation, on behalf of said municipal corporation. Name: Notary Public in and for the State of Texas STATE OFTEXAS COUNTY OF DE NTON The foregoing Economic Development Program Agreement was executed before me on the day 2015 by J. Michael Sykes, CEO of US Aviation Group, LLC, a Texas corporation, on behalf of said corporation. 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Any rtatomeut in the above legAl description of the area or quantity of land It not it representAllon that Stich slea or quoutity 6 correct, but It made only for Informational and/or Identifitatloo purposes and does aal override Item I otgehedole R hereof. 2014'fix Abatanent Poky . . . ........ ..... . w wumww w fowwww", 1 • City of Denton Department of Development Servim, Economic Development Division 215 E. McKinney St, Denton, Texas 76201 (940) 349-7776 (940)349 59 FAX VVn'wYAw.citYof Oeon.c ntom ,('arol i tic. Booth(iticityol(kn )ton. com APPLICATION FOR TAX ABATE MENT CITY OF DENTON, TEXAS Properly Owner d a 1, aw 4�� ptoy or Project Name 771 �, T,, 7, 71, 7r ---- - - ----- Telephore Website o ' n ' t . l�tlesct - Nan ie Le I . ..... ...... NTaifeig Address Fax No. Entail Address and relocations over the past 15 years, VJ"C 0A 3, rovide a record ortnergers and financial restructuring during the past 15 years. 4A&le X 'w� �or I sseief'lf lessee,&am occupancy co, �uW�Ulflts �alteltt��Y Cxi� 4, Will the occupants of ie projeci 1 0 er tirud? 5. Is the project a relocation of existing facility or a new facility to expand operations? If relocation, give current location. '771'e p""'ev.6 '4 )'/'e. /" we a It Y--'? '/"k'4J0 6, K, 6. If im existing Denton 4usiness, will project result in a4andohment of existing facility? If fo, the existing facility will be subtracted from the value of the new facility to arrive at total project value. Alt, 111 �*i i e-lmr , ' 0, s,(; N 1 4 1(, 14"1 cl' �If I _/ 111 5 1" "/O� , 7, Property Description, Attach cc >py of the legal description detailing property's motes and bounds, Attach map of project including all roadways, land use and zoning wit. ithia 500 feet of Site. S. 'Current Value. Attach copy of latest property taxs6erneutt from the entrrrt � "orarsty Central Appraisal District Include both roaN ([and and improvements) and personal property). Y)l del] fc 9, lncreawd Vtilutr Estirnated Total Cost of Project. itte Development Personal Property $ tnar 41 Lr%yma;wwuts' I 44 10. "i dlc'ate pereent of ax Zatleii;48nd number of years requested. Percent Requested Fears lkegnested any other financial incentives this project will request/receive IVA - .... ....... .. ......... , Estimated Freeport Exemption Estimated Mectric Utility t -tiiivaied Water/Wastewater Infrastructure Assistance a brief description of the activities to be performed at this location, including a description of produoti to be produced and/or setvices, to be provided. H I ��L 21-L!Z14:1-1 12, • Water Wastewater 'Strects Other -r 7 13, Project Operation Phase, Provide employment information for the manbet of years tax abste-atent is requested. F Typesof jobs croaked. list the job tides and number of pix4tions in each category that will tv employed at the facility, Provide average wage for each category, the, nroirgwM QD= 'Or .^ "T^AH At Project Existing Start Date At Term of Employment Information Operation (010/yr) Abatement (Itapplicabte) A. 'rotatriutnberofpermarient, full -t4iicjobs Employees transferred from outside Denton Net pennanent f4ll-tirne jobs (& minus B.) E, Total annual payroll for all ponnonent, full-time jobs (A) F Typesof jobs croaked. list the job tides and number of pix4tions in each category that will tv employed at the facility, Provide average wage for each category, the, nroirgwM QD= 'Or .^ "T^AH .. . ............ H. Estimate annual utility usage for prqJecV 14, ciriWar'iy other direct benefits to the City of Denton as a result of this project 0�9, sales tax revenue or project elements identified in Tax Abatement Policy, Section 111). 4601, is property Mied app ropriatel' 7 yos No 4/c/ /Ale lu t,d let', to $61 Curtan zoning. Zoning required for proposed prpiect. Anticipated variances. rty plaited�F-----. r]Ees�) No It -re,plat-tin, —Sb e-ne" —co a s at- y - yes 17, F17% "tY anvtroarrmental impacts created by Vita project JIt any permils for which applicant must apply, Applicant will be required to provide City with copies of all applications for environmemal permits upon completion of application(s), tital regulations for the past five years. Provide —record "-,o-f 'c'-oi`n—pLiance-t`AD-J1I -onvi-ronnic . ..... PLI J� 1a 04 18. provide specific detail of arxy Isusasressr iresirlorst that will be' placed and assistance that will be available *am the requesting company, 19. provide description of any historically significant area included within the project's area as determined by the Historic preservation Officer, If any, give detail of how the historically significant area will be prcstrved. _N.__.._,._,_..-,_., -____ - t: Substantiate and more fully describe the Justif ication for this 70� t i W T�) �ra; A b at c n i en � R e � u C;, request, Include the amount of the abatement requested and show how it will contribute to the financial viability of the project. Submit attachments if necessary, 21, List additional abatement factors to be considered for this project as outlined on pages 3 avid 4 of the Tax Abatement Folicy. Cite s 1; Z Lid ing vacant for at least years Donation of materials to public schools fjrq�ect creates high skilled, high-payingjobs Improvements to Downtown Significant relationship with Universities project form business park 25% of new jobs filled by Denton residents Intonational or national headquarters 2514 local contractors to he utilized Medical inaturfiticturiol; or research failET", mm� r-rivironmentally sustainable practices used Jobs are knowledge -based Jon;t on of significant public art Renewable Energy gentrated/stored/utifized Community support and involverneriC Attach description of comraunity invOlvelultnt 22, Financial Information: Attach a copy of the fittest audited financial asateinant or, in the case of a new project, a business plan, 23. Does the project have tin eligible ctivironnicruidly sustabutble or renewable energy component (if so, please Identify type and provide a brief description)? 24� Applicants seeking LEED certification must complete the Green Building Application for Tax Abatement (Ex,iibit B of the policy), This Tax Ab aterne nt ,AnpFa mion is submitted av kh the acknowledgement that taa'd €tonal information may ti rc quirerd. f x 6r°ized S ignaature US Aviation Group Is applying to the City of Denton Economio Development Partnership for a 380 of new businesses at the Denton Enterprise Airport, 4850 Spattan Dtive, Denton, Texas 16207 - (940) 183 - 454 Phofte . (940) M-5385 Fax US AviAtiou Academy US Aiveraft Maintenance US Avionics INVESTMENT SUMMARY The fcftwing is a list of the major investments ancl/cr projects which air ti compleba, in- process, or vAl be completed rn 2015 - 2017 and basrz!d al' ti (-,4 Orti-ton Ajrport, COMPLETED MAJOR LNYES-[R g�i LTS: 1. Acaderly building and hangars 2. Aircraft Based at DTO 3, Hight 1'raining Equipmert 4, Transportabon VeNctes 5 Ramp Improvements 6. Hanger Improvements T Aircraft Support EqUfpr11P-M 3, Aircraft SUpport Equipment Total Investment $7,000,000 - 6 r,arqars z -Yd 10'6,0& siq as cf ,,ir-'acerr(y tra'mrig ,'310,()88,030 - Aircraft and Helic(4;:pters $690,050, Sirnufators $240,350 - Bus, s and vans $1,73,690 - New and irnprovosme-Ouc; S176,770 - N9WSiMlatcw rooms and !,,Ilpi*i�','1`,,,C-ti'l�:-n- "F, S' , 285,120 -- Amnicsand Equipment MAJOR INVESTMENT 016 -2 2014 Ccmrnlssions 2016 ZCM t? TOTAl- 1. Airml Based at DTO $2,,557,90E $1,:-C ()00 $1,466,000 $5'537'C)C)8 2. F�ight T4ning EqWpiient $4,845,00C DENTON COUNTY TAXES: '$b"34 5'0(1')0 3, Aircraft SUpport Equipment $60,000 $ 2 5, CC 0 2C15 EstimFted Taxes $1:x`5'000 Total 4ivestment $7,402,908 $1,540,M) 4, $11,017.9M FUEL, PURCHASES 1 2014 Fuel 1= 'u:-chases If 2,6 lIi 5, (318 a 2, 20 15 F cw1 Pw chi ases -- Est. 11; US AWATEN GROUK LIC 380 C,(; 1t Aj_,,o °: rnzw� fvuo!Aj=P P% PC;9t3_F71C,ti I AM a, t as lit HNoMmm "MAR Qmwor4 , Am X-4 4 7 OWA87 5 Ramp im lWVMM5 s6vul Harqar h1nor.livernentS SAY06 7 Anuok Impol Ewpruen( $34,310 raw Fmwvj Asv , QIK"DO." NAS 3 Comm "2 r41 Piper Seneca NW Aww 7. S6411) Pwo 5",,'a 5mvro 51VES17 kw�hvrafl Bing Mm,(X.)o E M mrn "'MrOO V"j Aw CIM OwWor I l."AYO&W Ikkooe v n W n"T Im R EsMnWe 573mmo Aw"ah Qw," ev"Wn"t CNAC Rat MU5 SG Gri % „3Grfit CMOs B”, DWM I J. 5 n 4 rom www G qxv On% A K Mg Ah Pieta cypter. CownOWmn Y ota4 0 IIKINX) Aau aft S,,pp-1 Wpwpn "t ^rA Tot,A I I " 1,465,CKY) S Kog Ar 350 Wmuhwr $7100,coo A? W &Yca slAWnurt smxo T07AFL WANT ASSUS IV, 1' "tp7��r Fprrrywnr 71 r41 Piper Seneca 3 )DI, OX BeKhoW kk I A I ",oxguo Hakowv I 5mvro Tot,A I I " 1,465,CKY) S Kog Ar 350 Wmuhwr $7100,coo A? W &Yca slAWnurt smxo T07AFL WANT ASSUS IV, CERTIFICATE OF AUTHORIJ:V QF,()Ff'10ER US AVIATION GROUP, LLC 1, J. Micheal Sykes, Chief f"xecutive (Ifficer off jS Aviation Group. I J,C. a "I"exas limited liability company ("US Aviation (iroup-) hereby cenify: 1) 1 am the duly appointed, qualified and acting ( 1hief F"xecutive Officer of IJS Aviation Group, 11C as of the (late hereof. 2) As such., 1, J. Micheal Sykes have full power and authority to CXCCUtc and deliver on behalf'of(JS Aviation Group, LLC, that certain F.conornic Development Program Grant Agreement, to he made and entered into as of the effective date provided therein by US Aviation Group, LLC' and the City ofDcnton, aTexas municipal corporation, ktr the purposes and considerations stated therein. IN WITNESS WHERF'OF, the undersigned has executed this Certificate this 4th day of December, 2015. .11�4icheal dykes Chief "xecutive Officer US Aviation (iroup, 11C State oftexas County of Denton This iDS411111AC41t, was acknowledged before, me on the on the .4" day of December, 2015, by .1. Micheal Sykes, Chief Fxecutive Officer ofl JS Aviation Group. LIX.1% on behalf'of said company. ANDREA J, ATKINSON Notary Pub4c, State of Texas My Coenrnnssion Expires lo March 26, 201 8 (Sea I I Notary Public Signature ORDINANCE NO. AN ORDINANCE ESTABLISHING AN ECONOMIC DEVELOPMENT PROGRAM UNDER CHAPTER 380 OF THE LOCAL GOVERNMENT CODE FOR MAKING GRANTS OF PUBLIC MONEY TO PROMOTE ECONOMIC DEVELOPMENT AND TO STIMULATE BUSINESS ACTIVITY IN THE CITY OF DENTON; APPROVING AN ECONOMIC DEVELOPMENT PROGRAM GRANT AGREEMENT WITH US AVIATION GROUP, LLC, SETTING FORTH THE VARIOUS CONDITIONS PRECEDENT TO US AVIATION GROUP, LLC RECEIVING THE PROGRAM GRANT; PROVIDING FOR A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, US Aviation Group, LLC ( "Grantee ") has made a request of the City of Denton to establish an economic development program under Chapter 380 of the Texas Local Government ( "Chapter 380 ") to stimulate the development of commercial property within the City of Denton; and WHEREAS, the City Council by this ordinance is establishing an economic development program under Chapter 380 which will stimulate business activity in the City and promote the public interest (the "Program "); WHEREAS, to effectuate the Program, the City and Grantee have negotiated an Economic Development Grant Agreement (the "Agreement "), a copy of which is attached hereto and made a part hereof by reference; and WHEREAS, the City Council finds that the Program and Agreement promote economic development and will stimulate commercial activity within the City of Denton for the benefit of the public; NOW, THEREFORE; THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1 The recitals and findings contained in the preamble of this ordinance are incorporated into the body of this ordinance. SECTION 2. The City Manager, or his designee, is hereby authorized to execute the Agreement on behalf of the City of Denton and to carry out the City's responsibilities and rights under the Agreement, including without limitation the authorization to make the expenditures set forth in the Agreement. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ___.mmMM day of . ..... �............ 2015. CHRIS WATTS, MAYOR c:\tisers\106796.codad\docuniciits\2-ord us aviation group, lic 380,doc ATTEST: JENNIFER WALTERS, CITY SECRETARY m APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 1) . .. . . ......... . .. ..... BY:ze fff r7 Page 2 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 15 -1261, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager or his designee to execute a contract through the Buy Board Cooperative Purchasing Network for the acquisition of four (4) dump trucks, two (2) haul trucks, and ten (10) refuse trucks for the City of Denton Wastewater Collections, Drainage, Solid Waste, and Parks Departments; and providing an effective date (File 5980- awarded to Rush Truck Center, Crane in the amount of $2,560,878). FILE INFORMATION This item is for the purchase of sixteen (16) Peterbilt trucks. These trucks are Peterbilt models 320, 330, 348 and 567. Fourteen (14) trucks are replacements for units that have met the replacement criteria based on age, maintenance, and mileage. These units will be replacing 1994 to 2010 year model trucks. Two (2) trucks are additions that were approved in the 2015 -2016 fiscal year budget. There are six (6) bodies to be mounted on chassis for three (3) dump trucks, one (1) grapple truck, and two (2) roll off truck bodies. Cooperative contract pricing and non - contract pricing was obtained for each truck (Exhibit 1). These trucks will be purchased through the Buy Board Cooperative Purchasing Network Contract 4430 -13. The City of Denton is standardizing to Peterbilt for Class 7 and Class 8 trucks (Exhibit 3). Rush Truck Centers are the only distributor of Peterbilt trucks in Texas, and are considered a single source purchase (Exhibit 4). PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On December 14, 2015, the Public Utilities Board will consider approval to forward this item to the City Council for consideration. RECOMMENDATION Award the purchase of sixteen (16) Peterbilt Trucks to Rush Truck Center, Crane in the amount of $2,560,878. PRINCIPAL PLACE OF BUSINESS Rush Truck Center, Crane San Antonio, TX City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1261, Version: 1 ESTIMATED SCHEDULE OF PROJECT The purchase and delivery of the trucks will occur within 270 days of purchase order issuance. FISCAL INFORMATION The Peterbilt Trucks will be purchased from the departmental account for each item as shown on Exhibit 1. Requisition 4127106 has been entered in the Purchasing software system. EXHIBITS Exhibit l: Comparison Exhibit 2: Quotes Exhibit 3: Peterbilt Sole Source Letter Exhibit 4: Fleet Standardization Memo 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 2 Printed on 12/10/2015 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 00 00 lo lo 0 ol lzt - lzt ol 0 - ul 10 It 10 ti w cl� cl� IR lyi lyi Ili lyi I-i 1'1� <r C� 0 1 01 N N lzt to I to 10 00 1 m N N m to 10 m 00 ol m m M O M m 0 a 0 0 y 0 0 0 0 21 0 z 2. co cc co co 0 0 0 0 0 0 0 0 0 0 0 O q q q q q q q q q q 0 00 r 10 r It 00 N a) to - ti 10 ti r ti r w Iri ll� C� v cl� m to ll� to 00 10 m 0 N - 10 - I m lo 0 m w ol M O M m 0 Oo 0 Q a C� 10 oo oo 0 �o E C) oo 0 x 0 00 E 10 M 0 C) El oo 0 x 0 00 x 'E to 0 m 0 < oo > a 0 0 0 0 0 21 2. 2. co cc co co 7E 7E -E -a -a do a 0 0 0 0 0 0 0 -a CL u u u u u u u u u u u 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 x 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 ui M M M M > o6 � u vi Lri vi m o o ui o ui o ui o ui o Z m o � m - I m m a) m lo o lo lo lo lo lo o o m - - - o o - o Q o o o o Q - lo lo lo o o o o o lo lo lo lo lzt o � o o o o ul o lo lo ul lo lo lo < W �o ko ko �o ko ko �o �o �o �o �o �o �o �o �o �o -a m r0 O O E E 0 0 2 E o m . 2 u mm :c w x x < < Z O E E E E E E E E E E �o U lo lo �o ti � co 1 6 o o co o 4) I'D 'o lo �o 'o lo 'o �o lo � Oo 0 Q a C� 10 oo oo 0 �o E C) oo 0 x 0 00 E 10 M 0 C) El oo 0 x 0 00 x 'E to 0 m 0 < oo > USh I ruck Center, Crane PO Box 200105 EXHIBIT 2 Buy Board Contract Quotes �tt E% � NilA San Antonio, TX 78220 Customer Proposall Letter UCK CENIl 877-661-4511 Denton, City of 901-B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader Terry Ki-ldii thank you for the opportunity to earn your We took foiward to working witl"i you on your business needs, Please accept the following proposal, Ve il� HICK, Make Peterbilt Model 330 HID Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about New 2016-7 330 PX7 250ORDS for Landscape body Includes 21200 Chassis Warranty, PX7 5/200 Engine and After treatment Warranty Available on BuyBoard #430-13, Chassis for customer install of Landscape body. Quantity I Truck Price per Unit $74,791.0.0 F.E.T. (Factory & Dealer Paid) $0.00 ............ . ... — Net Sales Price $74791 00 Optional Extended Warranty(ii State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (including Rebate(s)) $78,301.00 Total $74,791.00 $3,510.00 $78,301.00 Trade Allowance (see DISCLAIMER Below) $10.00 Sales Representative Kal Flo pjALp�y signature printed name Purchaser signature printed narne tittle date Accepted by Sales Manager or General Manager signatule printed name Quote good until 9/30/2016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. -TI Fc-LA11i"rclor based on Ibis Proposal subject to Customer executing Dealers standard forrin Retail Pinuhase Order Incorporating above terfirs, Any documentary fees, state tax, title, registration and ficisirisa fees subject to adlustnrenL and change, Actual IF E,T, to be lead by Dealer, subject to adjusti-norit, Any F,E,T, variance will be responsibility of Dealer. Manufacturer has reserved like right to olnariw: the price to Dealer of any vehicle not currently in Dealer's stock, without notice Ir Dealer. If Quoted Vehicle(s) net currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases (turn ManubxIuror. This Proposal is based upon Dealer's current and expeoled inventory, which is riubjouL to charge, Dealer riot obligated to retain any specific vehicles in stock, nor rnaintlin any specific, inventory level Dealer shat not be obligated to fulfill Proposal in event quoted vehicles) not in stock or available wilhin requested delivery schedule iA tinto Proposal accepted, Dealer shot( not be table for any delay in providing or inability to provide Quoted Vehicle(s), where such Inability or delay Is due, in whole or in part., to any cause beyond tho reasonable control of Duilor or is without Iii qros,,, rieplipiance or intended misconduct of Dealer, Above listed Trado Value ba,,iod upon current appraisal of Trade Vehicle(s), Dealer nmy adjust I runs Value of Trade Voiricle(s) to reflect changes in condition mWkq Inktn""Jo 93 vittirluto(s) beimmIr d'or" JA c"vi tol, rfilr� fln#read by 011(t1ii Terry Kadpr, thank, you for the opportunity to earn your business,. We look forward to working with y0LI on your business needs, Please accept the following proposal, Make Peterbilt Model 320 Year 201 Stock Determined Additional Vehicle and Accessories Description Tbbe delivered onnrabout zx New oo1oPetemltozoLHx1zo for Commercial rmntLuaUbody unn Wheelbase, engine, transmission warranty and Petemn 2 year warranty. includes Allison output retarder $6440.00 Delivered to RTC Phoenix for install uf the dual Air Conditioner and insulation then onmooueeMfg. Available onauyoourd Contract *wao'1n Quantity Truck Price per Unit F.E][ (Factory 8 Dealer Paid) Not Sales Price Optional Extended Vannmy(ioo) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (including Rebate(s)) Trade Allowance (rmm DISCLAIMER Below) sak"suop rese, 11111 live ~---- Purchaser un=mre w" Accepted by Sales Manager m General Manager Total $314^178.00 ' printed tarne printed name Hffl printed name Quote good until 3w4/201G Note: The above Customer Proposal Iso quotation only. Sale terms subject m approval nr Sales Manager o,Dealer, price, to 0oaher or F.vry Vehicle ricA o.monily in Deah.Ws e�cx*, wiffiout nokx to Dealer, 11 Quoted VOOC16(S) nOl GUIregilly In >'CAI[o's stock, Doaler veserve� righf io change Quoiabon tot,�.O a etiud any prioo spe,-ific Inventory lovd Deale-r shJ noi be rAtIlUated to fiftl( Proposm� irl oVorq q�j uied Wflsftis� net in slco',k or aw.Aable within Ysq.usfed itelivery udhndwc at firne Proposal uccep!erf, Deialei ahall not. be Wa[Aa for any alelray hii pwiding ar fivahilify ki provide Chpul,ed Vol1w;1eqrs), whare such hirAbli[y rs, daiay is due, in wi,(Aa or n to any w,-,so boyand Me roa5miablP conhol of DaMev or is wiffioul the gross R VC Q'rim*o Printed on11mwuo1sxu8:1oAM, ETV Rush Truck Center, Crane EXHIBIT 2 Buy Board Contract Quotes PO Box 200105 [TRUC CENTERS San Antonio, TX 78220 Customer Proposal Letter 877- 661 -4511 Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 - 349 -7100 Terry Kader Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt Model 320 Year 2016 Additional Vehicle and Accessories Description Stock Number To Be Determined To be delivered on or about 4/15/2016 New 2017 Petebilt 320RH ISL -G for ASL, includes 5yr Allison w- Retarder, Peterbilt 2/200 chassis warranty, Cummins 5/200 Plan 1 Engine warranty included. Includes foam and Dual AC installed in Phoenix. Available on BuyBoard contract #430 -13. Quantity 2 Truck Price per Unit $156,281.00 F.E.T. (Factory & Dealer Paid) $0.00 Net Sales Price $156,281.00 Optional Extended Warranty(ies) $7,157.00 State Sales Tax Documentary Fee $50.00 Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) $163,488.00 Total $312,562.00 $0.00 $312,562.00 $14,314.00 $100.00 $326,976.00 Trade Allowance (see DISCLAIMER Below) $0.00 Sales Representative Hal Holloway signature printed name Purchaser Accepted by Sales Manager or General Manager Quote good until 613012016 signature title signature printed name date printed name Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any order based on this Proposal subject to Customer executing Dealer's standard form Retail Purchase Order incorporating above terms. Any documentary fees, state tax, title, registration and license fees subject to adjustment and change. Actual F.E.T. to be paid by Dealer, subject to adjustment. Any F.E.T. variance will be responsibility of Dealer. Manufacturer has reserved the right to change the price to Dealer of any vehicle not currently in Dealer's stock, without notice to Dealer. If Quoted Vehicle(s) not currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases from Manufacturer. This Proposal is based upon Dealer's current and expected inventory, which is subject to change. Dealer not obligated to retain any specific vehicles in stock, nor maintain any specific inventory level. Dealer shall not be obligated to fulfill Proposal in event quoted vehicle(s) not in stock or available within requested delivery schedule at time Proposal accepted. Dealer shall not be liable for any delay in providing or inability to provide Quoted Vehicle(s), where such inability or delay is due, in whole or in part, to any cause beyond the reasonable control of Dealer or is without the gross negligence or intended misconduct of Dealer. Above listed Trade Value based upon current appraisal of Trade Vehicle(s). Dealer may adjust Trade Value of Trade Vehicle(s) to reflect changes in condition and /or mileage of Trade Vehicle(s) between date of current appraisal and acceptance of this Proposal by Customer. Printed on 11/29/2015 at 7:51 PM. _ Denton, City of 9Q1-B Texas SX Denton, lx7G2D1-43o4 940-349-7100 TerryKmder Ruoh Truck Center, Crane po Box 200105 San Antonio, rx7ozzo needs. Please acce�A the foltowing Proposal. EXHIBIT 2 Buy Board Contract Quotes 'W1 filf, Make Peterbilt Model 320 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description Tobe delivered unorabout New zn1om7pombi|tuzoRHX1c Diesel for AoL uy, Allison vw Retarder, romrbm2/2oo chassis warranty, Cummins nmoo Plan 1 Engine and aftort=atmont warranty included. Delivered mDuueo Mfg m Phoenix, unit available vnauyev*rd Quote 430-13 Includes foam and Dual Au installed in Phoenix. Quantity Truck Price per Unit F.EI (Factory & Dealer Paid) Net Sales Price Optional Extended VVonanty(ies) State Sales Tax Documentary Fee Administration Rm Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) ao|,s Roprexomunvo . monmu� Purchaser mm Accepted uv Sales Manager or General Manager --- sig K printed name date printed name Total L304 690,00 $304.880.00 Quote good until 9/30/2016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. ns, Any docuirienlaiy fi�cs, ,Mate fart, We, registration and nc,re-asc,�; firoirn MamiricAafei- This Proiwsuil �s based up.pin Dealei's cmrreiA and oxpec,(ed inventory, Which is subjecl ii.) ("hange, Dealer nol, obhgaird ko pe�ain wq spi,i6fic voInkles in slock, nor rnainian any sli,i inventory evoi, Dvole, shat noi be nblkgaled to URI Proposal in avuW quoted voinck�(,� noi in �',rack or aw.r0aWe w4hin requssW dolivery scliedule o� Iiino Propo�ial accepled, Deaiw sfhall no� be ij [)entort' City of 901 -13 Tex Fils ! t Denton, TX 76201-4354 NO-349-7100 Teriy Kodor Rush Truck Center, Crane PO Box 200105 San Antonio, TX 78220 877-661-4511 EXHIBIT 2 Buy Board Contract Quotes I erry &acfer, InanK yoU Tor Ine opporfunit, �l siness. T WT needs, Please acclapt the following proposal, V iclx—, Make Peterbilt Model 348 Year, 2016------ Stock Number To Be D.eterm necl Additional Vehicle and Accessories Description To be delivered on or about 2/29/2016 New 2016 Peterbilt model 348 with OX Dump Body. Includes body quote #69731 from TBEI for $21,189-05 Peterbilt Engine warranties of Plan 1 5yr/200k $3600 engine and $900 After treatment. Allison Dump Truck Warranty of $525 body color determined by the City. Available on BuyBoard contract #430-13 Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance 4seo DISCLAIMER Below) Sales Representative Purchaser signature, tille Accepted by Sales Manager or General Manager signature $130434-00 $136,904.00 Total 1302. 00 $391,302.00 :�2( �001�. $410,712.00 $0.00 Printed name printed name RM printed name Quote good until 10/1/2016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. order bo,,jk-,d on ffiis Proposai subioc;li to axeuoivig Ilea iar'tr slindard form Retail Pum'hasa above toirtlB Any damirnen4rryfees, sl,ala Iax, Ilfla, 'Pflislialiw and licrnv3 fuo subject W adjustivinnl. and clomgi.) AcLual F,E,T, to Ile paid by [)elaler, sub eut to adjustrnenI, Any M I:,f, v marv;e wd bQ rqpspon,�'.,obfflly & I , Manul`adtirei ha,- resentmi line PgIll In chango the prlce In Dealer of Any vehicle not, mwerilly in IDoalsr ',,i rAock, wiffintA nMice io Dcafei . If Qwc)tad Vehidp(o) not nut rort(y in r)erilei '., oh,ck, Dr-alcr reserver, riylhi to changui Qualallon roini U) rorlfcft any pv vn nrxewsm l'uni Ma: Vwfactwei, ltws Proposal iv brvied up nn Dualelr'.. curram aret expec[ed ir,v,enl ary, Which L`3 SL11ul0Cr tO nharqje, Dealer nrlP obiiCjalod In Islam, opecific vehir10 s In slot k, nor nttl[iiluln any speciflc inveldory level Dealls shall not be, oblilpAed k) IuKdl Pvcpotral in evenr quok,,rd vehlcio(n) not lil Mock or available MOvin requesiad deNvely schadwI', at Propcosail jccepted Dealer shall not Ibe kahe Far en/ delay in proviOng or inabffly io provkle O.iioled VsNdv(s), where r,vAch inibilily or delay is rim, in whole or in part, to any carine Idr yond INA rea5nnablu urillsO rif Dealer ov if,MhwA 11re gross r ,gligence, or lillunded rNsGonducl 0 Dealer Above listed I grade Value ba,,-wid upon con not aluprais0 of Fi ade Vehk1elrs), Deafer inay ad -u Frade Vlhn of Trade Velhklo(s) to roflect o'hanges in condRion thm l"vlP(rer'44kI t)y ("u'Woulur, Printed on 11123!2015 at 7:35 AM, Denton, City of 901 -B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader h EXHIBIT 2 Buy Board Contract Quotes Rus Truck Center, Crane PO Box 200105 San Antonio, TX 78220 Customer Proposal Letter 877-661-4511 in6�-j-'q17TUr -1 'ro 11 1, — - I- ITMM- 1 erry N " L I frTill needs. Please accept the following proposal, V V' Make Peterbilt Model 382 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 4/11/2016 2016-7 348 PX9 3000RDS 20k front, 26K Rear Peterbilt 2/200 Chassis warranty, PX9 5/200 Engine and After Treatment Warranty and Hood grapple Body ($89,917,00). Available on BuyBoard #430-13 Quantity Truck Price per Unit $185,784, F.E.T. (Factory & Dealer Paid) $0.00 mmmmIT�m Net Sales Price $185,784.00 Optional Extended Warranty(ies) $5,985.0. 0 State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) $191,769.00 Total $185,784.00 $191,769.00 Trade:Allowance (see DISCLAIMER Below) $0.00 Sales Representative sipaCure prWird narne. P I" c'ha r" ell Mgna[lure p6rl(,ed lianne title date Accepted by Sales Manager or General Manager sign"a[tune printed name Quote good until 6/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. t3ased —nn thli I -1"r —up o—sal'sulokeak-to C uslorner oxecl.Aig Qealej s sk'andord rearm ROMP Purdurso Oldei incorp orating above teinns, Any dnruroeinlaryfeefi, aPalis tax, lille, rk�a4kftra0lrrrl and HCOrl, or.) low; subjerl W adiiu:.;i6nPW and ulhoill;p AoWlal F,F F to be paid by Dealer, ,iurojocl lo ridpuArrnrO Airry F,E 1, vairlavu;p wflll Ise req)onsibil!Iy of Dealer. I'Via"UtnicluroF haz', reserved 1he liqN to change tho pric"o to Do"flor oi! any Wilda rn)t ciaran0y in Dqmlei'sslack' wilhout notice to Da'atel" If Quoloo Vuroicie(s) nof culrenfly in Doalcnr's, Aock, 1Doolsii i '(.nuives riqht to change Quolaton R01 to rollncP any plice, fi (,in hrianufar.ouver, This Proposal is bas(A upw i.inaltir s Currmil. rand axpeded invevilor , ofhoh irr sublod In diange, Dealer nn abliqared fo retain aoy g)erIPQ vehider-5 in Mock, nor nairitam any spectic., nwaltury hovel, Dealea shall not be obfigaled to fijlliH flroposal in vivoiA quoied nol in Stock r.n avallabin wilhin requuesled dulrvwy ;cVle(Jl1(tr al. tirne Propor;,iii or;(aptod, Dedev shall ncA bo liable for any delay ill providing or inrA)iiity to provido QuWed Vehir-Ae(o), whei esuch inal'Afy car JJ(.'qa , Y is due, 41 whole or in prwr' 1.0 any camue, beyrind lile cantral coq Dealer or ira wflhout the qifasr nrr' oiijuince or intended rnisconduc� Qtr Doatov, Abovo lis!tml frade Vaiue ba.spol upon curl P.M apprao',al rd Dade Wiidolsji Dualol, nay adju's't "tr "ade vwue or rtrade Volftle(s) to: i efled 6 haoqc4 in candillon arldloir fwolrr�o 0 Lx1tween dah? lr fiylrnd 41 a0�j r IhFrpoolrl t)Y cuphR lor �d 111t, J ........ . ... ... EXHIBIT 2 Buy Board Contract Quotes = Rush Truck Center, Crane po Box zmo1oo San Antonio, rxm22o Customer Proposal Letter Terry Kader. thank you for the opportunity to earn your business. We look forward to working withyouonyourbuoneoo needs. Please accept the following proposal. wo YEHIC Make Peterbilt Model 567 Year 2016 Stock Number Additional Vehicle and Accessories Description Tobe delivered nnorabout New 2016 Peterbilt model 567SB Tractor complete unit, Allison trans, 20 front 46 rear with 13K Pusher Axle, Truck Painted Sirius White. Cummins 5yo200kwmnomy. Alison 5yr warranty. Peterbilt Chassis warranty 2/200. Includes wetline and headache rack, available on BuyBoard Contract #430-13 REVISED 11/30/15 Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended VVananty(iov) State Sales Tax Documentary Fee %im ing Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (including Rohato(n)) �18�^0120O Trade Allowance (sop DISCLAIMER Below) Sales Representative wu�mm� Puru`aom m° Accepted by Sales Manager u, General Manager signature Total Rr printed narne date printed name Quote good until 6/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. license fee-s subject (a a1JPJStKT10n� and change, Actual F I-A, lo bo paid by Doai�r, subject io adjusiment. Any F F-3, vanwiix,, voll be respCmsiblKy of DuLler, ManuTzicWfe( has. rowirved the right (n chongs the pilue to Dei.dvi or any volticip iiol cu6isritly in Donlor's stack, withou[ notice to Opaler, 11 Ctuo(ted Vehkle,�G) net cui renlly in i3easr's Mock, Dealer resmvv,s right �o chanT) Quol,,tUon Totol to i aroel, any rri'�,G inc,reasor, frone Klanurach.A[eu I his Pi oposal is based upon Dealw'u �,,unonl and expoc(od nvoritaiy, which is sinblecl, Lo chwige Doalm not obligated lo re(ain uny spoc'ific vphic(es in �Wuk, noi mninlaln any Specific r"Vel, Dualei sholl nol be obligal,od W iulfill Propoual in favw,( quoted volhl0o(z) no� in Mock or ava0able Within reque-sled dt.flivery smhedule ak [Nno Proposal accepted, Dealer ',qhIll nor low, liahle for any dnlay in providing or in"Abilily to provide OuoleA Vohicle(s) Mere eur;h in,.ibiltty ur deoy is due, in vvlhola or in pnol, io onycause Uayand tho oasongWe, rontiol or Dnaler or iswiffionl, he gfoos negligence or inlendod rniscundwrl of Floilor Albovo Q10,111 Trade Valor barad LIPOVI i.-Un'01A sPPMi-S0l or rwie Vellile(s), Dcaler may adjust Tiode Una of Trade, Velhele(s) to refluc( chnngas In confflkin Printed oo12/1m01nat11:1aAM, Denton, City of 901-B Texas St Denton, TX 762014354 940-349-7100 Terry Kader Rush Truck Center, Crane PO Box 200105 San Antonio, TX 78220 877-661-4511 EXHIBIT 2 Buy Board Contract Quotes Customer F"Iroposal Letter Terry Kader, thank you for theopportunity to earn your business. We look forwardto working with you on your business needs. Please accept the following proposal. ''VF41 Make Peterbilt Model 567 Year 2016 w Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 9/30/2015 New 2016/7 Peterbilt model 567SB Tractor complete unit, Allison trans, 20 front 46 rears. Bright Finish on aluminum components. Painted White. Cummins X15 Syr /200k Warranties, Allison 5yr warranty. Peterbilt Chassis warranty 2/200 Includes high volume 3 line wet kit and headache rack, full drive axle fenders ($12,850.00) available on BuyBoard Contract #430-13 Quantity Truck Price per Unit $151,577.0 F.E.T. (Factory & Dealer Paid) —19M Net Sales Price $151,577.00 Optional Extended Warranty(ies) State Sales Tax Documentary Fee -- — ---$- -90 Administration Fee mm Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (including Rebate(s)) $156,974.00 . . .. . ........... ---- Trade Allowance (Seri DISCLAIMER Below) sale"', Reprosoltafivp minted name Purchaser dale Accepted by Sales Manager or General Manager printed name Total $1$114577 QQ_ MOO $151 57700 $534,700 $156,974.00 Quote good until 6/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer, DISCILAINiER Any ordei based on Ihi s Dioposal siJbIlect to Cuetofnui executing Dealer's slaodard form ReWl Purdiasp Oraerincorporaling abovo leirus. Aiiy docunienliryfees, slMe lax, Rle, mgislration randITmm license lees subject le ndju„IrneM and (Jwn-jo Actual F.ET In be paid by DOR101', SLIhj0,Cl (0 Any RE T varianwe IQI bo responsibilily of Dealer, IAinufacPUrei bas reseive-d the right to chang , e (110 pricer to Dealer of,,;Iny vehicle not curforilly in Dealer's 61odi, willioul not in Dealer, If Qlwted volhic!e(s) not curren(ly In Dealer'e stock, Dealw fcn..;erves right to change Qu(.Aation Total to rellecl. any pice increia"s from rhir Proposal Is lb,2sed upon Daadei's curl uN and expe-lod Inventory, which ie subleGI. to dianqu. Dualm not oblig ale lo I etah any spacific vehiGles, in sloc.k, nor maintain any spocille inventory level. Dealei shall no( be ohiga(Ld In fuHill Picyposal In eveml quoted voldde'(5) not In 5Wck or avillilble within raquor(ed delivery SCh('WUI8 as J"Ic Proposal accepted Dealer shall not. be likable Par any delay In pInviding w in abilly U.) provide Quwed Vchiclu(s), whet such Inability or delay is due, In whole or in part, to any ceuse beyond the feesonabln conirol of Do aloe or is wiffinuk khr) grow; negligence or intended r0scondoct of Dealor Above listed "Trade Value based upon current app: rasal of Trade Voltielo(s), Dealer finny adllus'l Tr,,.A,,Je Vahue or Irado Vehicle(s) to ruNecl chrangcK In conditinn r41 fyhlo Vfhhjnt 6,il arstwomi diAf, aa(oa ra ryC r jrjyrsu ytil Fad 4w" nfAl f"A ok Prgpflo o UY' GuM9 W11, , . . ... .... Denton, City of 901 -B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader lush Truck Center, Crane PO Box 200105 San Antonio, TX 78220 W,77-661-4511 EXHIBIT 2 Buy Board Contract Quotes Customer IIlPr oposal I ,titter Terry Kader, thank yoo for the opporhinity to earn'yotir JbLlSil'iess, We look forward to working with your on your t)usiness needs, Please accept, the following propolsal, Fi Jill" ix C 0: Make Poterbill Model 567 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 9/29/2015 New 2016/7 Peterbilt model 567SB X12-Gas engine, Allison trans, 20 front 46 rear Painted Sirius White, 5/200 Engine warranty, 5yrAllison warranty, 21200 Peterbilt Chassis warranty, Install Momentum fuel System in Denton, TX $33,869.00 included in this quote. Wastequip to provide install of GalBreath AF60 Hoist Mount $40735.00 included in this quote. Available on BuyBoard Contract #430-13 Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trode Allom,,irice (see, (.kISCLAWER Below) Sales Representative Purchaser 211 Accepted by Sales Manager or General Manager signature V27.019-00 $227 019 00 4 47,010 __LM—, —.. $231.6,16.00 (printed name pdrlted narne dal e. printed name Total $227,019.00 $0.00 $227,019.00 $60.00 $231,616.00 $0.00 Quote good until 6/30/2016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. r"V " '�' s, slate lay a ir'l, title, rsgistlaflom and ropos"al ralb�C�0 r) CAMomerexewfing Dealur's slandwd fcum Retail Purcimse 0ift incorpoialing abiwe (ietrlvns. Any doul3mentaly(ee ke: lsu re,'-' nubjoCt 10 wjjuslmvnr and Oang Actuol FT T, to be paid by 17e aler, slua.yeet to adljsllneid, Any rr'll"j, Varlance, w0h be rnsponsibifily ot Ovriier, Ii nufackjuw hm; vasorvud Ina nglwl to clfr�ngo the pin,n, V; Dpairy co any v0iiclu rt,q nnr,,Ef1Uy ill r. )eakWu sitock, vAllhoui nolim to i3eaVer, if Q.iolvd Vahica(ldr nrA curronfly 11l Dealal"s Stock, ooaklr HgN to chanTj Qu(*4V'on Tolat to rnfiuct any plice wluease looln marllAiclurer, this Piopo,, al is oased upon Dealo-v's uaunni and expocrod invo-,intary, whic-li is subjvc[ to dianpe., DealFv not, Obliwl.erl to telain any siwcilw vellloWs in itock, nor mainlaln, any �roposal ,.oxep�ed, Dealei sh,,A nol ba p.yuhc lnventory levol, Deatershail not be obligaled is fulfill Pifoposal in ovoW rilJolod w0m.Ar,Q.s,) nei in skxk or avalkabipwiflihn veqljoi-Aud deflimy scheduhs at imin 6 fiable rar any dolay m pr➢wding or ifmhfly k) povidn C1twAa-d Velliclo(s), Where Such inaladily or delay i.' (R.w' in whole cw ill pall, to any crone beyond the ma�,,snnNe ,,ant,ui o Deater or is wilhoW Ale proso or i'llunded lr isconduct of Ifamaler, Abolm isAu-cl Trzda Vilw. based upon cuv!ientapinal,�al of Tladv VOflcie s). Dealer may adjust Frado Value of Fradn Vehiule(sr bin f(Jlect chanw s in urmcilion tiltok. flilLup rJ llotlu volooh.'('vy VIAlvell"" W*llnl al ouwvrt oppeaA4 110AUAeluroildnor'w elf fpillo Poelpir"O by l"'velunpu Printed on 11/2912015 at 9:00 PM, ETV Rush Truck Center, Crane EXHIBIT 2 Buy Board Contract Quotes PO Box 200105 TRU I CENTERS San Antonio, TX 78220 Customer Proposal Letter 877- 661 -4511 Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 - 349 -7100 Terry Kader Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt Model 567 Year 2016 Additional Vehicle and Accessories Description Stock Number To Be Determined To be delivered on or about 9/29/2015 New 2016 Peterbilt model 567SB X12D Cummins engine, Allison trans, 20 front 46 rear Painted Sirius White. 5/300 Engine and After Treatment warranty, 5yr Allison warranty, 2/200 Peterbilt Chassis warranty, Wastequip will install at CVS Denton. Available on BuyBoard Contract 430 -13 Quantity 1 Truck Price per Unit $177,099.00 F.E.T. (Factory & Dealer Paid) $0.00 Net Sales Price $177,099.00 Optional Extended Warranty(ies) $5,122.00 State Sales Tax Documentary Fee $50.00 Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) $182,271.00 Total $177,099.00 $0.00 $177,099.00 $5,122.00 $50.00 $182,271.00 Trade Allowance (see DISCLAIMER Below) $0.00 Sales Representative Hal Holloway signature printed name Purchaser Accepted by Sales Manager or General Manager Quote good until 613012016 signature title signature printed name date printed name Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any order based on this Proposal subject to Customer executing Dealer's standard form Retail Purchase Order incorporating above terms. Any documentary fees, state tax, title, registration and license fees subject to adjustment and change. Actual F.E.T. to be paid by Dealer, subject to adjustment. Any F.E.T. variance will be responsibility of Dealer. Manufacturer has reserved the right to change the price to Dealer of any vehicle not currently in Dealer's stock, without notice to Dealer. If Quoted Vehicle(s) not currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases from Manufacturer. This Proposal is based upon Dealer's current and expected inventory, which is subject to change. Dealer not obligated to retain any specific vehicles in stock, nor maintain any specific inventory level. Dealer shall not be obligated to fulfill Proposal in event quoted vehicle(s) not in stock or available within requested delivery schedule at time Proposal accepted. Dealer shall not be liable for any delay in providing or inability to provide Quoted Vehicle(s), where such inability or delay is due, in whole or in part, to any cause beyond the reasonable control of Dealer or is without the gross negligence or intended misconduct of Dealer. Above listed Trade Value based upon current appraisal of Trade Vehicle(s). Dealer may adjust Trade Value of Trade Vehicle(s) to reflect changes in condition and /or mileage of Trade Vehicle(s) between date of current appraisal and acceptance of this Proposal by Customer. Printed on 11/30/2015 at 12:44 PM. 901 -B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader Terry Kader, thank you for the opportunity to earn your business. We look forward to working With you on your business needs. Please accept the following proposal. A Make Peterbilt Model 567 Year 2016 Stock Number To Be Determined - - - ---------- Additional Vehicle and Accessories Description To be delivered on or about 2/12/2016 New 2016 Peterbilt model 567SB X12 -GAS engine, Allison trans, 20 front 46 rear Painted Sirus White Effect. Includes 80 gallon DGE fuel system from Momentum. Engine warranty 5/200 included Allison 5yr warranty. Peterbilt Chassis warranty 2/200. ship to McNeilus for REL mount, return to CVS for post PDI and delivery. Available on BuyBoard Contract #430-13 Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) Sales l�r,amisre.eertw'td�tlwe signature Purchaser Sl 9 naki r a vile Accepted by Sales Manager or General Manager signature lM $192,685.00 Total $0.00 $187 028.00 $192,685.00 . . . . . ....... prink.-d nairla, priNed name printed narne Quote good untll 9/3012016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer, . .. . ........ - - - ------- --- MSCLAMAER: Any ender bw.;ed on [1118 picposal suijject k� 0,10c'mar axer;uvrig Dool'ol "'i ��Wirldsl d romi Reiail FIrn0iise Ordelir fi'iC0VPnr3�jVlg ',A,-0Vs tMiTl', Any docurnerlimy row,, s,�;31U trJX, 0110, Mqi!:Ala�iM Win hc&,rlse fees subiurA io adjuMmeril and ciran(.p, ArAual F E T, io be paid by Dnalei, subjod. do adjusir7mr,L Any t 17,1 vaOnco win bo respilvisibitilly of Dealei, Manu"admoT has ilr-,spived Rin io chanige Idle p,ka lo Dealer or any vairide mA cunrenlly in Dn,,�alrri's Mock w"khord notice in Du4or V fueled: Vuhickl(s nor cuvronfly in Dealer rescirver, r4..iN is change Quota lion TrAal R) reflquft any price inci e,,nrass fi nni Ayanulacnmer, 1ihi1 Propmal is based upon L)uzWr's current and expcicfed Inveoxtoq, which is subjec( [o cimga Deaier not M.Akp.Aed Vo strain any eqwcific vOircles, in Ploc,*, nor oloiniain any specific, IflwlrlI ory avol, D mlershan nol. ile obilgal,ed to Pt IWI Flicliposal in eiv✓rA quirAod vllhi,Ae(s nol in Wook or avaNdble wrillin rcqwerfled drAvery lo;hodrh16l z,.( Urne ilropo�,all �Iciiopfrld. Doolor shalt not be habla for any drAay in ploviding N iflobilky ro Provide Qi-ruled Vehickqs�, wire? e, sour h habiky w dOay is dua, l, whohl Vn ill palt, W "any cau-so bqolld he nlmonoble coniirol (:9 Doeier or iis w1rhout ilin gross uwqi,qencn, or rr(onded rniscundu(A of Doqloi. Abova is(eoi Ifirorde Value, based upon curronlL appinIMS11 or Trade VMkle(o) Deaier rivoy ad)ljsil friffida VIALW of Frade VuhiGle(s) Vu reef orl chang-s in cxxidiflon arldhio o0ou$pfi rM oiliwoorr dale, of cwmvil aploojulO and oil 11rou F'iwab4ll 1'YY 'oqlollvf' ... . ... .. . 411111110TOTIM ETV Rush Truck Center, Crane EXHIBIT 2 Non- Contract Quotes PO Box 200105 TRU I CENTERS San Antonio, TX 78220 Customer Proposal Letter 877- 661 -4511 Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 - 349 -7100 Terry Kader Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt Model 567 Year 2016 Additional Vehicle and Accessories Description Stock Number To Be Determined To be delivered on or about 9/29/2015 New 2016 Peterbilt model 567SB X12D Cummins engine, Allison trans, 20 front 46 rear Painted Sirius White. 5/300 Engine and After Treatment warranty, 5yr Allison warranty, 2/200 Peterbilt Chassis warranty, Wastequip will install at CVS Denton. Available with NON COOP pricing. Quantity 1 Truck Price per Unit $181,242.00 F.E.T. (Factory & Dealer Paid) $0.00 Net Sales Price $181,242.00 Optional Extended Warranty(ies) $5,122.00 State Sales Tax Documentary Fee $50.00 Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) $186,414.00 Total $181,242.00 $0.00 $181,242.00 $5,122.00 $50.00 $186,414.00 Trade Allowance (see DISCLAIMER Below) $0.00 Sales Representative Hal Holloway signature printed name Purchaser Accepted by Sales Manager or General Manager Quote good until 913012016 signature title signature printed name date printed name Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any order based on this Proposal subject to Customer executing Dealer's standard form Retail Purchase Order incorporating above terms. Any documentary fees, state tax, title, registration and license fees subject to adjustment and change. Actual F.E.T. to be paid by Dealer, subject to adjustment. Any F.E.T. variance will be responsibility of Dealer. Manufacturer has reserved the right to change the price to Dealer of any vehicle not currently in Dealer's stock, without notice to Dealer. If Quoted Vehicle(s) not currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases from Manufacturer. This Proposal is based upon Dealer's current and expected inventory, which is subject to change. Dealer not obligated to retain any specific vehicles in stock, nor maintain any specific inventory level. Dealer shall not be obligated to fulfill Proposal in event quoted vehicle(s) not in stock or available within requested delivery schedule at time Proposal accepted. Dealer shall not be liable for any delay in providing or inability to provide Quoted Vehicle(s), where such inability or delay is due, in whole or in part, to any cause beyond the reasonable control of Dealer or is without the gross negligence or intended misconduct of Dealer. Above listed Trade Value based upon current appraisal of Trade Vehicle(s). Dealer may adjust Trade Value of Trade Vehicle(s) to reflect changes in condition and /or mileage of Trade Vehicle(s) between date of current appraisal and acceptance of this Proposal by Customer. Printed on 11/30/2015 at 12:49 PM. �"I��I��l�� "r i IVU ��� Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 -349 -7100 Terry Kader Antonio, Rush Truck Center, Crane PO San � x EXHIBIT 2 Non - Contract Quotes Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt I Madei 34.8 "veal° 2016 Mock NUmber To Be Determined'. Additional Vehicle and Accessories Description To be delivered on or about 2/29/2016 New 2016 Peterbilt model 348 with OX Dump Body. Includes body quote #69731 from TBEI for $21,189.05 Peterbilt Engine warranties of Plan 1 5yr /200k $3600 engine and $900 After treatment. Allison Dump Truck Warranty of $525 body color determined by the City. NON COOP Contract purchase. Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) Sale m Reprbsentative .... --- w._w.. 5ollnkELUCI:; Purchaser m. Accepted by Sales Manager or General Manager s; 9 nature X133,982.00 $133,982.00 $140,452.00 Hal Naligwa.. _,...... printed name date pnnod name Total $0.00 00 �..___._...... ,.,401..946....... $19,260.00 $150,00 $42.1,356.00 ,0.00 Quote good until 10/1/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. r.7l5C:1 AirilEl' : Arty order baond on lhks r°lupw;al sublie(A W GrAslolnl iexciY 98Nnf1 ri.,iA tl s °standard for IF'etall flurchart" 4,aIIdev Incnrporatinc. above Iorm s'. Any a7oturltlN:ot ary+klos stale. lax, Ilkln, rogitil.l'AAi orU and IicE ac foes suhied to adiu Avnent rd nhanr_4n AcVaaval F .EJ, io be paid by II IB:F lei subiiY.c'.I. I.4Y adjuslnwnl.. Any FJE.J . vi11'l F.MYico wi l be re.spoflOnlll.ya r;ir C. oal &Sr. IVIanlJ'ackael la'v I&, solved the 1➢Gght to 4 hlal'Yp the p (ca to Dupalov 0.any v0ftll3 nol. currenly/ In "brill .l s Sind, {A(10101A notice YW ra'ealulr, f r C, uol,ed Veil de(a) no. cunelntly in .3aaaied' & Mack, raeaid }r fe'VJIW'ro rlgl IV 1.0 Chancre CtudaUon �T'oWl tr) refled any prlco increases Pons Manuffadureir R'hd{> r °I1[:p6M:inV is Nlu ^.ed IAru('y I'i .YeeVv „ „ °r N C6drre YOf and Yrvy@r1eCleCY II ".v6 „ndUiG4u+l/ \0bl6rhb Vs C, VAGIf na;t 1CA change. (1ENaIC^I” YwGY. cYdVir,,. &arLd In I cIIrYll'6 5A01'v "i' JB3clrlr. vE.ptl ¢:G..0 V1 .S,/,76'.k 11f9Y 1'llladrlla m any spe6.i% lnventol';y lovW, Deale!' shalt WtYV, no ob `ryal.ed Y.0Y� r IWI rat opQauat 010 event [II.IMed vehicle(sI not ill shock or available wKinin InO.l1m kNJ delivery schrldulo at Urne Propo sal accepted D alHll' shall not Ike 1131 le toy haft!✓ dP by In providing or illabilOy 11) proOde (.,y'UYYtnd mr1h.r'e t nch InillOhls/ ur delay os dl,lu, in Whole of ill pnd' lru T'Miy P aIJ.i4J l}o'✓6PInd the I C',b:119C11YehaVa Cfln Ural Of DORI7r 01 is Wlthil7ut Idle Car C➢SS nopli anca x nlf_uided r iscondllct of 1. a alaY', Mik)owL INfed rra fo Value ba,locd I➢X.Iill a;tAPl'ent appraisal or arr,W. do °Vdflole(ra). De akw fray ad ;um Trade, Vall.Oe r8f If rode vet` ide(P,) fo rone-d chanpoe in condlllon a rld"(w olllrmtfl lot I vade Y✓nrukcf tali be:Ivyven, date of cul,rent rrpl earl %dh r.a tstlianrw of 111 ; P,(,j1ipo,,d r)y Cvnlomor Printed on 11/23/2015 at 7:39 AM. Rush Truck Center, Crane EXHIBIT 2 Non - Contract Quotes PO Box 200105 J 7WG�112 " Sari Antonio, Tx 76220 Customer Proposal Letter ° ' 6 77 -661 -4511 Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940- 349 -7100 Terry Kader Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business tweeds. Please accept the following proposal. �,E Make . eterbilt Model 320 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description,. To be delivered on or about 3/16/2015 New 20156/7 Petebilt 320RH X12 Diesel for ASL 5yr Allison w/ Retarder, Peterbilt 2/200 chassis warranty, Cummins 5/300 Plan 1 Engine and aftertreatment warranty included. Delivered to Dadee Mfg in Phoenix, unit available as a NON COOP quote. Includes foam and Dual AC installed in Phoenix. Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) Scales Representative nign�aturu.4mmmmmm m.. Purchaser Ignrahn r^ Accepted by Sales Manager or General Manager signature ...... .1.56 761.00 $156,761.00 . 4T0Q ............_�......._._._.. 50,00 $161,158.00 Tota 1 X313,522.00 $0.00 $313,522.00 8 694.00 „w Hal Holloway ..... ...M...,,� , { ;)NrAed name MM printed name $100.00 $322,316.00 $0.00 Quote good until 9/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer, DISCLANFIR: Any order bassad on lhi¢, Proposal subject to Customer exeeuling Donfler "s standard form rkelail Purchase Older incorporalin£g ;abova rerun., Any doaumeralary funs, ,dakaa rata, IJlte, re,cgi lration and lconse fees subject l0 anjualawn( a,id cha,igo, Actual f ,t.:.T. to be paid by Deilef, subje Cl to acpstn"Ienl. Any F EA, variance Will hs respolis b Ry Gt I.. OCLIBr'_ i IALIfa ChArer has reserved 1ho rl(Jrll to I,"h ang EY the pncce (o Desk, Of espy Vehicle col currently in Doaler,a stock, without nofte to Dealer. ff Quoted Vetarcl w(q) not currently In Dealer's utock, Dualor ruse wow right (u change Quulakon roual to rafieact nny prir,,z Inoreaue6 tl "ern Vanufadur(ar'. This faroposal is brascid upan Dmaler's Gunner and Lwpe clad Invantary, which I s subio ct tr:) chalige treater nol obllgalled lo retain any spl (J?;o vuhHes In s°.+OCk, nor rn ain{a(n any sl'aerclhc In,snlaary levrl, Dvaalen shall not be obligah3d rr) fulfill Proposal in owinll raucAcid vnhid.(s) not in slunk or aavai,able within reT.sc sk.ld delivery schedule at lime Prup)u.,al aac erptol Dealer sheali not bo flable for any dolray in providin {g or inability to provlde Quolod Vahlcle(ss) who is such inability or delay is due, in Mule or in parl, la any cause beyond the reasonable control of Dealer or is wa(holrl dip press neg l gesnece or intended rniscow.'Jucl of Dealer. Akwe, listed Trade Value based upon rwrenl. appraisal of Tmde vehicle(„). Dealer may adjust Trade Value of Trade Vehlcle(s) to reflect ctuange ^;'m condil.ion ranrlfc„r fl0vn o ar rrnado Wu,kalzIo(4) ba ,Jv.e.an dMo of and arwrsfpt,anw anof llllr, gar pat wni by t,AnAoiu or p Puy. I, i Denton, City of 901 -B Texas St Denton, TX 76201 -4354 j 940 -349 -7100 Terry Kader Rush Truck Center, Crane PC) Box 200105 Sari Antonio, TX 78220 877 - 661 -4511 EXHIBIT 2 Non - Contract Quotes Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Znyd Make Peterbilt Model 320 'year° 2 016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 2/16/2015 New 2016 Petebilt 320LH X1 2D for Commercial FrontLoad body 206" Wheelbase, engine, transmission warranty and Peterbilt 2 year warranty. includes Allison output retarder $644000 Delivered to RTC Phoenix for install of the dual Air Conditioner and insulation then on to Dadee Mfg. NON COOP Pricing Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) Sales Representative ........... .ggnapr.iro Purchaser .�; C YtletU "6,ry Accepted by Sales Manager or General Manager signature ww_.,.__ M .._...n...., $W.V,, C, $156,337.66 �..m_$5;032.00 Total $312.674.00 $10,064.00 100.00 161419.00 $322,838.00 $0.00 -n pvinYed naame 0te printed name Quote good until 9/3012016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. Any order Nase.d on Ilhis Prop.m ,:d .subf,ic. ira C resforiiar execl.ltma;g Deali,r', su.Aiidaard foon FYtAA Illu riwu e Order urera:arpu:rcaaLirr,.g above learn Is, Any a5orc.unnenlary reyeaa 5t ato (ax,, Wlo, reagistraliwi tared tc*t,tre foo,a Subject W apjuMment and c h arrrge, Acruaal p.E; Y, lo he paid tay D6',Aer, rijh)ed to adi¢.uMnient. Any F,E T va manic" oriel be rr..ap <al o,;lY]INiVy caf tl?ra.ararrr. Mari ura r.;V.lae r ha ., rr *ervorl the rigN to rhaanfar Qxr pJce do Dealer or any veNcle door a.oair,stilly in C.deaaler'a sluck w41DW nraft e tra Dealer, if Ouotod'dehlcle(s) riot. cuircirlly In Dealer � efri .k Dealer reroirvaem aeg liif Paa change, Quotation Iola[ iff mllvul, giny paic u ivUre'e sns ftoril M ani.oaC.11lrw, Thd.v Proposal Iu ba sv,0 (upon DeWer °i cmrmnl. and uxlDoctcid invon9.ory, whidt is %i4aYJ,ierA to cli anige; Dealer i)W fUGblig'ad.ed lo aetrriln any spedfic'vdilcle3 ki Mock, (riot m ainklin any rspee. ife invC.arVlury rivaal, Dealer : -0YWI no[ bu §bRpor.d to fir lifli Proporr,ai IVY evairi 1. V.II. olml nW in stodk or oWiil able INiffirl Ir(.q rjRSkr'd delVi/ory r;Gheduile at rime Proposal accepl.ed Oealuhr' sirali rim!. be lia;plrce ror any delay !it pi ovldlnyg or Ynabrily m provide Qu .dead a✓eHde(s), t hoo, such inalIbilily or delay is doe, in whop or is lead to any c;c sra lwyrfrid the r imsonabIR crWi al of Drrmlor or irl wlthoW Rae yyross neUligerlce or InlW,rideed I'nrscrx,dud of Dealer., A[leove listed Vrrado'kal e based upon cruiunl Rif,'yti'rak,,' al rif glade. vnhido( ^i) . Dealer may ad,pmt Dade °V alim of lmdu °yulrikrcI (, ^,i) to rollocf dianC,gos Vri condilio;t wl!' err nw0wg';fic off aidray.ertaa,l ,j) 6'aOweei l daataa 0 wrr rrt opprovirill and ara.a:er(aYtid rrc'an ul lWs r'a'rogttmw 4ee Cp aluarrev _ .. ........ ..._ _.... M Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 - 349 -7100 Terry Kader Rush Truck Center, Crane PO Box 200105 San Antonio, TX 78220 877 - 661 -4511 EXHIBIT 2 Non - Contract Quotes Customer Proposal Letter Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt Model 320 Year 2016 Additional Vehicle and Accessories Description Stock Number To Be Determined To be delivered on or about 4/15/2016 New 2017 Petebilt 320RH ISL -G for ASL, includes 5yr Allison w- Retarder, Peterbilt 2/200 chassis warranty, Cummins 5/200 Plan 1 Engine warranty included. Includes foam and Dual AC installed in Phoenix. Available as NON COOP quote. Quantity 2 Truck Price per Unit $162,597.00 F.E.T. (Factory & Dealer Paid) $0.00 Net Sales Price $162,597.00 Optional Extended Warranty(ies) $7,157.00 State Sales Tax Documentary Fee $50.00 Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) $169,804.00 Total $325,194.00 $0.00 $325,194.00 $14,314.00 $100.00 $339,608.00 Trade Allowance (see DISCLAIMER Below) $0.00 Sales Representative Hal Holloway signature printed name Purchaser Accepted by Sales Manager or General Manager Quote good until 913012016 signature title signature printed name date printed name Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any order based on this Proposal subject to Customer executing Dealer's standard form Retail Purchase Order incorporating above terms. Any documentary fees, state tax, title, registration and license fees subject to adjustment and change. Actual F.E.T. to be paid by Dealer, subject to adjustment. Any F.E.T. variance will be responsibility of Dealer. Manufacturer has reserved the right to change the price to Dealer of any vehicle not currently in Dealer's stock, without notice to Dealer. If Quoted Vehicle(s) not currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases from Manufacturer. This Proposal is based upon Dealer's current and expected inventory, which is subject to change. Dealer not obligated to retain any specific vehicles in stock, nor maintain any specific inventory level. Dealer shall not be obligated to fulfill Proposal in event quoted vehicle(s) not in stock or available within requested delivery schedule at time Proposal accepted. Dealer shall not be liable for any delay in providing or inability to provide Quoted Vehicle(s), where such inability or delay is due, in whole or in part, to any cause beyond the reasonable control of Dealer or is without the gross negligence or intended misconduct of Dealer. Above listed Trade Value based upon current appraisal of Trade Vehicle(s). Dealer may adjust Trade Value of Trade Vehicle(s) to reflect changes in condition and /or mileage of Trade Vehicle(s) between date of current appraisal and acceptance of this Proposal by Customer. Printed on 11/29/2015 at 7:57 PM. Rush Truck Center, Crane EXHIBIT 2 Non-Contract Quotes IRUCk PO Box 200105 T CENTER_�� San Antonio, TX 78220 Customer P1rql1posal I etteir .... ..... 877-661-4511 . . . ... ..... . . Denton, City of 901-B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader Teny Kader, ti'lank you for Ole opprfthlity to earn YOUr busliums, We took forward to working with YOU Oil YOUr business needs. Please accopt- the followi rig proposaL Make Peterbilt Model 330 HD Year 2016 Stock Number To Be Determined . .... . .... Additional Vehicle and Accessories Description To be delivered on or about 9/30/16 New 2016-7 330 PX7 250ORDS for Landscape body Includes 21200 Chassis Warranty, PX7 5/200 Engine and After treatment Warranty Available on BuyBoard #430-13, Chassis for customer install of Landscape body. NON COOP Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowanco (see DISCLAIMER Below.) Sales Representa live Purchaser sir; naluic Accepted by Sales Manager or General Manager _.igtrla 7ure 77 432L00 $"o . .......... . $77 432.00 . . . . . .............. U� 510,..0.0 $80,942.00 Total . ..... 77 432.00 Q_ $0.00 $77,432.00 $3,510.00 $80,942.00 MOO pdrilcd name �1111 HIM punted name Quote good until 9/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer, DISCLAWER Any oidvi based an Hills Nopusa) sub(l)(A W Crls'Wrriei exornillinll UwOor's*lamllaid form Rolail Purchase Order Incorporaflng above U;nnis,Any docurnarowy fLos, shale lox, 111.1e, rvqislrMion and kluellse fees subjoc[ ky adjuirinent and chanoe, AcJual F EJ to he pri'd 1by Do ler' subject 1(.l ndjuskneril. Any F,E, I variance Ml be ;e,,.ipunsitoiiiy of r)aaler, It anufaciurlr ha° resurved Rio flglN to change gle ollce to De'Au.r of lily vuhkAa not, curienly in DeMer's Stock, vfidrlaul noren to Laeculer, IIf QLK)(ed Vehf- oVe(s) nol curren(ly in De ale v'!; sRock, DvRlm resow "i rlgh Lo change ChioWilvi Tolkll to r0ed Lity larlau increases from 14flanufadurer,. This llrupmial os tossed upon 11)imlm's ciurreM and laxpp.cieA friver0my, wh,oh ie subjer.A to cliange. Dealer not obligal.ed to relarn any spwdfl,, velb0p« On slack, nOY UTHAWain any sporific, inven(my level, Darflo, ldtall not Ibe obllqu[ed to ftMOI Prep usnl in eveW quoted vehlck.,(s) nol, Iin slouk ar avawfilblL Wlhin requ",Ied dcA1vrry Gchedule 'A Urro Pliorlosal accepWd' Doolur shall no( 1:)(.l lialsk) for any delay in provrding or II' abilily to povide Quolod VelkAe(s), vdiere, ,nxh inability o; delay m duo, in wholo or in pait, W any r,,Awsa boyond rho rcoisrmiablki cmintrol nr Deator or Its will' oof 9xi gios5 nmol4gemce or inpended miscondricl of Dealer, Above lislad TRade, Value based upon current appialsal of Vlado Vehicle(og, Dealer n'ta✓ adjusl. Trifle V'aluo of fividu Volncle(s) to: reflect, diange,,, m condfilon 4pitVar rrolca�,�e of ' wade Vohcto�ill bolwvun 041� q of crufflol nq)prml�;4 and w,�,C.Pylarwa of Iles Proposal by O fl xorlilt9l �C' Printed on 12/11/2015 at 12:43 PIVL r I Denton, City of 901 -B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader ush Truck Center, Crane 0 Box 200105 San Antonio, TX 78220 877-661-4511 EXHIBIT 2 Non-Contract Quotes Fofrr+=, I am I 9= Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. 01CLE'_', �0 Make Peterbilt Model 382 Year 2016 Stock Number To Be Determined ... . . ............ . . Additional Vehicle and Accessories Description To be delivered on or about 4/1/2016 2016-7 348 PX9 3000RDS 20k front, 26K Rear Peterbilt 2/200 Chassis warranty, PX9 5/200 Engine and After Treatment Warranty and Hood grapple Body ($89,917.00). Available on BuyBoard #430-13 Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Wyffillmff muim Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade, Allowance (see DISCLAIMER Below) Sales Represerdative Purchaser mq nilure EM Accepted by Sales Manager or General Manager signature $0.00 $188 L7,5:Pp ._..__._.__ $519A�,kp $194,560.00 Total $188.575.00 $1188,1, 5.00 . . . . . . . $5,,985.00 $194,560.00 . .. .. ...................... .. . .. .. .. .. . .. . 1-ld-HPIL(may . .. . . . ................ . . . ................................... . .......... . . . printed name printed name M0 prinled name Quote good until 9/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISG'LAIMEFI: Any Oder ba-'ed on Proposal nubject to Cuslome; execuOng Doal,lr's 51andard form Ralal Flurdwse, Older Ineorporalinq above teny%s Any documentary Runs, Mate Lax, fine, reW.clolllon and tic( use fl,,es nub ao{ lo'aid]USIMLnt and change. Aclual I _E, 1, to lie paid by Detilej, subject to adjusIrn®rnI Any F f—F, variance wsil be respcnsil7dity of D"'ater Manular[vw ha,i re vlrved (he r1qhl to change flie, pfter lo Dealel d wly yelfluk,, !lot currenily in Deakr'ts(od,,, wilhout riuke [f) Dealer, If Quoted Vohido(s) not currunily In Dealer's srork� Dealnr rnseives right, to charip 0,101alion lotal to rcfledany pilco increaseu front Man urn cluwa, Tim.,, I 'roposal Is basied upon Dearei's wirrent, and expected Inventory, whir l'1 is etjbjoc[ jo chanWe, Dealer not obligaled Is rel[ain is sr.:edfic vdflkde'n ill Stock, nal I'llainlaul any Specific invan(ory level, [)ealer shall not be obligand to fulfil Proposal in event. Qt.mled vehide(.$) not In siork or available rothin roquosted deWory ucharfille, 01 1111re Proposal Ituceplod, Dealer sdnaq not be liab I L"� for uny delay in providing or irmbillry to provkh Qimkid Vehiese(s), whore such inabildly or delay is due, io w1 ol". or in port, to .ny cwz e beyond Llie oaasonible control of Dealer or is withoul ille gross negligence or internted mist onitiot of Dealer Above fisted Trade Volue luaf;qll upon r"t.w1wil aplN af'Sal of Frade Vehide(T;) DLaler n-my Mlusl[ Trade VJue of Trade Veiide(R) lo i ofled charip.,, In condilion pindful "P '[flimm'4'R of Tror'lu V lfdo Al(qJNi h5lviefIn firde of fxrrent iDpppojriyY Pnd aptaqAalriL f 0 [Wn VoopowlJ by Cuu, WT wl' Printed on 12/1/2015 at 1:48 PM, Denton, City of 901 -B Texas St Denton, TX 76201 -4354 940 - 349 -7100 Terry Kader ush Truck Center, Crane PO Box 200105 San Antonio, TX 78220 877 - 661 -4511 EXHIBIT 2 • r Non - Contract Quotes Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. m i 'LE l" wiiq Make Peterbilt Model 567 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 3/16/2015 New 2016 Peterbilt model 567SB Tractor complete unit, Allison trans, 20 front 46 rear with 13K Pusher Axle, Truck Painted Sirius White. Cummins 5yr /200k Warranty, Alison 5yr warranty. Peterbilt Chassis warranty 21200. Includes wetline and headache rack, available as NON COOP Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (see DISCLAIMER Below) Sales Representative signature...._ __ �.. ����.. �.._ � .�.,......�__......._��_....�__ Purchaser Signs............. . ............................. �_... title Accepted by Sales Manager or General Manager signature ..__._.I Q,292,00 $0.00 r . $16029200 $6007.00 $166,349.00 Total 160 292. 00 _ . $0,00 160 292.00 $6,007.00 ...,,,,.$50,.00,.. $166,349.00 $0.00 Hal Holloway.__.M_. primed name printed name date printed name Quote good until 6/30/2016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any order based on [his Proposal subject to Cuslorner exaculing Dealer's slandard Form Retail Purchase Order incorporating above terms. Any documentary fees, slate lax, Iitis, regklralion and license fees subject to adjustment and change, Actual F LXv to be paid by Dealer, subject to adjustment. Any F,E,l . variance will be responsibility of Dealer. Manufacturer has resolved the right to charifto [he price to stealer starry vehicle not currently in Dealer's stock, . without notice to Dealer. If Quoted Vehicle(s) riot currently in Dealer's stock, Dealer reserves right to change Quotation Total to reflect any price increases from Manufacturer, This Proposal is based upon Dealer's current and expected inventory, which is subject to change.. Dealer not obligated to retain any specific vehicles in stock, nor maintain any speoifi, inventory level. Dealer shall nrt bo otriigaled to fulfil! Proposal in avert quoted vehiclo(e) riot in stock or available within mquasled delivery schedule at tirne Proposal accepted, Deala;r shall riot be liable for any delay In providing or Inability to provide Quoted'Vehide(s), where such Inabllil.y or delay Is duce, In whole or in pars, to any cause beyond Rio reasonable control of Dealer or is wilhout the gross nog'igonce or intended miscondurl of Dealer, Above listed Trade Value based upon current appraisal of Trade Velidde(a), Dealer may adjusf Trade Value of Trade Vehicie(s) to reflect changes in condition rrrldfor ri ke-o p of Trade Vehicla(s) between date of current,apRralsal and acceptance of this Proposal by 4 „u3ntoditnr, Printed on 12/112015 at 11:20 AM. Denton, City of 901-B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader Rush Truck Center, Crane 0 Box 200105 San Antonio, TX 78220 877-661-4511 EXHIBIT 2 Non-Contract Quotes Customer Proposal Lefter 71"en'y Kader, thank you for the opportunily to earn your businem We look f6tward to working With YOU on your business needs Please accel")t the'rollowing ptoposaL Make Peterbilt Model 567 Year 2016 . Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 9/29/2015 New 2016/7 Peterbilt model 567SB X12-Gas engine, Allison trans, 20 front 46 rear Painted Sirius White. 5/200 Engine warranty, 5yrAllison warranty, 2/200 Peterbilt Chassis warranty, Install Momentum fuel System in Denton, TX $33,869.00 included in this quote. Wastequip to provide install of GalBreath AF60 Hoist Mount $40735.00 included in this quote. Available as NON COOP. Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade AHawance (see DISCLAIMER Below) Sales Reprosentalive signaluro Purchaser signature MIM Accepted by Sales Manager or General Manager signature 5231,674,00 $Oµ00 . ..... __ $231,614,09 !� �700 . A" P,viled nalne printed name MW printed name $50w 00 271.00 Total $231,674.00 $231,674.00" 00 . . . .......... . X00.00 $236,271.00 Quote good until 6/30/2016 Note: The above Customer Proposal is a quotation only, Sale terms subject to approval of Sales Manager of Dealer. IT)SOL-ii-M-f R: Any order based on Oils Proposal suO�mA io C:usloryluv uyocufinU DcraVei'a standard for it IcAiW Purdlase Older ,.A!ove, toram, Any doc'unnerilary tees, state lax, AlIe, regislralioll and licence focs to adjusknwil and change, fir(Aual FA" T, a be plaid by r3naler, subject to Ally F,E, T, variance will On i aspousib0hy of Deolei � Marl ifickwer hao, raswvad Mhe right to f.emngo the ro IeY, to Deeler of any vehicle vlof wrforitly nrl Dll Rkxy" vithulul, nofice to Dealer If Qoo(red Vehidels) not rurroviHy in Dealer 's srack, Dcialer re ,nive,,s flglq to diange awtalion VWal Po rrAled any prkm� nmoasos frorn Manulactumv, I his Proposal is b1sed upon Deater'e cui feM and expveled ii ivenloiy, wNcAi is rubju(A to changla Dealoi iup ot0gared to rerain any spec&,, w0 Id' W slock,, noii inandari arly spocific, rivenlrny level Dealer 0all not bee; obligated k) fulfill FImposal in event Quoted ve'llf"Au(s) nor. In stock or avaMNewflhin requv?Afled deqivory ;',chedOn at . tinic, proposal Fxcop�ed W61ll not ue liable fo: '.,,iny c.Wrty iii, pinvidling or inabilily ki, piovldo Quoled Vehlcle(s), whwa such hability or delay is dua, in whWe or in part, to any causo beyosd the roasis'lable contirrA of Dealer Qx l* wAoi.A the poss negligem"o or vilinded rnisucyidunt of Dealer Abow liMd Trade Value basecl upon curieml appmrsai] of liade Vehicte(s). DeiWr n'uny adjust 1 rado Value of Trado Vehiclo(sy to refloO i in condWon e rldto ll 01 (r4(40 of I t r0c, vall lidrq%) rKp lWou 0 � de, I N d tO care re T0 op"i a KPA allif tlrx*ll",1a11 cV' n I I ria f"Witko"t'l 4, I'VY �l J, tod I M� r, . . . ..... . Printed an 1113012015 at 10:19 AM, Terry Kader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal, Make Peterbilt Model 567 Year 2016 Stock Number. To Be Determined I ... . .... . .. . ........ .... Additional Vehicle and Accessories Description To be delivered on or about .2/,12/2016 New 2016 Peterbilt model 567SB X12-GAS engine, Allison trans, 20 front 46 rear Painted Sirus White Effect. Includes 80 gallon DGE fuel system from Momentum. Engine warranty 5/200 included Allison 5yr warranty. Peterbilt Chassis warranty 21200, ship to McNellus for REL mount, return to CVS for post PDI and delivery. NON COOP pricing. Quantity Total Truck Price per Unit 1,9432';00 8 $1894432.00 F.E.T. (Factory & Dealer Paid) $0.00 $0.00 Net Sales Price $189,432.00 $189,432.00 Optional Extended Warranty(ies) $5 607. QP ...... . .. . . ........ . . � 607.00 State Sales Tax Documentary Fee L5 0.00 . ..... . . . . .. . ..... ....... __ $50.00 Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee . . . ................ . . .......... . . Rebate(s) $ Total Sales Price (Including Rebate(s)) $195,089.00 $195,089.00 Trade Allowance (see DISCLAIM ER:Below $0.00 Sales Representative! HoIICI pinied naine Purchaser He date: Accepted by Sales Manager or General Manager signature printed name Quote good until 9130/2016 Note: The above Customer Proposal is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. DISCLAIMER: Any orilm !wised on Iris Propco',il suhjec( Jo Olsiorrier exanuffing De ales sisindard form Re.ioll Puuzl,a�e Order ln urlboi a [trip abinve terms. Any docurnanraiyfees, slate uiXo Title, rleoit;(Jration a rid [4;ena.., fees subjor,( W adjusInient and r:hanije, Actual `,E.E kr be paid Ly Dealer, subjerl in adjualment. Any F,E T vat,kince voll be responsibility of Dea(ei, Vlanrifichirei has lesolved LI0 right is Change tile price, to Dealer or any YcrIhiclF,, nol. rurrenily in Dialer's slur. *, wi(rhoul nolice In De le, If Quole'd vollide(s) nut curwrilly In Donler's stock, Dealer ieserves right Jo diauge Quotation Tolal to refler;[ any price illkire.ses from mnllrifiilctuler Ibis Propooal in based upon Dealer'e uuirent and expejled invembry, Which Is subjec( to ch.4n,alri Dealer riot, oblifil to retain any spr"Gific vdlicles in stool " nor maint'all any ,,,pe,dfic inven1my levd , Doolec shall not ho oliAl4oJed W fulfill Proposal in even[ cimied volilde(s) not in stock or, available within inquosted defi,ery &cInii.iule at time Prulrosal acx.elpled Doiler shall not be liable for any delay in providing or innbiriy In prov do- Quoled vallicle(rr), whe-ra suds inability or delqy lea due, in yvho90 or In pwt, laa any cau.�e boyond IN reasonable conlrol of Dealer or is Wiffiout Iha lirurs riegligonce cri Wended misconduel, of Dealer, Above listed rrado Valun- tlased upon current appraisal of Irado Vehirle(,%) Deak)r may adjust Trade Value of Tiade Velhiclu(s) to r(Aie-,L change n in condition krivinlerli NK =V Pr ' EXHIBIT 2 Non-Contract Quotes � Rush Truck Center, Crane PO Box 200105 � I San Antonio, TX 78220 Custa III neir 1 :11r p IIIPIuie tter 877-661-4511 Denton, City of 901 -B Texas St Denton, TX 76201-4354 940-349-7100 Terry Kader Terry fader, thank you for the opportunity to earn your business. We look forward to working with you on your business needs. Please accept the following proposal. Make Peterbilt Model 567 Year 2016 Stock Number To Be Determined Additional Vehicle and Accessories Description To be delivered on or about 9/30/201'.5 New 2016/7 Peterbilt model 567SB Tractor complete unit, Allison trans, 20 front 46 rears. Bright Finish on aluminum components. Painted White. Cummins X15 5yr/200k Warranties, Allison 5yr warranty. Peterbilt Chassis warranty 21200. Includes high volume 3 line wet kit and headache rack, full drive axle fenders ($12,850,00) Priced as NON COOP Quantity Truck Price per Unit F.E.T. (Factory & Dealer Paid) Net Sales Price Optional Extended Warranty(ies) State Sales Tax Documentary Fee Administration Fee Vehicle Inventory Tax Additional Taxes Tire Recycling Program Battery Disposal Fee Out of State Vehicle Fee Rebate(s) Total Sales Price (Including Rebate(s)) Trade Allowance (gee DISCLAIMER Below) Sales Represenlitive Mgnaturo Purchaser title Accepted by Sales Manager or General Manager signature 7 _67, �Qq $0.00 C6 7f -.0) $5.347.00 $162,164.00 .............. prinled nairne pfinied inaine, date printed name Total $156,767.00 A_0_" $156.767.00 $5.347.00 . . . . . .......... $162,164.00 Quote good until 9/3012016 Note: The above Customer Proposal Is a quotation only. Sale terms subject to approval of Sales Manager of Dealer. Jll, 6.I_AVER: Any ordur b: asno) rg) proposRl oubjoulr to Cuslorner Dealur'r, s[(andard (orm ReAwl F rchwm Ordor Macwporaing nljova torins Any docuriiionW,y fuco, r flaiu Um, Glie, ierj(slraiton and ficrin"'e, rear fmutY�ed to £idfusftuenu �.iijd diange, Aclual F,E I ro be rrakJ by Del� lero subje(A W Pdjuslirient, Any F,EA, vari'mince 1,vill h- I psim.xisAoilily of Dealer, Manufarturw In as res'rn/iA ihe iqh( to i.-Ahnnqo Oio pk'a io De'der of any vehicle not curi untly in Dcalcir's sl(mk, wilfiaut noilice 0 Dealer. if Quoted Vohicls(s not currently in IDoalo,r ',.; rcAock, UcnaRei ruservc-.,.; r431ot to cfmrige Qur.Aadon folal lu iretkml any pricks im,'reaes from A,i;wi.jrH,;h.Arur, riil,, Proporiat in lnna ad upon Uvaloi,'s (;rirrorfll anO expecio,d iiivoWory, which is siA)lacl, to oluxinge" Deialev not ob'qdlod to retain any tip vc1lic vehiules o slock, nor rnuinfain any �flhall mA be, ,;pecific invenlury Dealm .041 not oe obl[g�Aed to RON! Prcpo'�M in event quoted V00clo(^;) W in r1IMA of avak4likj rulffilin equo.sted de'h,(ery vAiedolhii al lime Pi[ofm5al Deale, , . io ji[` i(ir any defay in providing or inalidily lo pwtode Ow.,4M vdiew such Ino bikfy or delay is due, in whole or In pod,, lu Piny cauGo heyond fie, remonable control of Deaier op ls wdrsouf ffie ne-ji(genu., or inVinded rnisconduci of Doalea, Abovo 67,Jed Trail , Vulue basrd uport cur end appralsal of Iradp Veldule(*), ,'Pa°.r may acdusi. riatio Value of TuAo V0lck',(s) to cNnrqjes in caridilion n90101' 1711NOtAge Of IrOd'a V0141*4146t5)W)WRO" llioiw%al by Printed on 12/1/2015 at 9:02 AM, EXHIBIT 3 MI 61111#11�� M, pi NwO 1ruek Centers 1 551, 111 -:35 S, New 13rauniekx lexas 1 Hilt (,1({ -5100 l 8,10 -P6 YH 0 Fax October 22, 2015 City of Denton, TX Materials Management 901 -B Texas St Denton, TX 76209 RE: Peterbilt To Whom It May Concern: This letter confirms that Rush Truck Centers of Texas, LP, is the sole authorized Peterbilt dealer with all 21 Peterbilt locations in the state of Texas, with an area of responsibility (AOR) that includes the entire State of Texas, and is the exclusive provider of warranty services on Peterbilt vehicles in this area. The division with responsibility for your Peterbilt purchases is Rush Crane and Refuse Systems, International Should you have any questions or wish to discuss this matter further, please don't hesitate to contact me at (210) 901 -7209 Sincerely, Gregg Wilkinson Sales Manager Rush Truck Centers of Texas, LP dba Rush Crane and Refuse Systems, Int. EXHIBIT 4 MEMORANDUM DATE: December 2, 2015 TO: Elton Brock FROM: Terry Kader Fleet Services Superintendent CC: Antonio Puente SUBJECT: Peterbilt Truck Chassis Fleet Services is recommending the purchase of Peterbilt chassis for fleet replacements whenever an available model fits our replacement specifications based on fleet standardization. Fleet standardization minimizes costs and improves efficiencies relating to technician training, diagnostic software, required specialty tools and stocking of replacement parts. Also, we are currently already set up as a warranty provider for the Peterbilt trucks through the Rush Truck Center network. As an approved warranty provider, we perform repairs that are covered under warranty, reducing downtime and costs associated with transportation of these trucks to the Rush shop. I believe the purchase of the appropriate Peterbilt Truck Chassis is the best value and I am requesting authorization to make this purchase based on fleet standardization. Regards, 4/�' ,idcr Fleet Services Superintendent EXHIBIT 5 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER OR HIS DESIGNEE TO EXECUTE A CONTRACT THROUGH THE BUY BOARD COOPERATIVE PURCHASING NETWORK FOR THE ACQUISITION OF FOUR (4) DUMP TRUCKS, TWO (2) HAUL TRUCKS, AND TEN (10) REFUSE TRUCKS FOR THE CITY OF DENTON WASTEWATER COLLECTIONS, DRAINAGE, SOLID WASTE, AND PARKS DEPARTMENTS; AND PROVIDING AN EFFECTIVE DATE (FILE 5980- AWARDED TO RUSH TRUCK CENTER, CRANE IN THE AMOUNT OF $2,560,878). 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 5980 Rush Truck Center, Crane $2,560,878 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 EXHIBIT 5 Manager or his designated representative is hereby authorized to execute the written contract which shall be attached hereto; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained in the Proposal submitted to the Buy Board Cooperative Purchasing Network, and related documents herein approved and accepted. SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5980 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 12015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY A BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 15 -1262, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric rubber insulated termination and separable goods and accessories to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 5928 - awarded to Techline, Inc. in the three (3) year not -to- exceed amount of $650,000). RFP INFORMATION This contract is for a three (3) year agreement to supply electric rubber insulated termination goods and separable goods and accessories which are utilized by Denton Municipal Electric (DME) to terminate, splice, and connect high voltage electrical cable to transformers, switches, and other high voltage electrical equipment. These items are carried in the Distribution Center working capital inventory and therefore taken only to City Council for consideration. Requests for Proposals were sent to 204 prospective suppliers. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Three (3) proposals meeting specifications were received. The proposals were evaluated based upon published criteria including price, delivery timeframe, compliance with specifications, and indicators of probable performance. A Best and Final Offer was requested from both vendors but none was received. Techline, Inc. was ranked the highest and determined to be the best value for the City of Denton (Exhibit 1). RECOMMENDATION Award to Techline, Inc., in the three (3) year not -to- exceed amount of $650,000. This amount includes a contingency for upcoming substation construction projects. PRINCIPAL PLACE OF BUSINESS Techline, Inc. Ft. Worth, TX ESTIMATED SCHEDULE OF PROJECT City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1262, Version: 1 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 items in this bid will be purchased from the Distribution Center account and charged back to the using department. EXHIBITS Exhibit l: Evaluation/Ranking sheet 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 12/10/2015 I.. O O O ti O 44 .............. M0 z o o o o o o o o o .......... . T I- - - - - - - - - - - - - - - - - - - - - illlllll illllll z 8 o - z -o z z 2 oz 4 : z i ' -6 oo O O O ti O 44 M0 z o o o o o o o o o .......... . T I- - - - - - - - - - - - - - - - - - - - - illllll z 8 o - z -o z O O O ti O 44 M0 z o o o o o o o o o .......... . T I- - - - - - - - - - - - - - - - - - - - - z 8 o - z -o z z 2 oz 4 : z i ' -6 oo z < z < 2 z N 4 �§ o z zo . z z o . z z o "-M 8 " =< o o .8 o Iz 2z - 2 r Z z z z z z WPM z- z ;z� ;i zz t t tO t'O HE z K. HE z HE I Iz Iz W¢ I 0 8 u I I I lu Nu a¢¢¢ <====nnnnnn= l .1 1 1 u o o < ¢ ¢ < < w, n wnw nw nw nw =wnw< O Wo ol O 2 21 $j MI 2 M M M 11 M M M $ °N 2 2 $$ 88, off 8 2R wl w, w --- - - - - - - - - - - I Nw N nw N 1w 66 z W O O O ti O 44 EXHIBIT 2 ORDINANCE NO. AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF ELECTRIC RUBBER INSULATED TERMINATION AND SEPARABLE GOODS AND ACCESSORIES TO BE STOCKED IN THE CITY OF DENTON DISTRIBUTION CENTER; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 5928— AWARDED TO TECHLINE, INC. IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $650,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of electric rubber insulated termination and separable goods and accessories for the City of Denton 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 5928 Techline, Inc. $650,000 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. 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 RFP 5928 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 12015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffig APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND TECHLINE, INC. (5928 ) THIS CONTRACT is made and entered into this date , by and between TECHLINE, INC. a corporation, whose address is 5401 MARTIN ST, FT WORTH, TX 76119, hereinafter referred to as "Supplier," 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 in accordance with the City's RFP 45928 SUPPLY OF ELECTRIC RUBBER INSULATED TERMINATION & SEPARABLE GOODS & ACCESSORIES, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto, or on file, and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) City of Denton's RFP 5928 (Exhibit "B" on file at the office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Supplier's Proposal. (Exhibit "D "); (e) Form CIQ — Conflict of Interest Questionnaire (Exhibit "E ") 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 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER D � ocuSigned by: BY: Naltiatn AUTHORIZED SIGNATURE 11/23/2015 Date: Nathan Chan Name: Title: Inside Sales 817 - 561 -9900 PHONE NUMBER 817 - 561 -9902 FAX NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY DocuSigned by: ��o BY: C821996C2A28439... RFP 5928 GEORGE C. CAMPBELL, CITY MANAGER Date: DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 Exhibit A Special Terms and Conditions The Quantities indicated on Exhibit D are estimates based upon the best available information. The City reserves the right to increase or decrease the quantities to meet its actual needs without any adjustments in the bid price. Individual purchase orders will be issued on an as needed basis. Product Changes During Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to dentonpurchasing (2cityofdenton.com, with the above file number in the subject line, for review. Products found to have changed specifications without notification, and acceptance, will be returned at the supplier's expense. Products that have been installed will be replaced at the supplier's expense. Authorized Distributor The supplier shall be the manufacturer or authorized distributor of the proposed products. The distributor shall be authorized to sell to the City of Denton, and make available the manufacturer's representative as needed by the City. Contract Terms 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 The City will implement an escalation/de- escalation price adjustment annually. The escalation/de- escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the annually percentage change in the manufacturer's price list. The price adjustment will be determined annually from the award date. Should the change exceed or decrease a minimum threshold value of + / -1 %, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment annually in writing. If no request is made, then it will be assumed that the bid price will be in effect. The supplier must submit or make available the manufacturers pricing sheet used to calculate the bid proposal, to participate in the escalation /de- escalation clause. Total Contract Amount The contract total shall not exceed $650,000. Pricing shall be per Exhibit D attached. RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 Delivery Lead Time Product or services shall be delivered to the City per the days /weeks noted in Exhibit D after receipt of the order. Performance Liquidated Damages The overall contractual payment shall not exceed 2% of the total dollar amount of the contract. RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 Fxhihit C City of Denton Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's contract are applicable to contracts /purchase orders issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller or respondent herein after referred to as 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 seller's proposal response, invoice or statement shall serve to modify the terms set forth herein. If there is a conflict between the provisions on the face of the contract/purchase order these written provisions will take precedence. The Contractor agrees that the contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and sections 9, 10, 11, 22 and 32 shall apply only to a solicitation to purchase services to be performed principally at the City's premises or on public rights -of -way. 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. CONTRACTOR TO PACKAGE DELIVERABLES: The Contractor will package deliverables in accordance with good commercial practice and shall include a packing list showing the description of each item, the quantity and unit price unless otherwise provided in the Specifications or Supplemental Terms and Conditions, each shipping container shall be clearly and permanently marked as follows: (a) The Contractor's name and address, (b) the City's name, address and purchase order or purchase release number and the price agreement number if applicable, (c) Container number and total number of containers, e.g. box 1 of 4 boxes, and (d) the number of the container bearing the packing list. The Contractor shall bear cost of packaging. Deliverables shall be suitably packed to secure lowest transportation costs and to conform to all the requirements of common carriers and any applicable specification. The City's count or weight shall be final and conclusive on shipments not accompanied by packing lists. 4. SHIPMENT UNDER RESERVATION PROHIBITED: The Contractor is not authorized to ship the deliverables under reservation and no tender of a bill of lading will operate as a tender of deliverables. 5. TITLE & RISK OF LOSS: Title to and risk of loss of the deliverables shall pass to the City RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 only when the City actually receives and accepts the deliverables. 6. DELIVERY TERMS AND TRANSPORTATION CHARGES: Deliverables shall be shipped F.O.B. point of delivery unless otherwise specified in the Supplemental Terms and Conditions. Unless otherwise stated in the Offer, the Contractor's price shall be deemed to include all delivery and transportation charges. The City shall have the right to designate what method of transportation shall be used to ship the deliverables. The place of delivery shall be that set forth the purchase order. 7. RIGHT OF INSPECTION AND REJECTION: The City expressly reserves all rights under law, including, but not limited to the Uniform Commercial Code, to inspect the deliverables at delivery before accepting them, and to reject defective or non - conforming deliverables. If the City has the right to inspect the Contractor's, or the Contractor's Subcontractor's, facilities, or the deliverables at the Contractor's, or the Contractor's Subcontractor's, premises, the Contractor shall furnish, or cause to be furnished, without additional charge, all reasonable facilities and assistance to the City to facilitate such inspection. 8. NO REPLACEMENT OF DEFECTIVE TENDER: Every tender or delivery of deliverables must fully comply with all provisions of the Contract as to time of delivery, quality, and quantity. Any non - complying tender shall constitute a breach and the Contractor shall not have the right to substitute a conforming tender; provided, where the time for performance has not yet expired, the Contractor may notify the City of the intention to cure and may then make a conforming tender within the time allotted in the contract. 9. PLACE AND CONDITION OF WORK: The City shall provide the Contractor access to the sites where the Contractor is to perform the services as required in order for the Contractor to perform the services in a timely and efficient manner, in accordance with and subject to the applicable security laws, rules, and regulations. The Contractor acknowledges that it has satisfied itself as to the nature of the City's service requirements and specifications, the location and essential characteristics of the work sites, the quality and quantity of materials, equipment, labor and facilities necessary to perform the services, and any other condition or state of fact which could in any way affect performance of the Contractor's obligations under the contract. The Contractor hereby releases and holds the City harmless from and against any liability or claim for damages of any kind or nature if the actual site or service conditions differ from expected conditions. The contractor shall, at all times, exercise reasonable precautions for the safety of their employees, City Staff, participants and others on or near the City's facilities. 10. WORKFORCE A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while engaged in participating or responding to a solicitation or while in the course and scope of delivering goods or services under a City of Denton contract or on the City's property. i. use or possess a firearm, including a concealed handgun that is licensed under state law, except as required by the terms of the contract; or ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and may not employ such worker again on Contract services without the City's prior written consent. Immigration: The Contractor represents and warrants that it shall comply with the requirements of the Immigration Reform and Control Act of 1986 and 1990 regarding employment verification and retention of verification forms for any individuals hired on or after November 6, 1986, who will perform any labor or services under the Contract and the Illegal Immigration Reform and Immigrant Responsibility Act of 1996 ( "IIRIRA) enacted on September 30, 1996. 11. COMPLIANCE WITH HEALTH, SAFETY, AND ENVIRONMENTAL REGULATIONS: The Contractor, it's Subcontractors, and their respective employees, shall comply fully with all applicable federal, state, and local health, safety, and environmental laws, ordinances, rules and regulations in the performance of the services, including but not limited to those promulgated by the City and by the Occupational Safety and Health Administration (OSHA). In case of conflict, the most stringent safety requirement shall govern. The Contractor shall indemnify and hold the City harmless from and against all claims, demands, suits, actions, judgments, fines, penalties and liability of every kind arising from the breach of the Contractor's obligations under this paragraph. Environmental Protection: The Respondent shall be in compliance with all applicable standards, orders, or regulations issued pursuant to the mandates of the Clean Air Act (42 U.S.C. §7401 et seq.) and the Federal Water Pollution Control Act, as amended, (33 U.S.C. §1251 et seq.). 12. 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. RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 The City will furnish a tax exemption certificate upon request. 13. 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 firm who is in arrears to the City of Denton for delinquent taxes, the City may offset indebtedness owed the City through payment withholding. F. Payment will be made by check unless the parties mutually agree to payment by credit card or electronic transfer of funds. The Contractor agrees that there shall be no additional charges, surcharges, or penalties to the City for payments made by credit card or electronic funds transfer. G. The awarding or continuation of this contract is dependent upon the availability of funding. The City's payment obligations are payable only and solely from funds Appropriated and available for this contract. The absence of Appropriated or other lawfully available funds shall render the Contract null and void to the extent funds are not Appropriated or available and any deliverables delivered but unpaid shall be returned to the Contractor. The City shall provide the Contractor written notice of the failure 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. 14. 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. During the RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 term of this contract, the contractor shall bill and the City shall reimburse contractor for all reasonable and approved out of pocket expenses which are incurred in the connection with the performance of duties hereunder. Notwithstanding the foregoing, expenses for the time spent by the contractor in traveling to and from City facilities whall not be reimbursed, unless otherwise negotiated. 15. FINAL PAYMENT AND CLOSE -OUT: 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. 16. SPECIAL TOOLS & TEST EQUIPMENT: If the price stated on the Offer includes the cost of any special tooling or special test equipment fabricated or required by the Contractor for the purpose of filling this order, such special tooling equipment and any process sheets related thereto shall become the property of the City and shall be identified by the Contractor as such. 17. 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. 18. SUBCONTRACTORS: A. If the Contractor identified Subcontractors in a DBE /MBE /WBE agreed to Plan, the RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 Contractor shall comply with all requirements approved by the City. The Contractor shall not initially employ any Subcontractor except as provided in the Contractor's Plan. The Contractor shall not substitute any Subcontractor identified in the Plan, unless the substitute has been accepted by the City in writing. No acceptance by the City of any Subcontractor shall constitute a waiver of any rights or remedies of the City with respect to defective deliverables provided by a Subcontractor. If a Plan has been approved, the Contractor is additionally required to submit a monthly Subcontract Awards and Expenditures Report to the Procurement Manager, no later than the tenth calendar day of each month. B. Work performed for the Contractor by a Subcontractor shall be pursuant to a written contract between the Contractor and Subcontractor. The terms of the subcontract may not conflict with the terms of the Contract, and shall contain provisions that: i. require that all deliverables to be provided by the Subcontractor be provided in strict accordance with the provisions, specifications and terms of the Contract; ii. prohibit the Subcontractor from further subcontracting any portion of the Contract without the prior written consent of the 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. 19. 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 firm 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. 20. WARRANTY — TITLE: The Contractor warrants that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 liens, claims, security interests and encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 21. WARRANTY — DELIVERABLES: The Contractor warrants and represents that all deliverables sold the City under the Contract shall be free from defects in design, workmanship or manufacture, and conform in all material respects to the specifications, drawings, and descriptions in the Solicitation, to any samples furnished by the Contractor, to the terms, covenants and conditions of the Contract, and to all applicable State, Federal or local laws, rules, and regulations, and industry codes and standards. Unless otherwise stated in the Solicitation, the deliverables shall be new or recycled merchandise, and not used or reconditioned. A. Recycled deliverables shall be clearly identified as such. B. 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. C. Unless otherwise specified in the Contract, the warranty period shall be at least one year from the date of acceptance of the deliverables or from the date of acceptance of any replacement deliverables. If during the warranty period, one or more of the above warranties are breached, the Contractor shall promptly upon receipt of demand either repair the non - conforming deliverables, or replace the non - conforming deliverables with fully conforming deliverables, at the City's option and at no additional cost to the City. All costs incidental to such repair or replacement, including but not limited to, any packaging and shipping costs shall be borne exclusively by the Contractor. The City shall endeavor to give the Contractor written notice of the breach of warranty within thirty (30) calendar days of discovery of the breach of warranty, but failure to give timely notice shall not impair the City's rights under this section. D. If the Contractor is unable or unwilling to repair or replace defective or non - conforming deliverables as required by the City, then in addition to any other available remedy, the City may reduce the quantity of deliverables it may be required to purchase under the Contract from the Contractor, and purchase conforming deliverables from other sources. In such event, the Contractor shall pay to the City upon demand the increased cost, if any, incurred by the City to procure such deliverables from another source. E. If the Contractor is not the manufacturer, and the deliverables are covered by a separate manufacturer's warranty, the Contractor shall transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest extent to enforce such manufacturer's warranty for the benefit of the City. 22. 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 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 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. 23. 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. 24. 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. 25. 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. 26. 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. 27. 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 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 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. 28. 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. 29. 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. 30. 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. 31. 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 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 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. 32. INSURANCE: The following insurance requirements are applicable, in addition to the specific insurance requirements detailed in Appendix A for services only. The successful firm shall procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance shall be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. A. General Requirements: i. The Contractor shall at a minimum carry insurance in the types and amounts indicated and agreed to, as submitted to the City and approved by the City within the procurement process, for the duration of the Contract, including extension options and hold over periods, and during any warranty period. ii. The Contractor shall provide Certificates of Insurance with the coverage's and endorsements required to the City as verification of coverage prior to contract execution and within fourteen (14) calendar days after written request from the City. Failure to provide the required Certificate of Insurance may subject the Offer 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 901B Texas Street Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for 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. 33. 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. 34. 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 delivered three (3) business days after postmarked if sent by U.S. Postal Service Certified or Registered Mail, Return Receipt Requested. Notices delivered by other means shall be deemed delivered upon receipt by the addressee. Routine communications may be made by first class mail, telefax, or other commercially accepted means. Notices to the Contractor shall be sent to the address specified in the Contractor's Offer, or at such other address as a party may notify the other in writing. Notices to the City shall be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. 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. 36. 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. 37. 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 information so as to permit the City reasonable time to seek an appropriate protective order. The Contractor agrees to use protective measures no less stringent than the Contractor uses within its own business to protect its own most valuable information, which protective measures shall under all circumstances be at least reasonable measures to ensure the continued confidentiality of the Confidential Information. 38. 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. 39. 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. 40. ADVERTISING: The Contractor shall not advertise or publish, without the City's prior RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 consent, the fact that the City has entered into the Contract, except to the extent required by law. 41. 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. 42. 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 of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such contract. In the event the Contract is canceled by the City pursuant to this provision, the City shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the Contractor in providing such gratuities. 43. 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. 44. 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 of Denton, Texas for the purposes of income tax, withholding, social security taxes, vacation or sick leave benefits, worker's compensation, or any other City employee benefit. The City shall not have supervision and control of the 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 of Denton, Texas, or his designee under this agreement. The contractor is expressly free to advertise and perform services for other parties while performing services for the City. 45. 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 not a party hereto; it being the intention of the parties that there are no third party beneficiaries to the Contract. 46. 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. 47. 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. 48. 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. 49. 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 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. 50. 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. 51. 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. 52. 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 4:00 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. 53. 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. 54. NON - SUSPENSION OR DEBARMENT CERTIFICATION: The City of Denton is prohibited from contracting with or making prime or sub - awards to parties RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 that are suspended or debarred or whose principals are suspended or debarred from Federal, State, or City of Denton Contracts. By accepting a Contract with the City, the Vendor certifies that its firm and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non - Procurement Programs, the State of Texas, or the City of Denton. 55. 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. 56. BUY AMERICAN ACT - SUPPLIES (Applicable to certain federally funded requirements) The following federally funded requirements are applicable. 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. IOa - 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 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 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 ". 57. RIGHT TO INFORMATION: The City of Denton reserves the right to use any and all information presented in any response to this contract, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. 58. 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. 59. PREVAILING WAGE RATES: The contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis -Bacon Wage Determination at http: / /www.dol.gov /whd/contracts /dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD- 2509). 60. 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. 61. 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 Workers' Compensation insurance coverage. Respondent shall ensure compliance with all federal and State tax laws and withholding requirements. The City of Denton 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 of Denton and shall pay all costs, penalties, or losses resulting from Respondent's omission or breach of this Section. 62. 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. 63. RESPONDENT LIABILITY FOR DAMAGE TO GOVERNMENT PROPERTY: The Respondent shall be liable for all damages to government- owned, leased, or occupied property RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 and equipment caused by the Respondent and its employees, agents, subcontractors, and suppliers, including any delivery or cartage company, in connection with any performance pursuant to the Contract. The Respondent shall notify the City of Denton Procurement Manager in writing of any such damage within one (1) calendar day. 64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non - performance or delay in performance. 65. 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. 66. 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 Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. 67. 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. Should a conflict arise between any of the contract documents, it shall be resolved with the following order of precedence (if applicable). In any event, the final negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFPBid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 Exhibit D RFP 5928 - SUPPLY OF ELECTRIC RUBBER INSULATED TERMINATION & SEPARABLE GOODS & ACCESSORIES Techline, Inc. Ft. Worth, TX Line COD Item Product Description Description 2 Unit Estimated # # Price Delivery ARO SECTION A: 3M CONNECTORS & ACCESSORIES 1 28595030 ADAPTER SEALING & 3M #8461 ONLY FOR $ 29.08 Stock -2wks GROUNDING 500/750 MCM 500 &750 MCM 2 28595040 CAP, COLD SHRINK + 3M# EC -2 $ 4.47 Stock -2wks 3 28595035 CAP,COLD SHRINK FOR 3M# EC -3 (1.02" - 1.94 ") $ 6.16 Stock -2wks CABLE END+ 4 28772395 CONN 500MCM PRIMARY 3M #10014 $ 7.12 Stock -2wks SPLICE + 5 28772385 CONN 500MCM 3M #C1500 $ 12.64 Stock -2wks SECONDARY SPLICE + 6 28772390 CONN 750 MCM SPLICE 3M #10019 $ 13.95 Stock -2wks 7 28772360 CONN. #2 3M 15KV SPL 3M #CI- 2(80- 6051 - 0518 -0) $ 5.14 Stock -2wks 8 28772380 CONN. 4/0 3M 15KV SPL 3M #80- 6100 - 2206 -5 $ 9.05 Stock -2wks + 9 28772820 CONNECTOR SPLICE 4/0 - 3M # 20009 $ 7.47 Stock -2wks 250 T -EL 10 28773640 LUG, 250 MCM, ALUMINUM 3M # 31049 $ 5.97 Stock -2wks 11 28595050 SPLICE KIT FOR 500 &750 3M 5515A $ 342.32 Stock -2wks MCM + 12 28595225 SPLICE KIT URD #2 -220 MIL 3M #5411 -CI -21 INS DIA $ 30.46 Stock -2wks + 750 -.970 13 28595230 SPLICE KIT URD 4/0 -20 MIL 3M #5412 -CI 4/0 $ 37.30 Stock -2wks 14 28775300 TERMINATION KIT #2-220 3M 5641 -2 $ 49.74 Stock -2wks MIL + 15 28775340 TERMINATION KIT 250 3M# 5624K $ 215.09 Stock -2wks INDOOR + 16 28775350 TERMINATION KIT 250 3M# 7693 -S -4 $ 407.28 Stock -2wks OUTDOOR + 17 28775310 TERMINATION KIT 4/0 3M 5642 -4/0 $ 68.17 Stock -2wks 220/175 + 18 28775330 TERMINATION KIT 500 3M# 5625K, 80- 6101 -2353- $ 285.38 Stock -2wks INDOOR + 3 RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 19 28775320 KIT 3M 7695 -S -4 $ 526.47 Stock -2wks 7TEORMINATION 50MCM OD+ SECTION B: ELASTIMOLD RUBBER GOODS & ACCESSORIES 20 28595055 ADAPTER CABLE 4/0 -250 T- ELASTIMOLD # 650CA -J $ 13.66 Stock -4wks ELBOW+ 21 28595085 ADAPTER, CABLE 500,T ELASTIMOLD # 655CA -K $ 13.66 Stock -4wks ELBOW + 22 28595090 ADAPTER, CABLE 750 MCM ELASTIMOLD- 655 -CA -M $ 13.66 Stock -4wks 23 28595024 ADAPTER,SHIELD SEALING ELASTIMOLD # 200ECSG3 $ 23.95 Stock -4wks 250 MCM 24 28732080 ARREST. PARK. STAND 15KV ELASTIMOLD # 167PSA -10 $ 156.92 Stock -4wks + ONLY 25 28732000 ARRESTER ELBOW 200 AMP ELAST 167ESA -10 /JOS $ 61.94 Stock -4wks + 8330003 26 28732050 ARRESTER. BUSH. 10KV ELASTIMOLD 167BSA -10 $ 156.92 Stock -4wks 27 28510050 BUSHING EXTENDER ELASTIMOLD # 655BE $ 57.95 Stock -4wks 600A /15KV + 28 28510000 BUSHING FEED THRU + ELASTIMOLD # 164FTR (4) $ 85.37 Stock -4wks BOX 29 28510100 BUSHING INSUL. PARKING ELASTIMOLD # 161SOP (2) $ 33.93 Stock -4wks + BOX 30 28510150 BUSHING LOADBREAK ELASTIMOLD # 1601A4 $ 24.12 Stock -4wks INSERT + 31 28510155 BUSHING SUPERCLOSE ELASTIMOLD # 1602A3R $ 136.69 Stock -4wks 32 28510005 BUSHING, FEED THRU ELASTIMOLD # 164FT2 -AB $ 162.05 Stock -4wks (ADJUSTABLE) 33 28510105 BUSHING, INSERT CAP ELASTIMOLD 167 DRG ONLY $ 23.11 Stock -4wks W /GROUND + 34 28772350 CONE STRESS #2 -220 + ELASTIMOLD # 35- MSC -FC $ 9.65 Stock -4wks 35 28772300 CONE, STRESS #2 + ELASTIMOLD # 35MSCFG #2 $ 9.65 Stock -4wks 36 28772340 CONE, STRESS 4/0 + ELASTIMOLD # 35- MSC -GB $ 9.65 Stock -4wks 37 28732250 ELBOW "T" HOUSING, 600 ELASTIMOLD # K655BLR $ 54.66 Stock -4wks AMP + 38 28732125 ELBOW LOADBREAK #2- ELASTIMOLD # 166LRJS -B- $ 31.78 Stock -4wks 220ML + 5220 39 28732225 ELBOW LOADBREAK 4/0- ELASTIMOLD # 166LRJS -C- $ 32.90 Stock -4wks 220ML. + 5270 40 28510110 INSULATOR CAP, WITH TEST ELASTIMOLD # K- 656 -DR $ 64.93 Stock -4wks POINT 41 28732175 JUNCTION 4PT 200AMP ELASTIMOLD # 164.14 -5 $ 128.73 Stock -4wks LOADBREAK+ 42 28775700 JUNCTION, 3 POINT, 200 ELASTIMOLD 164.13 -5, HPS $ 108.22 Stock -4wks AMP + 215.13V RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 43 28775750 JUNCTION, 3 POINT, 600 ELASTIMOLD # K650 -J3 -5 $ 173.43 Stock -4wks AMP+ 44 28773650 LUG CONNECTOR FOR #2 ELASTIMOLD 025 -00 -20 $ 4.03 Stock -4wks ELBOW + 45 28773665 LUG FOR T- BODY 650- ELASTIMOLD # 03700360 $ 13.65 Stock -4wks 800MCM + 46 28773645 LUG FOR T -BODY 250MCM ELASTIMOLD 03700280 $ 13.90 Stock -4wks CU + 47 28772840 LUG FOR T -BODY 4/0 -250 ELASTIMOLD 03700270 $ 13.90 Stock -4wks 48 28772880 LUG FOR T -BODY 500 MCM B.B. #TC -65S OR $ 13.90 Stock -4wks + E.M. #03700330 49 32010125 PLUG, BIT -ELBOW + ELASTIMOLD # K- 650 -BIP $ 38.26 Stock -4wks 50 28732150 PLUG, ELBOW TAP 200 AMP ELASTIMOLD # 650ETP $ 103.23 Stock -4wks 51 28732130 PROBE FOR #2 &4/0 ELBOW ELASTIMOLD # 166LRFBG $ 9.12 Stock -4wks 52 28775420 SEAL KIT, POWER CABLE ELASTIMOLD 200ECS $ 7.23 Stock -4wks RFP 5928 DocuSign Envelope ID: C8D07598- CE66- 4B83- B05E- 6D3DB39DF2C5 EXHIBIT 3 E Exhibit CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the vendor 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 vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a -1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. Name of vendor who has a business relationship with local governmental entity. Techl i ne , Inc. 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 7th business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 1 Name of local government officer about whom the information in this section is being disclosed. N/A Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor 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 vendor? F—x—] Yes No B. Is the vendor 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 F—x—] No C. Is the tiler 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 one percent or more? F—x—] Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. N/A 4 X I have no Conflict of Interest to disclose. 5 DocuSigned by: N / _, 11/23/2015 �@��i6�3iE6iu'd @� €doing business with the governmental entity Date EXHIBIT 3 Certificate Of Completion Envelope Number: C8DO7598CE664B83BO5E6D3DB39DF2C5 Status: Sent Subject: 5928 Please DocuSign: Contract Documents for Electric Rubber Insulated Termination & Separable Goods Source Envelope: Document Pages: 28 Signatures: 5 Envelope Originator: Certificate Pages: 6 Initials: 0 Rebecca Hunter AutoNav: Enabled rebecca.hunter @cityofdenton.com Envelopeld Stamping: Enabled IPAddress: 129.120.6.150 Record Tracking Status: Original 11/23/2015 9:01:39 AM PT Signer Events Rebecca Hunter rebecca.hunter @cityofdenton.com Senior Buyer City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Nathan Chan Nathan.Chan@Techline-Inc.com Inside Sales Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 11/23/2015 9:11:44 AM PT ID: fbb7bc1a- 7e11- 40cd- 8a2b- edac9573bf29 John Knight john.knight @cityofdenton.com Deputy City Attorney City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Julia Klinck julia.klinck@cityofdenton.com Contracts Administration Supervisor City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: George C. Campbell george.campbell@cityofdenton.com Security Level: Email, Account Authentication (Optional) Holder: Rebecca Hunter Location: DocuSign rebecca.hunter @cityofdenton.com Signature Timestamp Completed Sent: 11/23/2015 9:08:55 AM PT Viewed: 11/23/2015 9:09:15 AM PT Signed: 11/23/2015 9:10:40 AM PT Using IP Address: 129.120.6.150 oe.,si9 "ea ly: Sent: 11/23/2015 9:10:42 AM PT Ell N Viewed: 11/23/2015 9:11:44 AM PT ll M75UCEWNBE Signed: 11/23/2015 9:14:05 AM PT Using IP Address: 75.17.248.26 ...si9 "ea ly: Sent: 11/23/2015 9:14:08 AM PT Ell "�^ Viewed: 11/24/2015 9:05:18 AM PT c821996CMM439... Signed: 11/24/2015 9:05:33 AM PT Using IP Address: 129.120.6.150 Sent: 11/24/2015 9:05:36 AM PT Viewed: 12/3/2015 9:54:22 AM PT StCUfttb City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1268, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City Council of the City of Denton, Texas, authorizing the City Manager to execute a professional services agreement for Sales Tax Compliance Review Services for the City of Denton Finance Department; providing for the expenditure of funds therefor; and providing an effective date (File 6000 - awarded to TexasCityServices LLC in the recovery fee percentage of 32% of additional sale /use taxes received in the first year of the contract and 36% of additional sales /use taxes received for the second and third years of the contract period). The Audit/Finance Committee recommends approval (2 -0). BACKGROUND Sales /use taxes are imposed on all retail sales, leases and rentals of most goods, as well as taxable services. On January 1, 2015, the Texas Comptroller of Public Accounts (Comptroller) formally codified rules it had previously established through private letter rulings it had issued as well as legal opinions issued by the Texas Attorney General's Office regarding such matters as: places of business, temporary places of business, traveling salespersons, job sites crossed by local taxing jurisdiction boundaries, fulfillment of orders and drop shipments. The purpose for this codification was to provide improved guidance to taxpayers in the collection of sales and use taxes. The monitoring of sales /use taxes remitted to the City (monthly review of confidential sales tax data, review of businesses on city boundary, identification of businesses in newly annexed areas, review of certificates of occupancy, etc.) is currently performed by City staff. Any findings are provided to the Comptroller for investigation and enforcement in accordance with state law. In an effort to continue to monitor sales /uses taxes remitted to the City, and in light of the Comptroller's recent codification of rules, staff is proposing to utilize an external firm to conduct a compliance review of businesses in the City. Staff interviewed three (3) firms that provide this type of service and determined that TexasCityServices LLC would provide the best value to the City based on pricing and services offered. While pricing was competitive among the three firms, TexasCityServices LLC pricing was slightly less than the other two. Below is a pricing comparison: TexasCityServices LLC - 32% of past recoveries within first year or 36% of past recoveries beyond first year or 30% of prospective recoveries for a period of two years. Offered a Most Favored Nation's clause in the contract that matches the City's contingency fee to a lower fee that may be offered to City of Denton Page 1 of 3 Printed on 12/10/2015 File #: ID 15 -1268, Version: 1 another city in Texas in the future and allows flexibility in choosing whether or not to pursue past or prospective sales taxes. 2. Free, Inc. - 35% of all recoveries. 3. MuniServices LLC - 35% of all recoveries. In addition, TexasCityServices LLC has extensive experience in this matter and is currently working with other cities in the Dallas /Fort Worth area including Coppell and Mesquite. The firm utilizes a number of sources to identify businesses that may be misreporting or under reporting sales /use taxes to the City of Denton and offers a service that reviews out of state and out of city construction companies that are doing business in the City of Denton. The other firms did not offer this service. TexasCityServices LLC, at no charge, also provided information to staff regarding the City's own sales tax remittance process that is projected to save the City approximately $60,000 per year by prepaying sales taxes to the Texas Comptroller's Office. Upon approval from the City, the firm would contact businesses to determine if misreporting or under reporting is occurring, and if so, the firm then assists the business in gaining compliance. Since the City has no investigative or enforcement authority on sales /use taxes, cooperation from any business would be strictly voluntary. As such, any necessary action to correct past collections or change future collection practices would be self - reported by the business to the Comptroller. The intent of this effort is to focus on businesses that ship products or deliver services to communities around the state /country. In these type of instances, some businesses incorrectly remit sales tax collections to other communities that should be paid to the City of Denton. As such, by correcting these issues in accordance with state law, the total sales tax paid by the business will be "reallocated" to Denton from past activity. Additionally, the business will be educated on the proper way to handle these transactions in the future. RECOMMENDATION Staff recommends approving a contract with TexasCityServices LLC for Sales Tax Compliance Review Services in the recovery fee percentage of 32% of additional sales /use taxes received in the first year of the contract and 36% of additional sales /use taxes received for the second and third years of the contract period. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On November 17, 2015, the Audit/Finance Committee recommended approval to forward this item to the City Council for consideration. FISCAL INFORMATION The proposed agreement calls for a contingency fee of 32% of the past misreported sales taxes which are generally limited to a four (4) year retroactive timeframe if collected within the first year of the contract or 36% if collected thereafter. However, if the City chooses to not pursue past misreported sales taxes, then the Contractor will receive 30% of prospective sales taxes. Compensation for prospective sales taxes is limited to two (2) years. The term of the proposed contract is three (3) years. However, the Contractor has agreed to forfeit and void all claims for payment after a period of no more than three (3) years after the termination of the contract. If termination is for cause, the Contractor agrees to forfeit and void all claims for payment at such time. In addition, the Contractor has agreed to a Most Favored Nations provision that guarantees the City will be City of Denton Page 2 of 3 Printed on 12/10/2015 File #: ID 15 -1268, Version: 1 extended a lower rate if TexasCityServices LLC grants a lower rate to any other city in Texas. A lower rate could be achieved by either reducing the percentage of contingency fee or by reducing the number of quarterly sales tax payments to which the contingency fee applies. EXHIBITS Exhibit l: Staff Memo Exhibit 2: Ordinance Exhibit 3: Contract Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Tony Puente at 349 -7283. City of Denton Page 3 of 3 Printed on 12/10/2015 (940) 349 -8260 * DFW Metro (972) 434 -2259 -Fax (940) 349 -7206 MEMORANDUM DATE: November 23, 2015 TO: Elton Brock, Purchasing Manager FROM: Antonio Puente, Jr., Assistant Director of Finance SUBJECT: Sales Tax Compliance Review Services — TexasCityServices LLC On November 17, 2015, the Audit/Finance Committee (the "Committee ") gave staff approval to forward a professional services contract with TexasCityServices LLC for Sales Tax Compliance Review Services to the City Council for consideration and approval. Texas Local Government Code 252.022(4) allows for an exemption to competitive requirements for the expenditure of funds for procurement of personal, professional or planning services. In addition, TexasCityServices LLC has extensive experience in providing this service and currently contracts with other cities in the Dallas /Fort Worth area. After meeting with two other firms that provide similar services, TexasCityServices LLC was the only vendor that: 1. Demonstrated an in depth knowledge of taxpayers in the City of Denton by providing several examples of taxpayers that may currently be misreporting sales taxes; 2. Provided a competitive contingency fee structure compared to their competitors; 3. Provided a Most Favored Nations clause in their contract that matches our contingency fee to a lower fee with another city in Texas that they may contract with in the future; 4. Provided the City with information on its internal sales tax remittance process that resulted in a projected savings of $60,000 per year at no charge; and 5. Offered the only service that deals with out of state and out of city construction companies that are doing business in the City of Denton. In total and based on the services offered, TexasCityServices LLC appears to provide the best value to the City of Denton when compared to the other two vendors. If you have any questions, or need additional information, please let me know. "Dedicated to Quality Service" www.cityofdenton.com EXHIBIT 2 ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE A PROFESSIONAL SERVICES AGREEMENT FOR SALES TAX COMPLIANCE REVIEW SERVICES FOR THE CITY OF DENTON FINANCE DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6000 — AWARDED TO TEXAS CITY SERVICES LLC IN THE RECOVERY FEE PERCENTAGE OF 32% OF ADDITIONAL SALES/USE TAXES RECEIVED IN THE FIRST YEAR OF THE CONTRACT AND 36% OF ADDITIONAL SALES/USE TAXES RECEIVED FOR THE SECOND AND THIRD YEARS OF THE CONTRACT PERIOD). 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 TexasCityServices LLC to provide professional Sales Tax Compliance Review Services for the City of Denton, 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 6000 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 12015. CHRIS WATTS, MAYOR EXHIBIT 2 ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 STATE OF TEXAS COUNTY OF DENTON INDEPENDENT CONTRACTOR AGREEMENT FOR PROFESSIONAL SERVICES I. WHEREAS, the City of Denton wishes to provide the services of TexasCityServices LLC (hereinafter referred to as "Contractor ") at 2840 Keller Springs Road, Suite 102, Carrollton, Texas,75011 to its citizens for the purpose of sales /use tax compliance services for the Finance Department. Subject to the terms and conditions of this Agreement, the City hereby engages the Contractor as an independent contractor to perform services set forth herein, and the Contractor hereby accepts such engagement. II. WHEREAS, Contractor is specially skilled and qualified to provide these services and desires to provide same under the terms and conditions set forth below. The Contractor's scope of services to be provided to the City by the Contractor is described in the Exhibit A, which may be amended in writing from time to time, or supplemented with subsequent estimates for services to be rendered by the Contractor and agreed to by the City, and which collectively are hereby incorporated by reference. III. WHEREAS, City hereby contracts with Contractor to provide sales /use tax compliance services for its citizens and any others qualified to receive these services, the City of Denton hereby contracts with the Contractor to provide the approved services. IV. The parties have conducted negotiations and as a result of these negotiations agree that fees will be based solely on the additional sales /use taxes that the Contractor's efforts have created for the City. For the additional sales /use taxes created for the City within the twelve month (12) period immediately following the execution of this Agreement the following fee structure applies (whichever is most applicable): a) thirty two percent (32 %) of the additional sales /use taxes for any corrected sales /use taxes received by the City from the Texas Comptroller of Public Accounts for business(es) that have elected to voluntarily correct past miss - reporting as a result of Contractor efforts; OR, b) thirty two percent (32 %) of the additional sales /use taxes for any corrected sales /use taxes received by the City from the Texas Comptroller of Public Accounts as requested by DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 Contractor in a City tendered Request for Texas Comptroller Investigation of the City business(es) to correct past miss - reporting; OR, c) thirty two percent (32 %) of the additional sales /use taxes generated by a business(es) as a result of Contractor efforts and if such sales /use taxes are generated as a result of a single period or single transaction received by the City from the Texas Comptroller of Public Accounts and /or business(es). For the additional sales /use taxes created for the City after the twelve month (12) period following the execution of this Agreement the following fee structure applies (whichever is most applicable): a) thirty six percent (36 %) of the additional sales /use taxes for any corrected sales /use taxes received by the City from the Texas Comptroller of Public Accounts for business(es) that have elected to voluntarily correct past miss - reporting as a result of Contractor efforts; OR, b) thirty six percent (36 %) of the additional sales /use taxes for any corrected sales /use taxes received by the City from the Texas Comptroller of Public Accounts as requested by Contractor in a City tendered Request for Texas Comptroller Investigation of the City business(es) to correct past miss - reporting; OR, c) thirty six percent (36 %) of the additional sales /use taxes generated by a business(es) as a result of Contractor efforts and if such sales /use taxes are generated as a result of a single period or single transaction received by the City from the Texas Comptroller of Public Accounts and /or business(es). Corrected sales /use taxes received by the City includes all City sales /use tax payments by business(es) to the Texas Comptroller for periods past due and include the first period in which the business(es) properly corrected its sales /use tax reporting methodology. The City may elect, for whatever reason, to waive its rights to pursue past recoveries from business(es) identified as a result of Contractor efforts and instead secure only corrected prospective reporting by its business(es). In the event of such a waiver of rights, then Contractor fees will be 30% of the increased sales /use taxes reported by the business(es) for a period of two years. Increased sales /use taxes will be calculated annually based on the City's fiscal year and will be: (annual amount actually remitted by the business(es) where the City elects to waive its rights to past remittances) less (amount remitted by the same businesses for the immediate twelve (12) months preceding the period in which business(es) begin reporting the City's sales /use taxes correctly). If the City wishes to pre -pay the Contractor's fee for any business(es) it has elected to receive only prospective business compliance, the Contractor will compute a pre - payment amount based on best estimates, and the time value of monies. The fees described above include all Contractors out -of- pocket costs, expenses and employee reimbursements. In the event the City elects to pursue Contractor identified past/prospective tax opportunities identified as a result of Contractor efforts either by itself or with another service provider, the Client agrees that fees as stated herein will be due and payable under these same terms and conditions. In any instance where the Client must involuntary, as a result of State taxing jurisdiction's determination or for any other reason, refund or reallocate to another taxing jurisdiction DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 an amount of reallocation or tax upon which Firm fees have been paid, the Firm will refund the Fees related to the amount of tax refunded or reallocated to another taxing jurisdiction. The fee is to be paid by the City within thirty (30) days following the City confirming it has received the sales /use tax upon which the fee is based. If Contractor offers a lower rate during the term of this agreement to another city in Texas, Contractor will extend the same rate to City of Denton for all contingency fees paid by the City pursuant to this agreement. The new, lower rate will apply to payments to Contractor beginning on the date the Contractor offer the other city a lower rate and shall continue until the Final Termination Date of this agreement and will not be retroactive. For purposes of this provision (Most Favored Nations), a lower rate could be achieved by either reducing the percentage of contingency fees or by reducing the number of quarterly sale tax payments to which the contingency fees apply. In no event but after exhausting all efforts that are approved, Contractor agrees to forfeit and void all claims for payment after a period of no more than three (3) years after termination of this contract. If termination is for cause, Contractor agrees to forfeit and void all claims for payment at such time. V. Contractor and City acknowledge and agree that TexasCityServices LLC is and shall be deemed to be an independent contractor for the services he /she provides under this Contract. Further, because TexasCityServices LLC is an independent contractor, the parties agree: 1. The City will make no withholding for taxes of any type from the fee agreed upon in Article IV. All taxes, including, but not limited to Social Security, unemployment, FICA or other monies owned to any State, Local or Federal governmental entity, including applicable penalties and interest, are to be paid by Contractor and are solely the liability of same. In the event a claim is made against City for payment of taxes, penalties or interest for or on behalf of Contractor, Contractor agrees to indemnify and hold harmless City of such damages, including costs and expenses. 2. City will not provide workers' compensation for Contractor for services performed pursuant to this Contract. 3. This is a non - exclusive contract. Contractor is free to advertise and provide his /her services to persons or entities other than the City. Further, City may use other contractors or its own employees to conduct the same services as Contractor subject to the conditions described in Article IV. 4. Any insurance the City may have for its facility described above is solely for the benefit of the City. The City shall not be liable for injuries to property or persons (including death) which are the result of the activities of the Contractor. Contractor agrees he /she shall be liable for injuries to himself /herself or others caused by his /her own negligence, omissions, malfeasance, or intentional conduct. When applicable, for the services provided, contractor shall provide insurance for the activity as provided in the policies of the contract instructors program. DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- A0731A71EDF5 EXHIBIT 3 5. The Contractor represents that there are no legal impediments enter into this contract and that this engagement does not violate the terms of any agreement between the Contractor and any third party. Further, the Contractor, in rendering [his or her] duties shall not utilize any invention, discovery, development, improvement, innovation, or trade secret in which [he or she] does not have a proprietary interest, or a right to use. 6. During the term of this agreement, the Contractor shall devote as much of [his or her] productive time, energy and abilities to the performance of [his or her] duties hereunder as is necessary to perform the required duties in a timely and productive manner. The Contractor is expressly permitted to perform services for other parties while performing services for the City. VI. The Contractor shall perform the following services in a professional manner: 1. The Contractor shall perform all those Basic Services as necessary, and as described in the Contractor's "Scope of Services ", which is attached hereto and incorporated herewith by reference as Exhibit "A ". 2. If there is any conflict between the terms of this Agreement and any Exhibits attached to this Agreement, the terms and conditions of this Agreement will control over the terms and conditions of the attached Exhibits. 3. Contractor shall keep City informed with a defined reporting system, and by personal meetings. All lines of communication shall remain open with both the City and the customers or citizens. 4. Contractor shall be available for any unexpected issues that may arise. ADDITIONAL SERVICES Additional services to be performed by the Contractor, if authorized by the City in writing, which are not included in the above - described Basic Services, are described as follows: 1. Any additional services not included in Basic Services. VII. This Contract shall become effective upon execution of this Agreement by the City and the Contractor, and shall remain in effect thru a three (3) year period from the date this Contract becomes effective, unless either party elects to terminate the Contract under the terms described in Article IX. Services undertaken pursuant to this contract will be required to commence within fourteen (14) days of delivery of a notice to proceed. Time is of the essence in this Agreement. The services shall be accomplished per the Scope of Services as identified in Exhibit A. DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 The Contractor shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to meet the schedule established by the CITY, acting through its City Manager or his designee. VIII. Compensation Terms: a. "Subcontract Expense" is defined as expenses incurred by the Contractor in employment of others in outside firms for services. b. "Direct Non -Labor Expense" is defined as that expense for any assignment incurred by the Contractor for supplies, transportation, travel, communications, subsistence, and lodging away from home, and similar incidental expenses in connection with that assignment. 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. Partial payments to the Contractor will be made on the basis of detailed bi- monthly statements rendered to and approved by the City through its City Manager or his designee; however, under no circumstances shall any bi- 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 City to pay for any work which is unsatisfactory, as reasonably determined by the City Manager or his designee, or which is not submitted in compliance with the terms of this Agreement. The City shall not be required to make any payments to the Contractor when the Contractor is in default under this Agreement. It is specifically understood and agreed that the Contractor shall not be authorized to undertake any work pursuant to this Agreement which would require additional payments by the City for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization from the City. The Contractor shall not proceed to perform the services listed in Article VI "Additional Services," without obtaining prior written authorization from the City. ADDITIONAL SERVICES: For additional services authorized in writing by the City in Article VI hereinabove, the Contractor shall submit invoices for additional services and such invoices shall be due and payable upon submission by the Contractor with Contractor's regular bi- monthly statement as provided for hereinabove. Statements shall not be submitted more frequently than bi- monthly. PAYMENT: If the City fails to make payments due the Contractor for services and expenses within thirty (30) days after receipt of the Contractor's undisputed statement thereof, the amounts due the Contractor will be increased by the rate of one percent (1 %) per month, from and after the said thirtieth (30ffi) day, and, in addition, the Contractor may, after giving seven (7) days written notice to the City, suspend services under this Agreement until the Contractor has been paid in full all amounts due for services, expenses, and charges, provided, however, nothing herein shall require the City to pay the late charge of one percent (1 %) set forth herein if the City DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 reasonably determines that the work is unsatisfactory, in accordance with this Article VIII, "Compensation." IX. The City may terminate this Agreement at any time by 10 working days' written notice to the Contractor. In addition, if the Contractor is convicted of any crime or offense, fails or refuses to comply with the written policies or reasonable directive of the City, or materially breaches provisions of this Agreement, the City at any time may terminate the engagement of the Contractor immediately and without prior written notice to the Contractor. In the event of termination for cause, the Contractor shall only receive payment for work satisfactorily performed, approved, and accepted by the City. The Contractor may terminate this agreement subject to the same terms and conditions described herein. X. In the event of default of Contractor for any term or provision of this Contract, the City upon notice to the Contractor of such default, may terminate this Contract without further obligations or liability as described in Article IV of this agreement. In the event of termination for cause, the Contractor shall only receive payment, based upon a pro -rate basis, less any damages incurred by the City for the default. The parties hereto acknowledge that the services to be rendered by the Contractor under this contract and the rights and privileges granted to the City under the Agreement are of a special, unique, unusual, and extraordinary character which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated by damages in any action at law, and the breach by the Contractor of any of the provisions of this Agreement will cause the City irreparable injury and damage. The Contractor expressly agrees that the City shall be entitled to injunctive and other equitable relief in the event of, or to prevent, a breach of any provision of this Agreement by the Contractor. Resort to such equitable relief, however, shall not be construed to be a waiver of any other rights or remedies that the City may have for damages or otherwise. The various rights and remedies of the City under this Agreement or otherwise shall be construed to be cumulative, and no one of them shall be exclusive of any other or of any right or remedy allowed by law. XI. The City does not warrant or guarantee against the possibility that safety or environmental hazards or potential hazards may exist at the City's facility. The Contractor shall be responsible for identifying any hazardous conditions and notifying the City of these conditions in writing no later than 30 days after contract award and prior to initiation of service delivery on the property. All contractors to the City of Denton are required to ensure absolute safety standards are applied and enforced. The City of Denton will not be responsible for individual contractor safety, and the awarded contractor shall not hold the City of Denton responsible. Known hazards shall immediately be reported and all safety precautions shall be taken to prevent potential safety issues from occurring. DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 The Contractor shall at all times exercise reasonable precautions for the safety of participants and others on or near the City's facility and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. XII. The Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations, which in any matter affect the Contractor or the work, and shall indemnify, defend and save harmless the City against any claim arising for the violation of any such laws, ordinances and regulations whether by the Contractors or its employees. XIII. The Contractor will carry liability insurance (including malpractice insurance, if warranted) relative to any service that [he or she] performs for the City for any contract with a total value greater than $25,000. Any insurance the City may have for its facility described above is solely for the benefit of the City. The City shall not be liable for injuries to property or persons (including death) which are the result of the activities of the Contractor. Contractor agrees he /she shall be liable for injuries to himself/herself or others caused by his /her own negligence, omissions, malfeasance, or intentional conduct. When applicable, for the services provided, contractor shall provide insurance for the activity as provided in the policies of the contract instructors program. Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide, at his or her own cost and expense, and maintain during the performance of the Services under this Agreement, and until the contracted work has been completed and accepted by the City of Denton, the minimum insurance coverage as indicated hereinafter. During the performance of the services under this Agreement, Contractor shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least A- VII or better: 2. Comprehensive General Liability Insurance with bodily injury and property damage limits of not less than $1,000,000 for each occurrence and not less than $1,000,000 in the aggregate. Automobile Liability Insurance with combined single limit bodily injury and property damage of not less than $500,000 for each accident. 4. Workers' Compensation — Waived Professional Liability Insurance - Waived 6. The Contractor shall furnish insurance certificates or insurance policies at the City's request to evidence such coverage's. Except for workers' compensation, employer's liability, and professional liability policies, the above insurance policies shall name the City as an Additional Insured on all such policies. Such insurance shall not be canceled or the coverage reduced without thirty (3 0) days' prior written notice (ten (10) days if for premium nonpayment) to City and Contractor. In such event, the Contractor shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 XIV. The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract and the exclusive venue for any legal proceedings involving this Contract shall be Denton County, Texas. XV. This contract shall not render the Contractor an employee, partner, agent of, or joint venture with the City for any purpose. The Contractor is and will remain an independent contractor in [his or her] relationship to the City. The City shall not be responsible for withholding taxes with respect to the Contractor's compensation hereunder. The City will make no withholding for taxes of any type from the fee agreed upon in Article IV. All taxes, including, but not limited to Social Security, unemployment, FICA or other monies owned to any State, Local or Federal governmental entity, including applicable penalties and interest, are to be paid by Contractor and are solely the liability of same. In the event a claim is made against City for payment of taxes, penalties or interest for or on behalf of Contractor, Contractor agrees to indemnify and hold harmless City of such damages, including costs and expenses. City will not provide workers' compensation for Contractor for services performed pursuant to this Contract The Contractor shall have no claim against the City hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, workers' compensation, health or disability benefits, unemployment insurance benefits, or employee benefits of any kind. The Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, and agrees this contract will not be assigned or sublet without the prior written consent of the City. XVI. The Contractor shall defend, indemnify and hold harmless the City and its officers, agents and employees from and against all damages, injuries (including death), claims, property damages (including loss of use), losses demands, suits, judgments and costs, including reasonable attorney's fees and expenses, in any way arising out or of or resulting from the performance of this Contract or caused by the negligent or intentional act or omission of the Contractor, its officers, agents, employees, subcontractors or invitees. As a condition to the foregoing indemnity obligation, City shall provide Contractor with prompt notice of any claim for which indemnification shall be sought hereunder and shall cooperate in all reasonable respects with Contractor in connection with any such claim. Contractor shall be entitled to control the handling of any such claim, with full disclosure of any and all claims, and actions taken thereunder, to the City; and Contractor shall be entitled to defend or settle any such claim, in its sole discretion, with counsel of its own choosing. 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. XVII. This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 XVIII. The City shall have the right to audit and make copies of the books, records and computations pertaining to this agreement. The Contractor shall retain such books, records, documents and other evidence pertaining to this agreement during the contract period and five years thereafter, except if an audit is in progress or audit findings are yet unresolved, in which case records shall be kept until all audit tasks are completed and resolved. These books, records, documents and other evidence shall be available, within 10 business days of written request. Further, the Contractor shall also require all Subcontractors, material suppliers, and other payees to retain all books, records, documents and other evidence pertaining to this agreement, and to allow the City similar access to those documents. All books and records will be made available within a 50 mile radius of the City of Denton. The cost of the audit will be borne by the City unless the audit reveals an overpayment of 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 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. XIX. 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. M All legal notices and communications required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the addresses shown below, certified mail, return receipt requested, unless otherwise specified herein: To Contractor: TexasCityServices, LLC Kyle Kasner Managing Member PO Box 110998 Carrollton, TX 75011 To CITY: City of Denton George C. Campbell City Manager 215 E. McKinney Street Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days after the date of mailing. XXI. The Contractor shall not assign any of or rights under this Agreement, or delegate the performance of any of his duties hereunder, without the prior written consent of the City. This DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. V*114I � In performing the services required hereunder, Contractor shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. Contractor agrees that in connection with the services to be provided to City hereunder that it will comply with all applicable laws and regulations regarding employment discrimination applicable to Contractor. V*114I I � All services required hereunder will be performed by Contractor. All personnel engaged in work shall have the necessary skills and experience, and shall be authorized and permitted under state and local laws to perform such services. Contractor shall inform the City of any conflict of interest that may be discovered or arise during the term of this Agreement. Contractor shall complete and submit Exhibit B. XXIV. No waiver or modification of this Agreement or of any covenant, condition or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, unless such waiver or modification is in writing, duly executed; and, the parties further agree that the provisions of this section will not be waived unless as herein set forth. No amendment of this Agreement shall be valid unless in writing and signed by both parties. XXV. Notwithstanding any other provision in this Agreement, Contractor shall not be liable or held responsible for any failure to perform or delays in performing its obligations under this Agreement, which result from circumstances or causes beyond Contractor's reasonable control, including, without limitation, acts or omissions or the failure to cooperate pursuant to this Agreement by City (including, without limitation, entities or individuals under its control, or any of their respective officers, directors, employees, other personnel and agents), fire or casualty, act of God, strike or labor disputes, war or other violence, or any law, order or requirement of any governmental agency or authority. V/. ATA A. The following Exhibits are attached to, incorporated herewith by reference, and made a part of this Agreement: Exhibit A: Scope of Services Exhibit B: Conflict of Interest Form DocuSign Envelope ID: 468681F4- 8155- 47F6- BF61- AO731A71EDF5 EXHIBIT 3 B. Contractor shall commence, carry on, and complete any and all contract assignments with all applicable dispatch, in a sound, economical, and efficient manner and in accordance with the provisions hereof In accomplishing the assignments, Contractor shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the City. C. The City shall assist the Contractor by placing at the Contractor's disposal all available information pertinent to the contract assignment, including previous reports, any other data relative to the contract assignment, and arranging for the access thereto, and make all provisions for the Contractor to enter in or upon public and private property as required for the Contractor to perform services under this Agreement. D. 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. XXVII. If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. IN WITNESS HEREOF, City and Contractor have hereby executed this Agreement; the City acting by and through its duly- authorized Agent; and the Contractor acting by and through its duly- authorized, undersigned officer, on this day ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: I� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 56,ocu Signed D by: BY: 821996C2A28439... CONTRACTOR ty, DoocuSigned by: By. � 4Sln,t,V' A 8 1 4DC... CITY OF DENTON, TEXAS GEORGE C. CAMPBELL, CITY MANAGER Date: DocuSign Envelope ID: 468681F4- B155- 47F6- BF61- A0731A71EDF5 EXHIBIT 3 EXHIBIT A I. SCOPE OF SERVICES The Contractor shall to the best of its ability and skill, perform a review of businesses operating within the City's boundaries to confirm proper sales /use tax collecting /reporting /remittances to the Texas Comptroller of Public Accounts ( "Texas Comptroller "). Businesses found to be non - compliant ( "Suspect Businesses ") will be provided to the City within a "Recovery Plan" where the Suspect Business(es) will be identified, the periods where additional tax monies are likely due the City, and the steps necessary to secure the monies are outlined. The Contractor will not execute the Recovery Plan steps until City approval has been granted in writing. The Recovery Plan will outline how the Contractor intends to 1) encourage voluntary correct past and prospective reporting with the Texas Comptroller by the Suspect Business(es); or, if the business refuses to voluntarily comply, 2) how the Contractor will prepare for City filing, and represent the City's interests to the Texas Comptroller in seeking for the Texas Comptroller to correct the Suspect Businesses' past /prospective reporting. Services offered by the Contractor to induce voluntary compliance by Suspect Businesses include: research/consultation concerning businesses' facts and Texas tax law; preparation for City and /or Suspect Businesses submission of private letter rulings of the Comptroller seeking proper tax law application; consultations between legal advisors concerning pertinent tax law to facts /circumstances; and /or preparation for Suspect Businesses' submission amended/corrected past /prospective sales /use tax returns. Additionally, the Contractor is authorized under the terms and conditions described below to offer limited incentives to Suspect Businesses to gain past /prospective compliance. Any incentives discussed with Suspect Businesses by the Contractor will only be with the City's full understanding and consent, and with the Contractor's recommendation that an incentive be considered by the City. The periods included in this review are all periods open under state's statute of limitations or four years, whichever is greater. This review does not result in any opinion, attestation, or other form of assurance with respect to the City's transactional tax reporting or any other financial reporting functions of the City. The procedures employed by this review do not constitute an examination or a review per Generally Accepted Auditing Standards. Neither does this review constitute a review of internal controls over any City's financial reporting function. The review is not limited nor directed towards the discovery of fraud, illegal acts, or material exceptions. The Contractor is not a public accounting firm. DocuSign Envelope ID: 468681F4- B155- 47F6- BF61- A0731A71EDF5 EXHIBIT 3 II. BUSINESS INCENTIVES The City agrees that any /all business local sales /use tax "incremental liabilities" that may result as the businesses become compliant with Texas tax law may be waived upon recommendation of the Contractor and approved by the City Council. If the liabilities cannot be waived, then the City may agree to reimburse the business(es) for the incremental liabilities if approved by the City Council. Additionally, the City may consider alternative or additional business incentives if the incentive is deemed cost effective and in the best interest of the City. Incremental liabilities are only those tax liabilities representing the difference of aggregate local tax rate (2 %) within the City's boundaries and the actual amount of local tax collected and remitted by the Suspect Business(es), an amount less than 2% aggregate local tax rate. The Firm will provide any information, documentation and support to the City necessary to allow the City to quantify the cost vs. the benefit of providing the business(es) incentive necessary to gain Texas tax compliance. DocuSign Envelope ID: 468681F4- BI55- 47F6- BF61- AO73IA71EDF5 EXHIBIT 3 EXHIBIT B CONFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other person doing business with local governmental entity This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. This questionnaire is being filed in accordance with Chapter 176, Local Government Code, by a vendor who has a business relationship as defined by Section 176.001(1 -a) with a local governmental entity and the vendor 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 vendor becomes aware of facts that require the statement to be filed. See Section 176.006(a -1), Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006, Local Government Code. An offense under this section is a misdemeanor. I Name of vendor who has a business relationship with local governmental entity. 2 El 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' business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) 3 1 Name of local government officer about whom the information in this section is being disclosed. Name of Officer This section, (item 3 including subparts A, B, C & D), must be completed for each officer with whom the vendor 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 vendor? E-1 Yes No B. Is the vendor 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 E-1 No C. Is the tiler 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 one percent or more? 71 71 Yes No D. Describe each employment or business and family relationship with the local government officer named in this section. 4 ❑I have no Conflict of Interest to disclose. 5 Docusigned ay: 12/3/2015 54.S. Signa �4QAWWMFig business with the governmental entity Date City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1270, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving a three (3) year support service contract for Microsoft Premier Support Services for the City of Denton, which is available from only one source and in accordance with Chapter 252.022 of the Texas Local Government Code such purchases are exempt from the requirements of competitive bidding; and providing an effective date (File 5737- awarded to Microsoft Corporation in the three (3) year not -to- exceed amount of $208,000). FILE INFORMATION Microsoft software and services provide a foundation for the majority of the City of Denton's business processes. Microsoft software supplies critical business functions such as email, Office 365 services, and the data for most of the City applications; therefore providing employees the tools to create presentations, official documents, and complex financial computations. Microsoft's products and services also provide mission - critical support for the City of Denton. In December 2014, the City of Denton Technology Services Department entered into a one (1) year Microsoft Premiere Support Service Plan (Plan) in the amount of $39,890. During the first year, it was proven that the Plan offers a valuable service to the City. The premiere support services include subject matter engineers who assist in solving critical issues. The City receives accelerated and dedicated support with immediate escalation for urgent issues. The Microsoft Premiere Support Service Plan provides proactive services that can assist with planning rollouts such as Office 365 and provides "health" checks to remediate problem areas within systems. These proactive services assist with minimizing risks, minimizing downtime, and also reduce support costs by taking preventive measures. After reviewing the services provided and additional support hours needed during the first year of the Plan, Technology Services staff recommends upgrading to a higher level tier for the new three (3) year support service contract. This higher level tier will provide a greater number of support hours and a local area Technology Account Manager (TAM), who will provide support and guidance to the City of Denton. The TAM provides a dedicated staff person for the City of Denton to assist in identifying the correct resources for new and existing projects. It is critical to maintain the support for Microsoft software in order to provide a high level of service to City departments, residents, and businesses in the City of Denton. City of Denton Page 1 of 3 Printed on 12/10/2015 File #: ID 15 -1270, Version: 1 An estimate for three (3) year Premiere Support Services Plan which will begin December 31, 2015, is shown below. The estimate includes a five (5) percent increase per year after the initial year. An estimate for additional support hours has also been included as a contingency line item. The pricing reflects the Texas Department of Information Resources (DIR) Contract 4 DIR -SDD -1927 negotiated fixed fees for the various services covered under the Premiere Support Services Plan. Project Description Estimated 3 -Year Expenditure Premiere Support Year 1 $62,920 Premiere Support Year 2 $66,066 Premiere Support Year 3 $69,369 5% contingency for additional support hours $9,645 Total $208,000 The Microsoft Premiere Support Services Plan is only available from one source - Microsoft Corporation (Exhibit 2). Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, do not require a competitive procurement process. RECOMMENDATION Approve the purchase of Microsoft Premiere Support Services from Microsoft Corporation in the amount of $208,000. This includes a contingency amount of $9,645 to add support hours to the contract for additional issues that may develop within the three (3) year contract period. PRINCIPAL PLACE OF BUSINESS Microsoft Corporation Redmond, WA ESTIMATED SCHEDULE 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. The first annual payment for the Microsoft Premiere Support Services is due on December 31, 2015. Contract expenditures will be invoiced annually during the three (3) year contract period. FISCAL INFORMATION Funding for this item will be budgeted in Technology Services Fund account 830400.6504. EXHIBITS Exhibit l: Service Description Schedule Fees City of Denton Page 2 of 3 Printed on 12/10/2015 File #: ID 15 -1270, Version: 1 Exhibit 2: Sole Source Letter Exhibit 3: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Melissa Kraft at 349 -8595. City of Denton Page 3 of 3 Printed on 12/10/2015 EXHIBIT 1 Microsoft Premier Support Services Description Schedule: Fee and Named Contacts Texas DIR website (Contract# DIR -SDD -1927) http: / /www2.dir. state.tx.us /ict/ contracts /Pages /Detaiis.aspx ?dir contract number= DIR -SDD -1927 (Microsoft Affiliate to complete) 001433152 Premier Support Services Description Number (Microsoft Affiliate to complete) REN_U5280210 Schedule Number Customer Name: City of Denton This Schedule is made pursuant to the Microsoft Premier Support Services Description identified above (the "Services Description "). The terms of the Services Description and applicable Exhibits are incorporated herein by this reference and by accepting Our performance of Services under this Schedule You agree to be bound by these terms. Any terms not otherwise defined herein will assume the meanings set forth in the Agreement and the Services Description. Regardless of any terms and conditions contained in any purchase order, the terms of this Schedule apply. y signing below the parties acknowledge and agree to be Name of Customer (please print) City of Denton bound to the terms of the Services Description. Microsoft .- Name Microsoft Corporation Signature Signature Name of person signing (please print) Name of person signing (please print) Title of person signing (please print) Title of person signing (please print) Date Date This Schedule will commence on 12/31/2015 (the "Commencement Date ") and will expire on 12/30/2018 (the "Expiration Date "). 1. PREMIER SUPPORT SERVICES AND FEES. The quantities listed in the table below represent the amount of Services that You have pre - purchased for use during the term of this Schedule and applicable fees. a. Fee Summary Services Summary Year 1 Price (US$) Year 2 Price (US$) Year 3 Price (US$) Total Price (US$) Country: United States $62,920 $66,066* $69,369 ** Total Amount Due $62,920 $66,066* 1 $69,369 ** $198,355 * The 5% increase (over Year 1) has been factored into the pricing for Year 2 for budgeting purposes only. You will be billed the prevailing (i.e. then current) price (as of the Commencement Date of Year 2), or the amount shown above, whichever is lower. PremierFNCSv7 .5(NA)(US)(English)TX MSA Oct2012 Page 1 of 3 EXHIBIT 1 ** The 5% increase (over Year 2) has been factored into the pricing for Year 3 for budgeting purposes only. You will be billed the prevailing (i.e. then current) price (as of the Commencement Date of Year 3), or the amount shown above, whichever is lower. b. Services by Support Location Both Customer and Microsoft understand that there may be travel requirements for performing services under this Services Description. For any travel expenses that may arise in connection with this SD, Customer agrees that any travel and other expenses incurred by Microsoft may be decremented from the Support Assistance hours. Country: United States (Premier Standard 0) Year 1 (12/31/2015- 12/30/2016) • Support Account Management (estimated at 120) • Up to 40 hours for Support Assistance* • Up to 120 hours for Problem Resolution Support • Unlimited Access to Premier Online Services Country: United States (Premier Standard 0) Year 2 (12/31/2016- 12/30/2017) Renewal Option • Support Account Management (estimated at 120) • Up to 40 hours for Support Assistance* • Up to 120 hours for Problem Resolution Support • Unlimited Access to Premier Online Services Country: United States (Premier Standard 0) Year 3 (12/31/2017- 12/30/2018) Renewal Option • Support Account Management (estimated at 120) • Up to 40 hours for Support Assistance* • Up to 120 hours for Problem Resolution Support • Unlimited Access to Premier Online Services * All registration requirements for Workshops and Events must be completed by You no later than 60 days prior to the expiration date of this Fee and Named Contacts Schedule(s). PremierFNCSv7 .5(NA)(US)(English)TX MSA Oct2012 Page 2 of 3 EXHIBIT 1 2. MICROSOFT CONTACT Microsoft Contact: Contact for questions and notices about this Schedule and the Services Description: Microsoft Contact Name: Adriana Physco Address: Microsoft Corporation (Attn: Adriana Physco) v-adl2hys@microsoft.com Phone: 800-285-9915 Fax:425- 708 -0012 3. CUSTOMER NAMED CONTACTS Existing contacts will be carried forward from the previous Term. PremierFNCSv7 .5(NA)(US)(English)TX MSA Oct2012 Page 3 of 3 DocuSign Envelope ID: 1CD3E3CD- 9482- 495F- A6C8- 09CO60BFFDFO EXHIBIT 2 semoces November 23, 2015 City of Denton 601 E. Hickory, Suite A Denton, TX 76205 ATTN: Mr. Paul Desjardins Re: Microsoft Premier Support Service Dear Mr. Desjardins, Microsoft is pleased to provide the following information regarding its Premier services offering(s) to assist the City of Denton in making a determination relative to a sole source justification. "Premier" is Microsoft's primary enterprise -level product support offering. Microsoft Premier Support Services, as an integrated offering, is performed only by Microsoft Corporation or its affiliates (including full time employees and contingent staff under Microsoft's direction), even in those circumstances where it is sold through a reseller. Premier support services provided by Microsoft offer: Direct and unique access to the various Microsoft product teams, software developers and source code for current and future products enabling (a) specialized insight into the architecture of current solutions that can facilitate smooth migrations to existing and future unreleased products /versions; (b) quick and comprehensive resolution of product support, trouble- shooting and hot -fix type issues; and (c) immediate and focused technology feedback link between our customers and the product development teams to help shape the direction, features and functionality of future products; Specialized training of Microsoft personnel from Microsoft product development teams on how enterprise customers can best plan for, deploy, manage and maximize productivity of existing and future Microsoft products; Support Account Management from an assigned Microsoft Technical Account Manager (TAM), which helps to build and maintain relationships with your management and service delivery staff and helps you arrange each element of the Premier Support to meet your business requirements, including escalation management to other resources within Microsoft to expedite problem resolution; Microsoft Corporation . One Microsoft Way . Redmond, WA 98052 . Phone (425) 704 -5768 . Fax (425) 936 -7329 DocuSign Envelope ID: 1CD3E3CD- 9482- 495F- A6C8- 09C060BFFDFO EXHIBIT 2 semoces Premier Specialized Workshops which help you prevent problems, increase system availability and assist with creating products and solutions based on Microsoft technologies, including instructor led training sessions that emphasize Microsoft technologies at your facility or on location at Microsoft and deep technical development presentations with hands -on labs to facilitate your implementation of Microsoft technologies; Premier Problem Resolution Support provides assistance for problems with specific symptoms encountered while using Microsoft products, where there is a reasonable expectation that the problem is caused by Microsoft products. Problem Resolution Support is available 24 hours a day, 7 days a week and request for support may be submitted via telephone or electronically through the Premier online website; Premier Support Assistance provides short -term advice and guidance for problems not covered with Problem Resolution Service as well as requests for consultative assistance for design, development and deployment issues; including infrastructure support, supportability reviews, application development and access to lab facility to assist with product development, testing and migration activities; and Information Services provide your staff with the latest knowledge on Microsoft technologies to enhance your in -house support capabilities. a. Premier online website. The Premier online website provides access to the following information resources at no additional charge: • Regularly updated product news flashes documenting key support and operational information about Microsoft products. • Critical problem alerts notifying you of potentially high - impact problems. • Web response tool for submitting and checking the status of support incidents. • Microsoft knowledge base of technical articles and troubleshooting tools and guides. Should you have any questions concerning this letter, please do not hesitate to contact Andriana Physco at (512) 784 -5739. Sincerely, P DacuSigned by: + �rot�t.tiirD �QAwia. By: Chi.. .21. 4d�9F577F4E�9... ,,.,..a1f of- David �... ., .. David T. Gallagher Director of Contracts U.S. Public Sector Services Microsoft Corporation . One Microsoft Way . Redmond, WA 98052 . Phone (425) 704 -5768 . Fax (425) 936 -7329 EXHIBIT 3 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING A THREE (3) YEAR SUPPORT SERVICE CONTRACT FOR MICROSOFT PREMIER SUPPORT SERVICES FOR THE CITY OF DENTON, WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH PURCHASES ARE EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5737- AWARDED TO MICROSOFT CORPORATION IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $208,000). WHEREAS, Section 252.022 of the Local Government Code provides that procurement of items that are only available from one source, including; items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 5737 Microsoft Corporation $208,000 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. EXHIBIT 3 SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 5737 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. 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 15 -1272, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Solid Waste & Recycling CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider approval of a resolution of the City Council of the City of Denton, Texas authorizing the filing of a project application with the North Central Texas Council of Governments for a Regional Household Hazardous Waste Grant, Regional Collaborative Project, source reduction and recycling; delegating and authorizing George C. Campbell, City Manager, or his designate, to act on behalf of the City in all other matters that are related to this project application, pledging that if funding for this project is received, the City of Denton, Texas will comply with all project requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas, and providing for an effective date. BACKGROUND Through grant funding from the State of Texas, the North Central Texas Council of Governments ( NCTCOG) is the administrator of the funds collected from the statewide fee paid to the Texas Commission on Environmental Quality (TCEQ) on solid waste disposal. Project funds are designated for joint and local solid waste projects. Approximately $1.3 million of reimbursable project funding is available for implementation projects in the current FY 2016 -17 planning cycle. PROJECT DESCRIPTION The grant request is to provide support funding, requesting $195,000, to provide Regional Household Hazardous Waste (HHW) processing services within Denton County and the northern Dallas / Ft. Worth area at Denton's Regional Household Hazardous Waste Facility, which is scheduled for construction during calendar year 2016. The Regional Household Hazardous Waste Facility was recommended by the City Council during the FY 2015 - 2016 budgeting process and is budgeted as a 2016 Solid Waste & Recycling Capital Improvement Project. The bonds for the construction of the Regional Facility are planned for sale during the spring of 2016 as recommended by the Finance Department. Currently staff has received four signed Letters of Intent from cities within Denton County stating their desire to utilize and participate in the Regional HHW Processing Facility upon its completion - Sanger, Oak Point, Hickory Creek, and Justin. Staff expects to have other cities participating in this program, as many cities have requested to participate in Denton's HHW program for several years. Staff has had to decline participation requests to utilize Denton's HHW Processing Facility until Denton could construct a Regional Facility capable of servicing the expanded volumes of materials expected. The requested NCTCOG Solid Waste grant funding of $195,000 will be utilized to: City of Denton Page 1 of 3 Printed on 12/10/2015 File #: ID 15 -1272, Version: 1 • purchase HHW materials tracking software • provide for development and printing of marketing and education materials • purchase of shipping and transport materials and containers • funding of treatment and disposal costs • purchase of equipment for the facility The Regional HHW Facility is designed to have two drop -off lanes for customers to drive through the facility and drop off their HHW materials for processing. The various cities participating in the regional facility will assist in funding their proportionate share of the Solid Waste & Recycling Department's operating costs based upon their level of participation. The City of Denton Solid Waste & Recycling Department plans to fund all non -grant funded costs for construction, furnishings, equipment, and operations of the Regional HHW processing facility. OPTIONS The City Council may or may not recommend approval of the resolution officially authorizing the filing of a grant application with the NCTCOG for a Regional Grant supporting Denton's Regional Household Hazardous Waste Facility. RECOMMENDATION Staff recommends the City Council recommend the resolution supporting the project application requesting $195,000 in grant funding from the NCTCOG Regional Grant Program for support of Denton's Regional Household Hazardous Waste Facility. ESTIMATED SCHEDULE OF PROJECT NCTCOG 2016 -2017 Grant Schedule: January 15, 2016 - Project application due to NCTCOG by close of business. January 15, 2016 - City Council resolution due to the NCTCOG by close of business. January 26, 27, 2016 - Projects evaluation and selection February 4, 2016 - Awarded projects announced at Resource Conservation Council Meeting February 25, 2016 - NCTCOG executive board approval of recommendations. March 2016 - Awardees to receive and execute agreements. April 2016 - June 30, 2017 - Project Implementation June 30, 2017 - All expenditure and project activities complete. FISCAL INFORMATION Grant reimbursement funding is requested in the amount of $195,000 for funding to support Denton's Regional Household Hazardous Waste Facility, planned for construction during 2016. Upon submittal of the appropriate purchase documentation to the NCTCOG, the NCTCOG will reimburse the Solid Waste & Recycling Department funding of $195,000. The budget for the Regional HHW Facility in the Capital Improvement Program is $1,800,000. EXHIBITS 1. Regional HHW Grant Resolution Respectfully submitted: City of Denton Page 2 of 3 Printed on 12/10/2015 File #: ID 15 -1272, Version: 1 A. Vance Kemler, General Manager, Solid Waste Prepared by, S. Lebsack Development & Administrative Manager Solid Waste & Recycling Services City of Denton Page 3 of 3 Printed on 12/10/2015 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS AUTHORIZING THE FILING BY THE CITY MANAGER OF HIS DESIGNEE, OF A PROJECT APPLICATION FOR GRANT WITH THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS FOR A REGIONAL SOLID WASTE PROGRAM — HOME CHEMICAL COLLECTION DROP -OFF SITE, RECYCLING AND LITTER REDUCTION EQUIPMENT PROJECT IN THE AMOUNT OF $195,000; DELEGATING AND AUTHORIZING GEORGE C. CAMPBELL, CITY MANAGER, OR HIS DESIGNEE, TO ACT ON BEHALF OF THE CITY IN ALL OTHER MATTERS THAT ARE RELATED TO THIS PROJECT APPLICATION, PLEDGING THAT PROVIDED FUNDING FOR THIS PROJECT IS RECEIVED, THE CITY OF DENTON WILL COMPLY WITH ALL PROJECT REQUIREMENTS OF THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS, THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY, AND THE STATE OF TEXAS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the North Central Council of Governments ( "NCTCOG ") has been directed by the Texas Commission on Environmental Quality ( "TCEQ ") to administer funds collected by the TCEQ for the statewide solid waste disposal fee, for joint and local solid waste projects for the implementation of the NCTCOG adopted goal "Time to Recycle;" and WHEREAS, the City of Denton, Texas is qualified to apply for project funds under the State "FY 2016 -2017 Request for Applications "; and WHEREAS, the grant is proposed to provide $195,000 in funding to the City for the purposes of. (1) to reduce waste, ensure materials are reused and recycled whenever possible, to reduce illegal dumping, and safely handle remaining waste at its permitted facility; (2) to support education and training; (3) to promote creation and expansion of waste management programs; (4) to measure regional waste reduction efforts; (5) to support and encourage innovative technologies for other forms of waste; and (6) to promote public and private partnerships; and WHEREAS, the City Council of the City of Denton has expressed their support and interest regarding the above - referenced solid waste project; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The City Council of the City of Denton, Texas hereby designates, delegates and authorizes George C. Campbell, City Manager, of the City of Denton, Texas, or his designee to complete the application and send in the application to request project funding under the North Central Texas Council of Governments "Request for Applications" for the implementation of the "Regional Solid Waste Program — Home Chemical Collection Drop -Off Site, Recycling and Litter Reduction Equipment Project;" and the City Council hereby empowers and authorizes George C. Campbell, City Manager, or his designee, to act on the behalf of the City in any and all matters, other than the completion and sending in of the project application, that are related to the project application, and any subsequent project contract(s) that may result therefrom. 1 SECTION 2. Should the project be funded, then the City of Denton, Texas shall comply with the requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas. SECTION 3. The project funds and any project- funded equipment and facilities will be used solely for the purposes for which they are intended under the Project. SECTION 4. The activities of the City shall comply with and support the adopted local and regional solid waste management plans adopted for the geographical area in which the activities are performed. SECTION 5. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. ATTEST: JENNIFER WALTERS, CITY SECRETARY ma APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ME 2 CHRIS WATTS, MAYOR City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1277, Version: 1 Agenda Information Sheet DEPARTMENT: Solid Waste & Recycling CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider approval of two resolutions of the City Council of the City of Denton, Texas authorizing the filing of a project application with the North Central Texas Council of Governments for a Regional Solid Waste Program - Local Government Project, source reduction and recycling; delegating and authorizing George C. Campbell, City Manager, or his designate, to act on behalf of the City in all other matters that are related to this project application, pledging that if funding for this project is received, the City of Denton, Texas will comply with all project requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas, and providing for an effective date. BACKGROUND Through grant funding from the State of Texas, the North Central Texas Council of Governments (NCTCOG) is the administrator of the funds collected from the statewide fee paid to the Texas Commission on Environmental Quality (TCEQ) on solid waste disposal. Project funds are designated for joint and local solid waste projects. Approximately $1.3 million of reimbursable project funding is available for implementation projects in the current FY 2016 -17 planning cycle. PROJECT DESCRIPTION The grant request is to provide partial funding to purchase a mobile slow -speed shredder and a mobile high speed grinder which will enable the Solid Waste & Recycling Department to achieve greater efficiencies and materials reduction in processing mattresses, various bulky items, yard trimmings and C &D materials. The shredder and grinder are important pieces of processing equipment that will be utilized in both daily landfill mining and Building Material Recovery (BMR) operations to process and recover resources to meet state and local recycling and waste diversion goals. The shredder will separate recyclable materials in mattresses and various bulky items to facilitate their recovery. These materials include interior metal springs, cotton fibers and wood. The metal will be recycled through the local commodity market, cotton fibers will be used for bio- reactor feedstock, and the wood will be further processed with the high speed grinder to a 4" minus material to be used for compost or fuel feedstock. The high speed grinder will process yard trimmings and various C &D material that are collected during the BMR and mining operations. This processed material will be used in various applications such as erosion control materials, mulch product production for retail and wholesale marketing and feedstock for the composting operation. Both pieces of equipment will allow staff to increase the facility's recycling rate and divert mattresses, various bulky items, yard trimmings and C &D materials from being buried in the landfill. City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1277, Version: 1 The City of Denton Solid Waste & Recycling Department will fund the non -grant funded portion of the costs to purchase and deliver the shredder and Grinder using Solid Waste & Recycling bonds. OPTIONS The City Council may or may not recommend approval of the resolution officially authorizing the filing of the source reduction and recycling equipment project application with the NCTCOG for a grant supporting the Regional Solid Waste management Plan. RECOMMENDATION Staff recommends approval of the resolution for funding through the NCTCOG Regional Solid Waste Management Plan grant program. ESTIMATED SCHEDULE OF PROJECT NCTCOG 2016 -2017 Grant Schedule: January 15, 2016 - Project application due to NCTCOG by close of business. January 15, 2016 - City Council resolution due to the NCTCOG by close of business. February 4, 2016- Project award announcement at the Resource Conservation Council Meeting. February 25, 2016- NCTCOG executive board approval recommendations. March 2016- Awardee to receive and execute agreements. April 2016 -June 30, 2017- Project Implementation June 30, 2017- All expenditure and project activities complete. FISCAL INFORMATION Grant reimbursement funding is requested in the amount of $150,000 for the slow speed shredder and $50,000 for the high speed grinder. Both pieces of equipment will be purchased using FY 2016 -17 Solid Waste bonds. Upon submittal of the appropriate purchase documentation to the NCTCOG, the NCTCOG will reimburse the Solid Waste Department in the following amounts. Projected purchase price of mobile slow speed shredder- $500,000 NCTCOG grant funding requested - $150,000 Projected purchase price of high speed grinder- $500,000 NCTCOG grant funding requested - $50,000 EXHIBITS 1. Low Speed Shredder Resolution 2. High Speed Grinder Resolution Respectfully submitted: A. Vance Kemler, General Manager, Solid Waste Prepared by, Nicholas Vincent Processing & CIP Manager Respectfully submitted: City of Denton Page 2 of 2 Printed on 12/10/2015 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS AUTHORIZING THE FILING BY THE CITY MANAGER OF HIS DESIGNEE, OF A PROJECT APPLICATION FOR GRANT ENTITLED "REGIONAL SOLID WASTE PROGRAM — LOCAL GOVERNMENT PROJECT — SOURCE REDUCTION AND RECYCLING PROJECT" FOR SOLID WASTE EQUIPMENT KNOWN AS A SLOW -SPEED SHREDDER IN THE AMOUNT OF $150,000; DELEGATING AND AUTHORIZING GEORGE C. CAMPBELL, CITY MANAGER, OR HIS DESIGNEE, TO ACT ON BEHALF OF THE CITY IN ALL OTHER MATTERS THAT ARE RELATED TO THIS PROJECT APPLICATION, PLEDGING THAT PROVIDED FUNDING FOR THIS PROJECT IS RECEIVED, THE CITY OF DENTON WILL COMPLY WITH ALL PROJECT REQUIREMENTS OF THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS, THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY, AND THE STATE OF TEXAS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the North Central Council of Governments ( "NCTCOG ") has been directed by the Texas Commission on Environmental Quality ( "TCEQ ") to administer funds collected by the TCEQ for the statewide solid waste disposal fee, for joint and local solid waste projects for the implementation of the NCTCOG adopted goal "Time to Recycle;" and WHEREAS, the City of Denton, Texas is qualified to apply for project funds under the State "FY 2016 -2017 Request for Applications "; and WHEREAS, the grant is proposed to provide $150,000 in funding to the City for the purposes of it acquiring a "slow speed shredder" for its use respecting the City's source reduction and recycling operations to increase operational efficiency; and WHEREAS, the City Council of the City of Denton has expressed their support and interest regarding the above - referenced solid waste project; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The City Council of the City of Denton, Texas hereby designates, delegates and authorizes George C. Campbell, City Manager, of the City of Denton, Texas, or his designee to complete the application and send in the application to request project funding under the North Central Texas Council of Governments "Request for Applications" for the implementation of the "Regional Solid Waste Program — Local Government Project — Source Reduction and Recycling Project;" and the City Council hereby empowers and authorizes George C. Campbell, City Manager, or his designee, to act on the behalf of the City in any and all matters, other than the completion and sending in of the project application, that are related to the project application, and any subsequent project contract(s) that may result therefrom. SECTION 2. Should the project be funded, then the City of Denton, Texas shall comply with the requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas. 1 SECTION 3. The project funds and any project- funded equipment and facilities will be used solely for the purposes for which they are intended under the Project. SECTION 4. The activities of the City shall comply with and support the adopted local and regional solid waste management plans adopted for the geographical area in which the activities are performed. SECTION 5. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Pi CHRIS WATTS, MAYOR RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS AUTHORIZING THE FILING BY THE CITY MANAGER OF HIS DESIGNEE, OF A PROJECT APPLICATION FOR GRANT ENTITLED "REGIONAL SOLID WASTE PROGRAM — LOCAL GOVERNMENT PROJECT — SOURCE REDUCTION AND RECYCLING PROJECT" FOR SOLID WASTE EQUIPMENT KNOWN AS A HIGH -SPEED GRINDER IN THE AMOUNT OF $50,000; DELEGATING AND AUTHORIZING GEORGE C. CAMPBELL, CITY MANAGER, OR HIS DESIGNEE, TO ACT ON BEHALF OF THE CITY IN ALL OTHER MATTERS THAT ARE RELATED TO THIS PROJECT APPLICATION, PLEDGING THAT PROVIDED FUNDING FOR THIS PROJECT IS RECEIVED, THE CITY OF DENTON WILL COMPLY WITH ALL PROJECT REQUIREMENTS OF THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENTS, THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY, AND THE STATE OF TEXAS; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the North Central Council of Governments ( "NCTCOG ") has been directed by the Texas Commission on Environmental Quality ( "TCEQ ") to administer funds collected by the TCEQ for the statewide solid waste disposal fee, for joint and local solid waste projects for the implementation of the NCTCOG adopted goal "Time to Recycle;" and WHEREAS, the City of Denton, Texas is qualified to apply for project funds under the State "FY 2016 -2017 Request for Applications "; and WHEREAS, the grant is proposed to provide $50,000 in funding to the City for the purposes of it acquiring a "high -speed grinder" for its use respecting the City's source reduction and recycling operations to increase operational efficiency; and WHEREAS, the City Council of the City of Denton has expressed their support and interest regarding the above - referenced solid waste project; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The City Council of the City of Denton, Texas hereby designates, delegates and authorizes George C. Campbell, City Manager, of the City of Denton, Texas, or his designee to complete the application and send in the application to request project funding under the North Central Texas Council of Governments "Request for Applications" for the implementation of the "Regional Solid Waste Program — Local Government Project — Source Reduction and Recycling Project;" and the City Council hereby empowers and authorizes George C. Campbell, City Manager, or his designee, to act on the behalf of the City in any and all matters, other than the completion and sending in of the project application, that are related to the project application, and any subsequent project contract(s) that may result therefrom. SECTION 2. Should the project be funded, then the City of Denton, Texas shall comply with the requirements of the North Central Texas Council of Governments, the Texas Commission on Environmental Quality, and the State of Texas. 1 SECTION 3. The project funds and any project- funded equipment and facilities will be used solely for the purposes for which they are intended under the Project. SECTION 4. The activities of the City shall comply with and support the adopted local and regional solid waste management plans adopted for the geographical area in which the activities are performed. SECTION 5. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Pi CHRIS WATTS, MAYOR City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1280, Version: 1 DEPARTMENT: CM/ ACM: DATE: Agenda Information Sheet Transportation John Cabrales, Jr. December 15, 2015 SUBJECT Consider approval of a resolution of the City of Denton, Texas affirming its desire to remove FM 426 (McKinney Street) off the Texas Department of Transportation roadway system, directing staff to submit official correspondence to TxDOT regarding this desire; and providing an effective date. The Mobility Committee recommends approval (3 -0). BACKGROUND On November 17, 2015, the Denton City Council approved Resolution 2015 -04 affirming support of FM 426 Project as a valid mobility plan for the community. This resolution was facilitated as part of an official request by the North Central Council of Governments, Regional Transportation Council's (RTC) recent implementation of the RTC Project Milestone Policy. The intent of the policy is to expedite regional transportation projects by examining projects funded 10 or more years ago and that have not been advanced to the construction phase. The policy will remove low - priority projects from the Transportation Improvement (TIP) /Statewide Transportation Improvement Program (STIP) development process as part of the 2017 -2020 development cycle thereby providing additional funding capacity for higher - priority projects that are ready to proceed to implementation. Farm to Market Road (FM) 426 Project (McKinney Street) has been placed on the RTC Milestone Project List. FM 426 is currently a TxDOT project designed to widen the current two lane facility to a four lane divided urban highway from approximately Woodrow Lane to Grissom Road just east of Billy Ryan High School. The City of Denton (City) has submitted a formal request to TxDOT to consider expanding the project scope, extending it further east to Trinity Road and facilitating the project in two phases. The City suggested that Phase I, Loop 288 to Trinity Road, be initiated first to address pedestrian safety, improve peak hour traffic constraints, and tie -into proposed near -term mobility enhancements to Mayhill. As part of the negotiations with TxDOT on this aforementioned request, the Dallas District Engineer recommended that the City take ownership of the TxDOT roadway. Removal of this project may result in rapid advancement, roadway development with local design standards, local environmental process, and a locally managed project schedule. It should be noted that the removal of this on- system project will result in increased local financial responsibilities as out -year operational and maintenance costs will no longer be covered by the State. OPTIONS City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1280, Version: 1 1. Approve the resolution and direct staff to officially request TxDOT to remove FM 426 from the TxDOT system. 2. Provide staff additional direction on facilitating the FM 426 roadway improvement project. 3. Do not approve the resolution and request that TxDOT maintain ownership and project management of the FM 426 roadway improvement project. RECOMMENDATION Staff recommends Option 1 based on Council's direction to expedite project enhancements on this roadway. ESTIMATED SCHEDULE OF PROJECT Should the City Council approve the proposed resolution, staff will submit an official request to the TxDOT Denton Area Engineer by December 18, 2015. The process is expected to take approximately six months to remove FM 426 from the TxDOT roadway system. TxDOT currently shows FM 426 with an estimated Let date in April 2016, and completion in spring 2019. Staff believes additional time will be needed to address revised design and facilitate the environmental process. PRIOR ACTION/REVIEW (Council, Boards, Commissions) June 30, 2015, City Council Meeting, staff received direction to work with TxDOT to advance FM 426 and seek feasibility of completing the project in two phases; Phase I Loop 288 east to Trinity Road, and Phase 11 Loop 288 west to Woodrow. November 10, 2015, Mobility Committee voted 3 -0 recommending proposed resolution affirming FM 426 as a priority project in Denton. November 17, 2015, the City Council approved Resolution 2015 -040 affirming FM 426 as a priority transportation project in Denton. This resolution was submitted to RTC staff. FISCAL INFORMATION TxDOT currently demonstrates project funding at $18.257 million. Removing the roadway from the TxDOT system will require the City of Denton to fund future roadway operation and maintenance costs. EXHIBITS Resolution Respectfully submitted: Mark Nelson Transportation Director City of Denton Page 2 of 2 Printed on 12/10/2015 S:ALegal \Our Documents\ Resolutions \l5\Milestone Project Resolution.doc RESOLUTION NO. A RESOLUTION OF THE CITY OF DENTON, TEXAS AFFIRMING ITS DESIRE TO REMOVE FM 426 (MCKINNEY STREET) FROM THE TEXAS DEPARTMENT OF TRANSPORTATION ROADWAY SYSTEM, DIRECTING STAFF TO SUBMIT OFFICIAL, CORRESPONDENCE TO TXDOT REGARDING THIS DESIRE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the North Central Texas Council of Governments has listed the FM 426 Project as a Milestone project requiring local jurisdictions to reconfirm their support of the project; and WHEREAS, the Texas Department of Transportation ( TxDOT) has defined the scope of the project as widening FM 426 from two lanes to four lanes from 1.4 miles west of Loop 288 to 1.1 miles east of Loop 288; and WHEREAS, the City of Denton has requested TxDOT to expand the project scope to include sidewalks on both sides and to extend the project easterly to the intersection of Grissom Road with FM 426, in order to facilitate safe and efficient multi -model access to activity centers in the subject corridor; and WHEREAS, the City of Denton believes the proposed enhancement project will improve the safety of those engaged in alternative transportation and mobility for North Texas motorists; and WHEREAS, the State of Texas currently has $18,267,303 budgeted to implement enhancements identified in the project; and WHEREAS, the proposed project schedule may be advanced more quickly should the City of Denton accept ownership of the project and the roadway facility from the intersection of FM 426 and Woodrow east to the intersection of FM 426 and the current easterly limits of the City Limits of the City of Denton (westerly limits of Vacation Village Estates No. 5); NOW, THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The findings set forth in the preamble of this Resolution are incorporated by reference into the body of this Resolution as if fully set forth herein. SECTION 2. The City of Denton City Council authorizes the City Manager, or his designee, to submit a formal request to the Texas Department of Transportation to remove the subject roadway from the State's on- system network, subject to transfer of the state's budgeted project funding (as indicated above) to the City for implementation of the project. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C. 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 15 -1282, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for, authorizing, and approving the purchase of Excess Liability Insurance Coverage for the City of Denton, through the City's sole broker of record, McGriff, Seibels, and Williams of Texas, Inc., and in accordance with Chapter 252.024 of the Texas Local Government Code such coverage is exempt from the requirements of competitive bidding; and providing an effective date (File 6020 awarded to Illinois Union Insurance Company in the one (1) year not -to- exceed amount of $197,590 and a three (3) year not -to- exceed amount of $654,000). BACKGROUND The City of Denton's current excess liability insurance policy includes all liability exposures (general, auto, public officials, law enforcement, and employment practices) through Starr Indemnity & Liability Company (Starr). This policy was secured effective December 31, 2013 through the marketing efforts of our sole broker of record, McGriff, Seibels, & Williams (McGriff), in accordance with Chapter 252.024 of the Texas Local Government Code. The City has a $750,000 per occurrence Self - Insured Retention (SIR) under this policy with insurance coverage up to $5,000,000 on all liability exposures. Although the City is self - funded for our liability exposures, and relies on the immunities and damage caps contained in the Texas Tort Claims Act (TTCA), there are several areas that do not fall under the TTCA, and therefore, the City has potentially unlimited liability: • Law Enforcement Liability - the City potentially has no limits for liability claims alleging violations of Civil Rights due to police activity. These claims could stem from charges of wrongful arrest/detention, unlawful search and seizure, deprivation of Civil Rights, and excessive force. As the Council is aware, the City is currently in litigation regarding alleged injuries suffered by a prisoner in our jail. • Electric Utility Operations - by definition, the operation of a public utility by a municipality, in this case the operations of Denton Municipal Electric (DME), are considered to be proprietary functions and are excluded from any immunities or damage caps provided under the TTCA. Any operation of DME that resulted in property damage, injury, or death could have the potential for a claim with unlimited liability. Employment Practices Liability - in many cases these types of claims contain an allegation that the Civil Rights of an employee, or of a prospective employee, were violated, so no limit on liability applies. City of Denton Page 1 of 3 Printed on 12/10/2015 File #: ID 15 -1282, Version: 1 Examples of these types of claims could include discrimination, harassment, violations of the Americans with Disabilities Act (ADA), and /or the Family Medical Leave Act (FMLA). Although these claims are not commonplace, the City has settled employment related claim in the past. Because of these exposures, the City has purchased the excess policy to provide an added layer of protection to our self - funded program. We had been fortunate to maintain a reasonably low SIR of $500,000 per occurrence for many years. The excess insurance marketplace had gone through some major changes prior to the marketing effort in 2013, and the lowest SIR we could obtain was $750,000. During the renewal for December 31, 2014, Starr increased our SIR to $1,000,000, citing concerns over the "fracking" litigation and our law enforcement exposure, especially given the issues in Ferguson, Missouri and other places,. In September of this year, Starr notified the City that they would be non - renewing our coverage, again citing concerns about the law enforcement exposure. Because of that, the City has needed to seek coverage elsewhere. Our expiring premium with Starr was $172,200 for a $1,000,000 SIR. The last year that the City was able to obtain a $500,000 SIR, our premium was $208,000. INSURANCE SOLICITATION Given the complexities of this insurance product solicitation as described in greater detail below, and given that Chapter 252.024 of the Texas Local Government Code provides that such products are exempt from the requirements of competitive bidding, the City utilized the services of our sole broker of record, McGriff, to assist us in procuring this coverage without going through the Request for Proposal (RFP) process. Over the past three months, McGriff has been actively engaged in the global excess market on behalf of the City of Denton. In 2013, the excess insurance market had "hardened" significantly which meant that annual premiums for this product had increased significantly, and many insurance carriers had left the market entirely. Fortunately, the current market has seen the return of many companies, which has led to renewed competition. This has driven down prices and provided additional SIR options for the City. While underwriters for these excess insurance companies are still requiring more detailed information regarding a prospective insured's operations, we received much more interest than our last solicitation where we only received proposals from two (2) companies. As a result, McGriff received responses from four (4) excess liability insurance companies. A comparison of the proposals is detailed in Table 1 below: Table 1 - Excess Liability Proposal Comparisons Coffipanj $500,000 SIR $750,000 SIR $1,000,000 SIR Allied World Ins. Co. $198,184 $145,075 $129,106 Argonaut $259,221 $223,732 Not proposed Illinois Union $197,589 Not proposed of proposed Princeton $328,341 $266,841 $216,014 All terms, conditions, and policy limits proposed by the companies meet or exceed the City's current policy. A detailed analysis of the proposals from all four (4) companies can be found in Exhibit 1. City of Denton Page 2 of 3 Printed on 12/10/2015 File #: ID 15 -1282, Version: 1 Based on the evaluation of the proposals, both staff and our broker of record, McGriff, recommend the purchase of excess liability insurance from Illinois Union Insurance Company with the $500,000 SIR, for a first year annual premium of $197,590 (Exhibit 2). The premium quoted by Illinois Union Insurance Company is included as Exhibit 3. RECOMMENDATION Staff recommends awarding a one (1) year initial contract to Illinois Union for Excess Liability insurance, with options for two (2) additional one -year renewals. The three (3) year not -to- exceed amount includes a contingency for a 10% premium increase in both years 2 and 3. Illinois Union is an A ++ rated carrier by AM Best with a financial strength rating of XV ($2,000,000,000 + in assets). PRINCIPAL PLACE OF BUSINESS Illinois Union is headquartered in Philadelphia, Pennsylvania, but our account is being underwritten out of the Houston, Texas office. ESTIMATED SCHEDULE OF PROJECT Excess liability insurance coverage will be effective January 1, 2016, for an initial one (1) year period. The City of Denton shall have the option to renew for two (2) additional one (1) year periods. FISCAL INFORMATION Excess liability insurance is funded out of the Risk Retention Fund 4860002.6719. EXHIBITS Exhibit l: Excess Liability Insurance Evaluation Document Exhibit 2: Recommendation Letter from Broker Exhibit 3: Premium Quote Exhibit 4: Ordinance Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Scott Payne at 349 -7836. City of Denton Page 3 of 3 Printed on 12/10/2015 yC . . .. . . . . . . . . . . . ... ........ EXHIBIT 2 MCGRIFF. SEIBELS & WILLIAMS OF TEXAS. INC. 5080 Spectrum Drive, Suite 900E, Addison, TX 75001 Tel (469) 232 -2100 Fax (469) 232 -2101 December 7, 2015 Mr. Scott Payne Risk Management Department City of Denton 601 E. Hickory Denton, TX 76205 Re: Excess Casualty Insurance Renewal Scott, Thank you for the opportunity to assist the City of Denton in placing your Excess Liability and Excess Workers' Compensation Insurance. Four (4) carriers responded providing a quote for the Excess Liability. These quotes were evaluated for the best available coverage at the best premium pricing. The last few years the Excess Liability insurance market has undergone significant changes, with large increases in both premium rates and Self - Insured retentions, with reductions in limits of liability. The current market has settled and become more consistent. The exodus of several carriers offering Excess coverages still impacts competition in this market. Through the marketing process two years ago, the City obtained the best available coverage and terms from a quality carrier (Starr Indemnity). Starr Indemnity has not been able to provide a renewal quote for the City with the same coverages or retention due to continued changes in the exposure faced by municipal governments. In order to confirm the City is receiving the best available coverage in the stand -alone Excess Liability market, McGriff has obtained competitive quotes from the following carriers: Princeton Excess & Surplus Lines Insurance Company Argonaut Insurance Company Allied Worlds Insurance Company Illinois Union Insurance Company Each carrier has proposed very comparable coverages, terms & conditions, however, Illinois Union Insurance Company has proposed the most advantageous coverage for the City with the best premium price. They are proposing coverage for the City's General Liability, Auto Liability, Public Officials Liability and Law Enforcement Liability to include coverage for Employee Benefits Liability and Limited Failure to Supply Coverage. Illinois Union's limit is a $5,000,000 Occurrence limit with a $5,000,000 Aggregate per line as per the quote. This coverage has retentions of $500,000 in lieu of the $1,000,000 retention currently carried by the City. This carrier also provides some additional policy terms & conditions that are beneficial to the City not provided by the current carrier including, but not limited to, Limited Failure to Supply, Animal Mortality coverage and broadened pollution coverage. The defense costs for the Illinois Union EXHIBIT 2 Insurance Company policy will be paid in addition to the policy limit and erode the retention in lieu of within the policy limits as per the expiring coverage. The City currently has a $1,000,000 self insured retention on their Excess Liability coverage. Historically the City has carried $500,000 retentions. The past year's retention increase was due to the fracking ban lawsuit expectations by the carrier and a claim involving a jail inmate. The City has the opportunity to go back to the $500,000 retention for a premium that is only 15% higher than expiring but almost 5% lower than the premium paid by the City for the 2013 -2014 policy with $500,000 retentions. McGriff recommends the City purchase the Excess Liability policy with Illinois Union Insurance Company for total annual premium of $197,588.54. Thank you for the opportunity to work with the City of Denton. Please let us know if you have any questions regarding these renewals. Sincerely, Robert Waggoner, ARM Senior Vice President 1 2 Effective Date: December 31, 2015 to December 31, 2016 Carrier: Illinois Union Insurance Company A.M. Best Rating: A ++ XV Limits Summary: $5,000,000 xs $500,000 SIR Type of Insurance: Public Entity Retained Limits Policy EXHIBIT 3 Coverage A General Liability on an Occurrence Basis excess of a Retained Limit Coverage B Automobile Liability on an Occurrence Basis excess of a Retained Limit Coverage C Public Officials and Employment Practices Liability on an Occurrence Basis excess of a Retained Limit Issuing Company: Illinois Union Insurance Company (A non admitted company) 3. Policy Term: 12/31/2015 to 12/31/2016 4. Limits of Insurance: Coverage Limits of Insurance Coverage A Each Occurrence Limit $5,000,000 Coverage B Aggregate Limit $5,000,000 Coverage B Each Accident Limit $5,000,000 Coverage C Each Claim Limit $5,000,000 Aggregate Limit $5,000,000 5. Retained Limit: Coverage 0 7 Retained Limit Coverage A General Liability $500,000 Coverage B Law Enforcement Legal $500,000 Coverage B Automobile Liability $500,000 Coverage C Public Officials Liability $500,000 Employment Practices Liability $500,000 Treatment of Defense Costs (Allocated Loss Adjustment Expense): Coveraqe Limits of Insurance Retained Limit Coverage A In Addition To Included within Coverage B In Addition To Included within Coverage C In Addition To Subject to a Separate Aggregate Included within Policy Premium: $193,591 minimum and nonadjustable annual premium: due 100% at inception. The policy includes an option for terrorism coverage required by the Terrorism Risk Insurance Act. The premium above includes a TRIA Charge of $5,250. Add 4.91% or $9,505.32 for a total premium including TRIA of $203,096.32. Premium excluding TRIA: $188,341.00 Annual Premium $ 9,134.54 Texas Surplus Lines Tax $ 113.00 Texas Stamping Fee $197,588.54 Total Annual Premium & Fees 8. Coverage Parts and Endorsements Edition %dl Form # Date Schedule Declarations Page PE- 19611c 0711 Common Conditions, Definitions and Exclusions PE- 19610i 0212 General Liability Coverage Part PE- 19609d 0711 Automobile Liability Coverage Part — d Premium excluding TRIA: $188,341.00 Annual Premium $ 9,134.54 Texas Surplus Lines Tax $ 113.00 Texas Stamping Fee $197,588.54 Total Annual Premium & Fees 8. Coverage Parts and Endorsements Mandatory endorsements and required forms and endorsements will be attached to the policy in addition to those listed above. 9. Claims Handling: Claims within the retention must be handled by a TPA acceptable to ACE. The Claims Administrator for the Named Insured is: Tri Star. Any change of the Claims Administrator must first be approved by ACE. First notice of claims to ACE should be made to MAIL I ACE North American Claims P.O. Box 5122 Scranton, PA 18505 -0554 awe s +ua Edition Coverage Parts and Endorsements Form # Date Schedule Declarations Page PE- 19611c 0711 Common Conditions, Definitions and Exclusions PE- 19610i 0212 General Liability Coverage Part PE- 19609d 0711 Automobile Liability Coverage Part PE- 19608a 0606 Public Officials & Employment Practices Liability Coverage Part PE- 21938a 1211 Occurrence Form Good Samaritan Coverage Endorsement PE -38202 03 -13 Each Occurrence Limit: $1,000,000 Limited Failure to Supply Coverage PE -22962 0807 Aggregate Limit: $1,000,000 Amendment — Limits of Insurance - Damages to Exclude Claims Expense — General Liability PE- 20612b 0310 Amendment — Limits of Insurance - Damages to Exclude Claims Expense — Auto Liability PE- 20613a 0806 Trade or Economic Sanctions Endorsement ALL 21101 11 06 Each sexual abuse Limit: $1,000,000 Agg Limit: $1,000,000 Retained limit: $500,000 Limited Sexual Abuse PE 31091 0411 Retro date: TBD TRIA ACCEPTED: Policyholder Disclosure- Notice of Terrorism Insurance Coverage TR -45231 01 15 Cap on Losses from Certified Acts of Terrorism PE- 23778b 01 15 TRIA REJECTED: Policyholder Disclosure- Notice of Terrorism Insurance Coverage TRIA24 01 15 Exclusion of Certified Acts of Terrorism PE- 23667a 01 15 Mandatory endorsements and required forms and endorsements will be attached to the policy in addition to those listed above. 9. Claims Handling: Claims within the retention must be handled by a TPA acceptable to ACE. The Claims Administrator for the Named Insured is: Tri Star. Any change of the Claims Administrator must first be approved by ACE. First notice of claims to ACE should be made to MAIL I ACE North American Claims P.O. Box 5122 Scranton, PA 18505 -0554 awe s +ua EMAIL ACEClaimsFirstNotice a- acegroup.com FAX (877) 395 -0131 (Toll Free) %dl (302) 476 -7254 (Local) PHONE (800) 433 -0385 — Business Hours (800) 523 -9254 — After Hours EMAIL ACEClaimsFirstNotice a- acegroup.com FAX (877) 395 -0131 (Toll Free) (302) 476 -7254 (Local) PHONE (800) 433 -0385 — Business Hours (800) 523 -9254 — After Hours 10. EPL ASSIST As part of our coverage, the Insured will have access to the EPL Assist. EPL Assist is an interactive loss control activity that delivers real -time access to HR and employment law information and unlimited expert legal support provided by a national law firm. This is available at no additional cost and there is no requirement you use the program. All communications with EPL Assist are strictly confidential and will not be disclosed to the insurer. POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE Coverage for acts of terrorism is included in your policy. You are hereby notified that under the Terrorism Risk Insurance Act, as amended in 2015, the definition of act of terrorism has changed. As defined in Section 102(1) of the Act: The term "act of terrorism" means any act or acts that are certified by the Secretary of the Treasury - - -in consultation with the Secretary of Homeland Security, and the Attorney General of the United States - - -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. Under your coverage, any losses resulting from certified acts of terrorism may be partially reimbursed by the United States Government under a formula established by the Terrorism Risk Insurance Act, as amended. However, your policy may contain other exclusions which might affect your coverage, such as exclusion for nuclear events. Under the formula, the United States Government generally reimburses 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning on January 1, 2018; 81% beginning on January 1, 2019 and 80% beginning on January 1, 2020, of covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The Terrorism Risk Insurance Act, as amended, contains a $100 billion cap that limits U.S. Government reimbursement as well as insurers' liability for losses resulting from certified acts of terrorism when the amount of such losses exceeds $100 billion in any one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, your coverage may be reduced. The portion of your annual premium that is attributable to coverage for acts of terrorism is $5,250 and does not include any charges for the portion of losses covered by the United States government under the Act. TR -45231 (01/15) %dl — d POLICYHOLDER DISCLOSURE NOTICE OF TERRORISM INSURANCE COVERAGE Coverage for acts of terrorism is included in your policy. You are hereby notified that under the Terrorism Risk Insurance Act, as amended in 2015, the definition of act of terrorism has changed. As defined in Section 102(1) of the Act: The term "act of terrorism" means any act or acts that are certified by the Secretary of the Treasury - - -in consultation with the Secretary of Homeland Security, and the Attorney General of the United States - - -to be an act of terrorism; to be a violent act or an act that is dangerous to human life, property, or infrastructure; to have resulted in damage within the United States, or outside the United States in the case of certain air carriers or vessels or the premises of a United States mission; and to have been committed by an individual or individuals as part of an effort to coerce the civilian population of the United States or to influence the policy or affect the conduct of the United States Government by coercion. Under your coverage, any losses resulting from certified acts of terrorism may be partially reimbursed by the United States Government under a formula established by the Terrorism Risk Insurance Act, as amended. However, your policy may contain other exclusions which might affect your coverage, such as exclusion for nuclear events. Under the formula, the United States Government generally reimburses 85% through 2015; 84% beginning on January 1, 2016; 83% beginning on January 1, 2017; 82% beginning on January 1, 2018; 81% beginning on January 1, 2019 and 80% beginning on January 1, 2020, of covered terrorism losses exceeding the statutorily established deductible paid by the insurance company providing the coverage. The Terrorism Risk Insurance Act, as amended, contains a $100 billion cap that limits U.S. Government reimbursement as well as insurers' liability for losses resulting from certified acts of terrorism when the amount of such losses exceeds $100 billion in any one calendar year. If the aggregate insured losses for all insurers exceed $100 billion, your coverage may be reduced. The portion of your annual premium that is attributable to coverage for acts of terrorism is $5,250 and does not include any charges for the portion of losses covered by the United States government under the Act. TR -45231 (01/15) Disclaimer The following summary of coverages is to be used only as an overview of each policy written and in no way should it be used, nor is intended to be used, as a substitute for the original policy provisions. It has been prepared as a guideline for your reference only. The policy /policies contain conditions, limitations and exclusions which may affect or limit coverage to be provided and should be reviewed by the insured to verify that coverage has been written as requested. All of the information contained in this proposal is subject to the terms, conditions and limitations contained in the policies. Values are based on information provided by the client. this document is proprietary, confidential and /or privileged and is intended to be reviewed only by the individual and /or entity to which it is addressed. if you are not the intended recipient or a representative of the intended recipient, you are hereby notified that any review, copying, disclosure and /or dissemination of this document or the information contained herein is prohibited. McGRIFF, SEIBELS & WILLIAMS, INC. COMPENSATION STATEMENT Our principal remuneration for the placement and service of your insurance policy(ies) will be by commission (a proportion of the premium paid that is allowed to us by the insurance company(ies)) and /or a mutually agreed fee. You should be aware that we may receive additional income from the following sources: • Interest or Investment Income earned on insurance premiums. • Expense Allowances or Reimbursements from insurance companies and other vendors for (a) educational and professional development programs; (b) managing and administering certain binding authorities and other similar facilities, including claims which may arise, and (c) attendance at insurance company meetings and events; all of which we believe enable us to provide more efficient service and competitive terms to those clients for whom we consider the use of such facilities appropriate. • Contingent Commission (sometimes referred to as "profit sharing ") which can be based on profitability, premium volume and /or growth. If any part of your account is on a fee basis, we will not accept contingent commissions related to your account. If you have questions or desire additional information about remuneration and other income, please contact your Agent who will put you in touch with our Senior Insurance Market Conduct Officer for assistance. If any part of your insurance program is placed through any BB &T -owned companies (including wholesale insurance brokers CRC Insurance Services, Inc. and Crump Life Insurance Services, Inc.; Florida domiciled insurance company, American Coastal Insurance Company; managing general underwriter AmRisc, LP; insurance premium finance company, Prime Rate Premium Finance Corporation, Inc. or affiliates; or BB &T Assurance Company, Ltd.), disclosure of that income will also be included. 6/13 Ed McGRIFF, SEIBELS & WILLIAMS, INC. PROVIDER SECURITY STANDARDS The following is a brief summary of the measures that we have taken as your broker to review and report to you objectively on the financial security of your insuring companies. Information is included on A.M. Best Company, our primary security rating source, and the internal policies and standards, which we have established to address this important issue for our customers. MSW Security Review - McGriff, Seibels & Williams has established an internal "Security Review Committee" composed of senior management representatives from the Finance, Marketing, Branch, Wholesale and Administrative Divisions of the company. This committee's purpose is to develop and implement all policies, procedures and standards for the financial security of all insurers, intermediaries and associations used by MSW and its subsidiary companies. This committee meets periodically to review the current listing of all companies, intermediaries and associations, which are actively used by MSW. It will also act on any pending requests received from throughout the company to have new Providers activated, and to deactivate any Providers that do not meet current MSW standards. MSW Provider Classifications: "Approved Provider" is any Provider whose A.M. Best's rating is A- or higher. The Best's rating of an "approved" Provider must be printed on all MSW Confirmations of Coverage (Binders) and proposals delivered to clients or prospects. "Restricted Provider" is any Provider whose A.M. Best's rating is lower than A -, or any Provider who is "NOT RATED BY A.M. BEST" and that Provider has not been designated an exception by the Security Review Committee. A copy of the latest Best Financial Overview Report, if available, on the Provider in question will be printed and attached at the time of proposal and at binding. Restricted Providers will be bound only upon presentation of a Standard Disclaimer Letter and signed by the client acknowledging they are authorizing MSW to place their coverage with the Provider. "Exception Provider" is certain Providers with a rating lower than A -, including those companies "not rated by A.M. Best" which after review by the Security Review Committee will be acceptable security. As an exception "approved" Provider, the client will not be required to sign a Standard Disclaimer Letter. A copy of the latest Best Financial Overview Report on the Provider in question will be printed and attached to the proposal and Confirmation of Coverage (binder). Any Provider approved by MSW receiving an A.M. Best downgrade of rating will be posted on our website (www.mcgriff.com). A downgrade that results in an "Approved" Provider moving to a "Restricted" Provider will be communicated to you in writing. A.M. Best Company Ambest Road Oldwick, New Jersey 08858 History - A.M. Best Company was incorporated in 1899 as the first rating agency in the world to offer reliable information on the financial condition of U.S. insurance companies. The Best's Rating Guide was first published in 1900, and has since become a cornerstone of the security review process by continuously evaluating the financial integrity of over 4,100 insurance companies. In 1984, the first edition of the Best's International Rating Guide was published, reporting on the claims - paying ability of over 950 international insurers. The information used by Best to rate insurance carriers is provided by the companies themselves as a part of their normal filings with the National Association of Insurance Commissioners, those states in which the company is licensed, the SEC and /or with its shareholders. Rating reviews are performed annually on each insurance company, and on an interim basis as conditions dictate. Best's Rating System - The Best's rating system is designed to evaluate a wide range of objective and subjective factors that affect the overall performance of an insurance company (not applicable to associations or intermediaries). These factors deal with the company's financial strength, its operating performance and its ability to meet its financial obligations to policyholders, as follows: * Profitability * Spread of risk * Quality of reinsurance program * Leverage /Capitalization * Quality and diversification of assets * Liquidity * Adequacy of policy loss reserves * Adequacy of policyholder's surplus * Capital structure * Management experience and objectives Best's Rating Symbols - A typical Best's rating is composed of two parts. The "Security" portion provides an alphabetical indication of the quality of the security provided by a company to its policyholders. This rating is further defined in three categories, "Secure ", "Vulnerable" or "Not Assigned ". The "Financial Size" (FSC) portion of the Best's rating uses Roman numerals to rank companies based on the dollar amount of their policyholder's surplus and contingent reserve funds. While comparative rankings for security or financial size by themselves may not adequately portray the complete financial health of a company, the combination of the two has proven to be reliable in predicting the ability of a company to meet its claims obligations in a timely manner, both now and in the near future. The actual rating symbols used by Best and their meanings are: "Secure" Ratings A ++ or A+ Superior A or A- Excellent B ++ or B+ Good "Vulnerable" Ratings B or B- Fair C ++ or C+ Marginal C or C- Weak D Poor E Under Supervision F In Liquidation S Suspended "NR" Not Rated Designation — Assigned to companies not rated by A.M. Best. Revised May 1, 2014 Financial Size Categories I Under $1,000,000 VIII 100,000,000 - 250,000,000 II 1,000,000 - 2,000,000 IX 250,000,000 - 500,000,000 III 2,000,000 - 5,000,000 X 500,000,000 - 750,000,000 IV 5,000,000 - 10,000,000 XI 750,000,000 - 1,000,000,000 V 10,000,000 - 25,000,000 XII 1,000,000,000 - 1,250,000,000 VI 25,000,000 - 50,000,000 XIII 1,250,000,000 - 1,500,000,000 VII 50,000,000 - 100,000,000 XIV 1,500,000,000 - 2,000,000,000 XV Over $2,000,000,000 Source: Best's Key Rating Guide - 2013 Edition EXHIBIT 4 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR, AUTHORIZING, AND APPROVING THE PURCHASE OF EXCESS LIABILITY INSURANCE COVERAGE FOR THE CITY OF DENTON, THROUGH THE CITY'S SOLE BROKER OF RECORD, MCGRIFF, SEIBELS, AND WILLIAMS OF TEXAS, INC., AND IN ACCORDANCE WITH CHAPTER 252.024 OF THE TEXAS LOCAL GOVERNMENT CODE SUCH COVERAGE IS EXEMPT FROM THE REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 6020 AWARDED TO ILLINOIS UNION INSURANCE COMPANY IN THE ONE (1) YEAR NOT -TO- EXCEED AMOUNT OF $197,590 AND A THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $654,000). WHEREAS, Section 252.024 of the Local Government Code provides that a municipality may select a licensed insurance broker as the sole broker of record to obtain proposals and coverages for excess or surplus insurance that provides necessary coverage and adequate limits of coverage in structured layered excess coverages in all areas of risk requiring special consideration, including public official liability, police professional liability, and airport liability; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following purchase of materials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license terms attached are hereby approved: FILE NUMBER VENDOR AMOUNT 6020 Illinois Union Insurance Company $654,000 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only one source, including, items that are only available from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. EXHIBIT 4 SECTION 3. The acceptance and approval of the above items shall not constitute a contract between the City and the person submitting the quotation for such items until such person shall comply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 6020 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 12015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY A BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1288, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton authorizing the City Manager, or his designee, to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program; authorizing the City Manager to expend funds provided for in the grant program; and declaring an effective date (TxDOT CSJ No.: M618DNTON). The Airport Advisory Board recommends approval (6 -0). BACKGROUND The City of Denton has entered into grant agreements with the TxDOT Aviation Division known as the Routine Airport Maintenance Program (RAMP), since 1996. The program includes "lower cost" airside and landside airport improvements. These items can be more than just maintenance and may be new or additional items of work. The RAMP Grant provides for a fifty percent (50 %) state - funding match to the local government sponsor. The grant offers up to $50,000 of available state assistance. Airport Management has identified a number of Airport projects that could be completed with this grant for 2016. The following is a summary of actual RAMP Grant expenditures, including the local match, for the prior year: Project 2014 -2015 Runway and Taxiway Markings $97,757.33 Perimeter Fencing, Gates, and Gate Operators $1375.00 Airfield Bulbs and Windsocks $72.67 Wildlife Control $795.00 Total: $100,000.00 ESTIMATED SCHEDULE OF PROJECT The State must approve its share of funding prior to the start of any project and TxDOT Aviation requires all projects be completed by August 31, 2016. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1288, Version: 1 The Airport Advisory Board recommends approval of the grant agreement 6 -0. FISCAL INFORMATION The Airports fifty percent (50 %) match for the grant is $50,000, which is reflected in the 2015 -2016 Airport Budget. F,XHIRITS 1. TxDOT RAMP Grant Agreement and Ordinance Respectfully submitted: Quentin Hix Director of Aviation Prepared by: David Schaumburg Airport Operations Manager City of Denton Page 2 of 2 Printed on 12/10/2015 \ \CODAD \Deparhnents \Legal \Our Documents \Ordinances \15\AIRPORT RAMP ORD 2015- 16.doe .� ► R :1MM1161 AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE ON BEHALF OF THE CITY OF DENTON AN ACCEPTANCE OF AN OFFER FROM THE TEXAS DEPARTMENT OF TRANSPORTATION RELATING TO A GRANT FOR ROUTINE AIRPORT MAINTENANCE PROGRAM; AUTHORIZING THE CITY MANAGER TO EXPEND FUNDS PROVIDED FOR IN THE GRANT PROGRAM; AND DECLARING AN EFFECTIVE DATE (TxDOT CSJ No.: M 1618DNTO). WHEREAS, the City Manager recommends that the City accept an Agreement with the Texas Department of Transportation ( "TxDOT ") providing a grant of $50,000 for the Routine Airport Maintenance Program and requiring the City to provide $50,000 in matching fiends, and WHEREAS, the City Council deems the acceptance of this Agreement with TxDOT to be in the public interest, NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager of the City of Denton, or his designee, is hereby authorized to execute on behalf of the City of Denton an acceptance of an offer from the Texas Department of Transportation relating to a grant for Routine Airport Maintenance Program, a copy of such grant being attached hereto and made a part hereof for all purposes (the "Grant Agreement "). SECTION 2. The City Manager is hereby authorized to expend such funds as are provided for in the Grant Agreement and to take all actions necessary to implement the Grant Agreement. SECTION 3. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY mm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: TEXAS DEPARTMENT OF TRANSPORTATION GRANT FOR ROUTINE AIRPORT MAINTENANCE PROGRAM (State Assisted Airport Routine Maintenance) TxDOT CSJ No.: M1618DNTO Part I - Identification of the Project TO: The City of Denton, Texas FROM: The State of Texas, acting through the Texas Department of Transportation This Grant is made between the Texas Department of Transportation, (hereinafter referred to as the "State "), on behalf of the State of Texas, and the City of Denton, Texas, (hereinafter referred to as the "Sponsor "). This Grant Agreement is entered into between the State and Sponsor shown above, under the authority granted and in compliance with the provisions of the Transportation Code Chapter 21. The project is for airport maintenance at the Denton Municipal Airport. Part II - Offer of Financial Assistance 1. For the purposes of this Grant, the annual routine maintenance project cost, Amount A, is estimated as found on Attachment A, Scope of Services, attached hereto and made a part of this grant agreement. State financial assistance granted will be used solely and exclusively for airport maintenance and other incidental items as approved by the State. Actual work to be performed under this agreement is found on Attachment A, Scope of Services. State financial assistance, Amount B, will be for fifty percent (50 %) of the eligible project costs for this project or $50,000.00, whichever is less, per fiscal year and subject to availability of state appropriations. Scope of Services, Attachment A, of this Grant, may be amended, subject to availability of state funds, to include additional approved airport maintenance work. Scope amendments require submittal of an Amended Scope of Services, Attachment A. Services will not be accomplished by the State until receipt of Sponsor's share of project costs. 09/01/2015 Page 1 of 12 Only work items as described in Attachment A, Scope of Services of this Grant are reimbursable under this grant. Work shall be accomplished by August 31, 2016, unless otherwise approved by the State. 2. The State shall determine fair and eligible project costs for work scope. Sponsor's share of estimated project costs, Amount C, shall be as found on Attachment A and any amendments. It is mutually understood and agreed that if, during the term of this agreement, the State determines that there is an overrun in the estimated annual routine maintenance costs, the State may increase the grant to cover the amount of the overrun within the above stated percentages and subject to the maximum amount of state funding. The State will not authorize expenditures in excess of the dollar amounts identified in this Agreement and any amendments, without the consent of the Sponsor. 3. Sponsor, by accepting this Grant certifies and, upon request, shall furnish proof to the State that it has sufficient funds to meet its share of the costs. The Sponsor grants to the State the right to audit any books and records of the Sponsor to verify expended funds. Upon execution of this Agreement and written demand by the State, the Sponsor's financial obligation (Amount C) shall be due in cash and payable in full to the State. State may request the Sponsor's financial obligation in partial payments. Should the Sponsor fail to pay their obligation, either in whole or in part, within 30 days of written demand, the State may exercise its rights under Paragraph V -3. Likewise, should the State be unwilling or unable to pay its obligation in a timely manner, the failure to pay shall be considered a breach and the Sponsor may exercise any rights and remedies it has at law or equity. The State shall reimburse or credit the Sponsor, at the financial closure of the project, any excess funds provided by the Sponsor which exceed Sponsor's share (Amount C). 4, The Sponsor specifically agrees that it shall pay any project costs which exceed the amount of financial participation agreed to by the State. It is further agreed that the Sponsor will reimburse the State for any payment or payments made by the State which are in excess of the percentage of financial assistance (Amount B) as stated in Paragraph II -I. 5. Scope of Services may be accomplished by State contracts or through local contracts of the Sponsor as determined appropriate by the State. All locally contracted work must be approved by the State for scope and reasonable cost. Reimbursement requests for locally contracted work shall be submitted on forms provided by the State and shall include copies of the invoices for materials or services. Payment shall be made for no more than 50% of allowable charges. 09/01/2015 Page 2 of 12 The State will not participate in funding for force account work conducted by the Sponsor. 6. This Grant shall terminate upon completion of the scope of services. Part III - Sponsor Responsibilities 1. In accepting this Grant, if applicable, the Sponsor guarantees that: a. it will, in the operation of the facility, comply with all applicable state and federal laws, rules, regulations, procedures, covenants and assurances required by the State in connection with this Grant; and b. the Airport or navigational facility which is the subject of this Grant shall be controlled by the Sponsor for a period of at least 20 years; and C. consistent with safety and security requirements, it shall make the airport or air navigational facility available to all types, kinds and classes of aeronautical use without discrimination between such types, kinds and classes and shall provide adequate public access during the period of this Grant; and d. it shall not grant or permit anyone to exercise an exclusive right for the conduct of aeronautical activity on or about an airport landing area. Aeronautical activities include, but are not limited to scheduled airline flights, charter flights, flight instruction, aircraft sales, rental and repair, sale of aviation petroleum products and aerial applications. The landing area consists of runways or landing strips, taxiways, parking aprons, roads, airport lighting and navigational aids; and e. it shall not enter into any agreement nor permit any aircraft to gain direct ground access to the sponsor's airport from private property adjacent to or in the immediate area of the airport. Further, Sponsor shall not allow aircraft direct ground access to private property. Sponsor shall be subject to this prohibition, commonly known as a "through- the -fence operation," unless an exception is granted in writing by the State due to extreme circumstances; and f. it shall not permit non - aeronautical use of airport facilities without prior approval of the State; and g. the Sponsor shall submit to the State annual statements of airport revenues and expenses when requested; and h. all fees collected for the use of the airport shall be reasonable and nondiscriminatory. The proceeds from such fees shall be used solely for the development, operation and maintenance of the airport or navigational facility; and i. an Airport Fund shall be established by resolution, order or ordinance in the 09/01/2015 Page 3 of 12 treasury of the Sponsor, or evidence of the prior creation of an existing airport fund or a properly executed copy of the resolution, order, or ordinance creating such a fund, shall be submitted to the State. The fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. All fees, charges, rents, and money from any source derived from airport operations must be deposited in the Airport Fund and shall not be diverted to the general revenue fund or any other revenue fund of the Sponsor. All expenditures from the Airport Fund shall be solely for airport purposes. Sponsor shall be ineligible for a subsequent grant or loan by the State unless, prior to such subsequent approval of a grant or loan, Sponsor has complied with the requirements of this subparagraph; and the Sponsor shall operate runway lighting at least at low intensity from sunset to sunrise; and k. insofar as it is reasonable and within its power, Sponsor shall adopt and enforce zoning regulations to restrict the height of structures and use of land adjacent to or in the immediate vicinity of the airport to heights and activities compatible with normal airport operations as provided in Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Sponsor shall also acquire and retain aviation easements or other property interests in or rights to use of land or airspace, unless sponsor can show that acquisition and retention of such interest will be impractical or will result in undue hardship to Sponsor. Sponsor shall be ineligible for a subsequent grant or loan by the State unless Sponsor has, prior to subsequent approval of a grant or loan, adopted and passed an airport hazard zoning ordinance or order approved by the State. mowing services will not be eligible for state financial assistance. Sponsor will be responsible for 100% of any mowing services. 2. The Sponsor, to the extent of its legal authority to do so, shall save harmless the State, the State's agents, employees or contractors from all claims and liability due to activities of the Sponsor, the Sponsor's agents or employees performed under this agreement. The Sponsor, to the extent of its legal authority to do so, shall also save harmless the State, the State's agents, employees or contractors from any and all expenses, including attorney fees which might be incurred by the State in litigation or otherwise resisting claim or liabilities which might be imposed on the State as the result of those activities by the Sponsor, the Sponsor's agents or employees. 3. The Sponsor's acceptance of this Offer and ratification and adoption of this Grant shall be evidenced by execution of this Grant by the Sponsor. The Grant shall comprise a contract, constituting the obligations and rights of the State of Texas and the Sponsor with respect to the accomplishment of the project and the operation and maintenance of the airport. 09/01/2015 Page 4 of 12 If it becomes unreasonable or impractical to complete the project, the State may void this agreement and release the Sponsor from any further obligation of project costs. 4. Upon entering into this Grant, Sponsor agrees to name an individual, as the Sponsor's Authorized Representative, who shall be the State's contact with regard to this project. The Representative shall receive all correspondence and documents associated with this grant and shall make or shall acquire approvals and disapprovals for this grant as required on behalf of the Sponsor, and coordinate schedule for work items as required. 5. By the acceptance of grant funds for the maintenance of eligible airport buildings, the Sponsor certifies that the buildings are owned by the Sponsor. The buildings may be leased but if the lease agreement specifies that the lessee is responsible for the upkeep and repairs of the building no state funds shall be used for that purpose. 6. Sponsor shall request reimbursement of eligible project costs on forms provided by the State. All reimbursement requests are required to include a copy of the invoices for the materials or services. The reimbursement request will be submitted no more than once a month. 7. The Sponsor's acceptance of this Agreement shall comprise a Grant Agreement, as provided by the Transportation Code, Chapter 21, constituting the contractual obligations and rights of the State of Texas and the Sponsor with respect to the accomplishment of the airport maintenance and compliance with the assurances and conditions as provided. Such Grant Agreement shall become effective upon the State's written Notice to Proceed issued following execution of this agreement. PART IV - Nomination of the Agent 1. The Sponsor designates the State as the party to receive and disburse all funds used, or to be used, in payment of the costs of the project, or in reimbursement to either of the parties for costs incurred. 2. The State shall, for all purposes in connection with the project identified above, be the Agent of the Sponsor. The Sponsor grants the State a power of attorney to act as its agent to perform the following services: a. accept, receive, and deposit with the State any and all project funds granted, allowed, and paid or made available by the Sponsor, the State of Texas, or any other entity; b. enter into contracts as necessary for execution of scope of services; C. if State enters into a contract as Agent: exercise supervision and direction of the project work as the State reasonably finds appropriate. Where there is an 09/01/2015 Page 5 of 12 irreconcilable conflict or difference of opinion, judgment, order or direction between the State and the Sponsor or any service provider, the State shall issue a written order which shall prevail and be controlling; d. receive, review, approve and pay invoices and payment requests for services and materials supplied in accordance with the State approved contracts; obtain an audit as may be required by state regulations; the State Auditor may conduct an audit or investigation of any entity receiving funds from TxDOT directly under this contract or indirectly through a subcontract under this contract. Acceptance of finds directly under this contract or indirectly through a subcontract under this contract acts as acceptance of the authority of the State Auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. reimburse sponsor for approved contract maintenance costs no more than once a month. PART V - Recitals 1. This Grant is executed for the sole benefit of the contracting parties and is not intended or executed for the direct or incidental benefit of any third party. 2. It is the intent of this grant to not supplant local funds normally utilized for airport maintenance, and that any state financial assistance offered under this grant be in addition to those local funds normally dedicated for airport maintenance. This Grant is subject to the applicable provisions of the Transportation Code, Chapters 21 and 22, and the Airport Zoning Act, Tex. Loc. Govt. Code Ann. Sections 241.001 et seq. (Vernon and Vernon Supp.). Failure to comply with the terns of this Grant or with the rules and statutes shall be considered a breach of this contract and will allow the State to pursue the remedies for breach as stated below. Of primary importance to the State is compliance with the terms and conditions of this Grant. If, however, after all reasonable attempts to require compliance have failed, the State finds that the Sponsor is unwilling and /or unable to comply with any of the terns of this Grant, the State, may pursue any of the following remedies: (1) require a refund of any financial assistance money expended pursuant to this Grant, (2) deny Sponsor's future requests for aid, (3) request the Attorney General to bring suit seeking reimbursement of any financial assistance money expended on the project pursuant to this Grant, provided however, these remedies shall not limit the State's authority to enforce its rules, regulations or 09/01/2015 Page 6 of 12 orders as otherwise provided by law, (4) declare this Grant null and void, or (5) any other remedy available at law or in equity. b. Venue for resolution by a court of competent jurisdiction of any dispute arising under the terms of this Grant, or for enforcement of any of the provisions of this Grant, is specifically set by Grant of the parties in Travis County, Texas. 4. The State reserves the right to amend or withdraw this Grant at any time prior to acceptance by the Sponsor. The acceptance period cannot be greater than 30 days after issuance unless extended by the State. 5. This Grant constitutes the full and total understanding of the parties concerning their rights and responsibilities in regard to this project and shall not be modified, amended, rescinded or revoked unless such modification, amendment, rescission or revocation is agreed to by both parties in writing and executed by both parties. 6. All commitments by the Sponsor and the State are subject to constitutional and statutory limitations and restrictions binding upon the Sponsor and the State (including Sections 5 and 7 of Article I 1 of the Texas Constitution, if applicable) and to the availability of funds which lawfully may be applied. 09/01/2015 Page 7 of 12 Part VI - Acceptances Sponsor The City of Denton, Texas, does ratify and adopt all statements, representations, warranties, covenants, agreements, and all terms and conditions of this Grant. Executed this day of , 20 Witness Signature The City of Denton, Texas Sponsor Sponsor Signature Witness Title Sponsor Title Certificate of Attorney r t,.k - acting as attorney for the City of Denton, Texas, do certify that I have fully examined the Grant and the proceedings taken by the Sponsor relating to the acceptance of the Grant, and find that the manner of acceptance and execution of the Grant by the Sponsor, is in accordance with the laws of the State of Texas. Dated at A16r, , Texas, this day of /Val` ,.,,, , 20 . � / e' k-- i QL C L 'A 6 Witness Signature Witness Title 09/01/2015 Page 8 of 12 Attorney's Sign re Acceptance of the State Executed by and approved for the Texas Transportation Commission for the purpose and effect of activating and /or carrying out the orders, established policies or work programs and grants heretofore approved and authorized by the Texas Transportation Commission. STATE OF TEXAS TEXAS DEPARTMENT OF TRANSPORTATION By: Date: 09/01/2015 Page 9 of 12 Attachment A Scope of Services TxDOT CSJ No.:M1618DNTO Eligible Scope Item: Estimated Costs State Share Sponsor Share Amount A Amount B ....... . ..... Amount C . . . . ............ . . . GENERAL MAINTENANCE $100,000.00 $50,000.00 $50,000.00 . .......... — - ------- - . ............... . . ........................................... . . . . . .......... Special Project .. .......... $0.00 ........ ..... I $0.00 $0.00 Special Project $0.00 $0.00 _$0.00 ........... ......... $0.00 Special Project . . ......... $0.00 . .. ........ . . . . . .......... . . ............. .. . . .. Special Project $0.00 $0.00 $0.00 Special Project $0.00 . $0.00 . ......... $0.00 TOTAL $100,000.00 . . ........... [�$50,000.00 . . $50,000.00 111, Accepted by: The Cites qfjqp -it Texas Signature Title: m City Manager GENERAL MAINTENANCE: As needed. Sponsor may cojitract for services /p chase MAINTENANCE: . . ................... ............... — Sponsor rr materials for routine m-ci.iiitei-iatice/iiiipjoveiiieiii, oN A1�LQS__ syster""', light systellis, 11(ifity nIftl , lierbicide_/apf d1gatiop infl'ISLe �, rc Imcing qwtwd apd gctnijial bLfildhiPs and Scicgrity plqfcssioiiql services for ciivirgiinientaL c,q!,Ui il* projecL cie rgrl c - _c i io q be determined and added by amendment. Only work items as described in Attachment A, Scope of Services of this Grant are reimbursable under this grant. 09/01/2015 Page 10 of 12 CERTIFICATION OF AIRPORT FUND TxDOT CSJ No.: M 1618DNTO The City of Denton does certify that an Airport Fund has been established for the Sponsor, and that all fees, charges, rents, and money from any source derived from airport operations will be deposited for the benefit of the Airport Fund and will not be diverted for other general revenue fund expenditures or any other special fund of the Sponsor and that all expenditures from the Fund will be solely for airport purposes. The fund may be an account as part of another fund, but must be accounted for in such a manner that all revenues, expenses, retained earnings, and balances in the account are discernible from other types of moneys identified in the fund as a whole. The City_ of Denton, Texas (Sponsor) Title: J)1 C e ff( rtvw�c- Date Certification of State Single Audit Requirements L ;I�( r �f -4q ��el�i , do certify that the City of Denton will comply with all (Designated Representative requirements of the State of Texas Single Audit Act if the City of Denton spends or receives more than the threshold amount in any grant funding sources during the most recently audited fiscal year. And in following those requirements, the City of Denton will submit the report to the audit division of the Texas Department of Transportation. If your entity did not meet the threshold in grant receivables or expenditures, please submit a letter indicating that your entity is not required to have a State Single Audit performed for the most recent audited fiscal year. Signatur Title Date 09/01 /2015 Page 11 of 12 DESIGNATION OF SPONSOR'S AUTHORIZED REPRESENTATIVE TxDOT CSJ Number: M1618DNTO The City of Denton designates, David Schaumburg, Airport Operations Manager (Name, Title) ......_.._�._....m... as the Sponsor's authorized representative, who shall receive all correspondence and documents associated with this grant and who shall make or shall acquire approvals and disapprovals for this grant as required on behalf of the Sponsor. The _Cit of D jtq!j, j!T Nas (Sponsor) Title: _. City Magag.l. ... e fate: DESIGNATED REPRESENTATIVE Mailing Address: Denton Enterprise Airport 111 � @� ' � Denton, TX 76207 Overnight Mailing Address:_: Denton Enterprise Airport 5000 Airport Rd Denton, TX 76207 Telephone/Fax ne Fax Num er 940) m m_3ITIT4ITITIT9 ITIT -7736 Fax: (940) 349 -7289 Email address: david.schaumburizgcitvofdenton.com 09/01/2015 Page 12 of 12 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1292, Version: 1 DEPARTMENT: CM/ ACM: Date: Police John Cabrales, Jr. December 15, 2015 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton amending certain provisions of Chapter 23 "Police" of the Code of Ordinances of the City of Denton to conform with certain provisions of state law; providing a severability clause; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; and providing an effective date. BACKGROUND On November 17, 2015, the City Council passed the non - consent towing ordinance. After passage, the ordinance was reviewed by the Texas Department of Licensing and Regulation (TDLR) and the following request for changes were made. 1) Section 23 -152 (a). The amendment will remove the provision allowing a drop fee to be imposed for a failure to remove a vehicle from a parking facility within ten (10) minutes after the owner has claimed the vehicle and been notified that the parking is illegal. As written, the ordinance allows for a drop fee to be imposed for any progress toward a subsequent attempt to hook up and impound the vehicle if the owner had not removed the illegally parked vehicle within ten (10) minutes. The rationale provided by TDLR is this provision of our ordinance would allow an act that is prohibited by the Texas Administrative Code. Section 86.455(c) of the Texas Administrative Code only allows a drop fee to be charged in instances when the vehicle is hooked up and ready for transport. The current provision of the ordinance allows for conduct which could potentially subject the company to state penalties by TDLR. 2) Section 23 -154(g and h). Request to change the word "or" to "and" in reference to acceptable forms of payment that may be tendered. The rationale provided by TDLR is this change was necessary to make the wording of the Denton Ordinance exactly the same as that used in Chapter 2308 of the Texas Occupations Code. 3) Section 23- 157(b). The amendment will remove the allowance for transfer of a vehicle to another tow truck to allow the initial tow truck to be available for a police rotation call to clear an accident scene. The rationale provided by TDLR is that incident management is the prerogative of the police. However, allowing the transfer of a vehicle absent mechanical failure of a tow truck would put the towing company in violation of Texas Administrative Code 86.700(a) which requires that a non - consent towing company remove a vehicle to a licensed vehicle storage facility. City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1292, Version: 1 RECOMMENDATION Staff recommends adoption of the ordinance amending referenced provisions. FISCAL INFORMATION There would be no fiscal impact associated with these changes. Respectfully submitted: Lee Howell Chief of Police Prepared by: David Mays Lieutenant City of Denton Page 2 of 2 Printed on 12/10/2015 sAlegal \our documents \ordinances \15 \nonconsent towing revision.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON AMENDING CERTAIN PROVISIONS OF CHAPTER 23 "POLICE" OF THE CODE OF ORDINANCES OF THE CITY OF DENTON TO CONFORM WITH CERTAIN PROVISIONS OF STATE LAW; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY NOT TO EXCEED $500 FOR VIOLATIONS OF THIS ORDINANCE; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. Section 23 -152 "Towing restricted" is hereby amended to read as follows: Sec. 23 -152. Towing restricted. In accordance with Section 86.455(c) of the Texas Administrative Code, a towing company that intends to remove a vehicle from a parking facility as allowed by Chapter 2308 of the Texas Occupations Code may not tow a vehicle when the vehicle owner objects to the tow, tenders the payment of the drop fee authorized in the towing fee schedule established by the city council and maintained on file in the office of the city secretary, and removes the vehicle. SECTION 2. Subparagraphs (g) and (h) of Section 23 -154 "Towing fee schedule; payment" is hereby amended to read as follows: Sec. 23 -154. Towing fee schedule; payment. (g) For payment of any fee under this article, a towing company or vehicle storage facility shall accept payment by cash, electronic check, debit card, and credit card for any charge associated with delivery or storage of a vehicle. However, payment by credit or debit card may be refused if the named cardholder is not present. (h) Release of a vehicle may not be denied based on the inability of the towing company or vehicle storage facility to accept payment by electronic check, debit card, and credit card of any charge associated with delivery or storage of a vehicle, unless the inability to accept such payment is due to factors outside the control of the towing company or vehicle storage facility, such as a power outage or machine malfunction. In such case, payment due shall be frozen until a 12 -hour period of time has elapsed. SECTION 3. Subparagraph (b) of Section 23 -157 "Removal to a designated facility" is hereby deleted entirely. SECTION 4. This ordinance shall repeal every prior ordinance in conflict herewith, but only insofar as the portion of such prior ordinance shall be in conflict; and as to all other sections of the ordinance not in direct conflict herewith, this ordinance shall be and is hereby made cumulative except as to such prior ordinances or portions thereof as are expressly repealed hereby. SECTION 5. Any person violating any provision of this ordinance, shall upon conviction, be fined a sum not exceeding $500.00. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 6. If any provision of this ordinance or application thereof to any person or circumstance is held invalid by any court, 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 that it would have enacted the remaining portions despite any such validity. SECTION 7. Save and except as amended hereby, all the sections, subsections, and clauses of Chapter 23 "Police" of the Code of Ordinances of the City of Denton, Texas shall remain in full force and effect. SECTION 8. This ordinance providing for a penalty shall become effective January 1, 2016, 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 , 2015. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: 01 CHRIS WATTS, MAYOR City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1293, Version: 1 Agenda Information Sheet DEPARTMENT: Police CM/ ACM: John Cabrales, Jr. Date: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas, amending Ordinance no. 2015 -336 relating to fees for non - consent towing within the City of Denton pursuant to Chapter 23, Article V of the Code of Ordinances of the City of Denton, Texas; providing that a schedule of fees shall be maintained on file in the office of the City Secretary; providing a savings clause; providing a severability clause; and providing an effective date. BACKGROUND On November 17, 2015, the City Council passed the non - consent towing fee ordinance. After passage, the ordinance was reviewed by the Texas Department of Licensing and Regulation. The Department followed with a request to change the tow truck operator's license fee from $20.00 to $15.00. The change will bring this fee into compliance with the maximum allowed fee under Texas Occupations Code as follows: SUBCHAPTER E. LOCAL REGULATION OF TOWING AND BOOTING Sec. 2308.201. TOW TRUCK REGULATION BY POLITICAL SUBDIVISIONS (d) A political subdivision may not require a person who holds a driver's license or commercial driver's license to obtain a license or permit for operating a tow truck unless the person performs nonconsent tows in the territory of the political subdivision. A fee charged for a license or permit may not exceed $15. RECOMMENDATION Staff recommends approval. FISCAL INFORMATION There would be no fiscal impact associated with these changes. EXHIBITS City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1293, Version: 1 Amended Ordinance Respectfully submitted: Lee Howell Chief of Police Prepared by: David Mays Lieutenant City of Denton Page 2 of 2 Printed on 12/10/2015 sAlegal\our documents \ordinances \15 \towing fees revision.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING ORDINANCE NO. 2015 -336 RELATING TO FEES FOR NON - CONSENT TOWING WITHIN THE CITY OF DENTON PURSUANT TO CHAPTER 23, ARTICLE V OF THE CODE OF ORDINANCES OF THE CITY OF DENTON, TEXAS; PROVIDING THAT A SCHEDULE OF FEES SHALL BE MAINTAINED ON FILE IN THE OFFICE OF THE CITY SECRETARY; PROVIDING A SAVINGS CLAUSE; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Manager, in consultation with the Police Department, recommended an ordinance regulating non - consent towing within the City of Denton; and WHEREAS, the adoption of the non- consent towing ordinance also necessitates the adoption of a towing fee ordinance; and WHEREAS, the City Council deems it in the public interest to establish the allowable towing fees as set them forth in this ordinance; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The following fares are hereby established by this ordinance to be charged pursuant to the specified provisions of Chapter 23, Article V of the Code of Ordinances: MAXIMUM TOWING FEES ALLOWED $ 15.00 TOW TRUCK OPERATOR'S LICENSE $ 10.00 DUPLICATE LICENSE FOR LOST OR DESTROYED TOW TRUCK OPERATOR'S LICENSE $ 25.00 TOW TRUCK REGISTRATION $145.00 LIGHT DUTY TOW $ 72.00 LIGHT DUTY TOW DROP FEE $166.00 MEDIUM DUTY TOW $ 83.00 MEDIUM DUTY TOW DROP FEE $450.00 HEAVY DUTY TOW $225.00 HEAVY DUTY TOW DROP FEE $ 20.00 DAILY STORAGE FEE PER DAY OR PART OF DAY FOR MOTOR VEHICLES 25 FEET LONG OR LESS $ 35.00 DAILY STORAGE FEE PER DAY OR PART OF DAY FOR MOTOR VEHICLES LONGER THAN 25 FEET $ 50.00 CERTIFIED MAIL FEE $ 20.00 IMPOUNDMENT FEE SECTION 2. That the above - mentioned fares as established by the City Council shall be placed on file in the office of the City Secretary and made available to any member of the public who wishes to see a copy of the fares as established by this ordinance. The City Secretary is directed to maintain this Towing Fee schedule on file in the City Secretary's office as adopted hereby or as in the future may be established by the City Council. SECTION 3. 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 4. That if any section, subsection, paragraph, sentence, clause, phrase, or word in this ordinance, or application thereof to any person or circumstance 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 validity. SECTION 5. This ordinance shall become effective January 1, 2016. PASSED AND APPROVED this the day of , 2015. CHRIS WATTS, MAYOR Page 2 ATTEST: JENNIFER WALTERS, CITY SECRETARY ._ APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY:' Page 3 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1294, Version: 1 DEPARTMENT: CM/ ACM: Date: Police John Cabrales, Jr. December 15, 2015 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton, Texas amending the provisions of Chapter 18 "Motor Vehicles and Traffic" by amending Section 18- 104(a) (1) relating to the impoundment of standing or parked vehicles by increasing the towing fee; providing a severability clause; providing a repealer clause; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; and providing for an effective date. BACKGROUND On November 17, 2015, the City Council passed the non - consent towing fee ordinance. At that meeting, Council was informed that the price allowed for towing on rotation wrecker services is set by Section 18- 104(a) (1) of the Code of Ordinances at one hundred dollars ($100.00). A request was made during the Towing Task Force Meetings to bring this allowable cost in line with the amount allowed for Non - Consent Towing, which is set at one hundred forty five dollars ($145.00). The amended ordinance makes the requested change to the rotation wrecker towing fee. RECOMMENDATION Staff recommends adoption of the ordinance. FISCAL INFORMATION There would be no fiscal impact associated with these changes EXHIBITS Ordinance Respectfully submitted: Lee Howell Chief of Police Prepared by: David Mays City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1294, Version: 1 Lieutenant City of Denton Page 2 of 2 Printed on 12/10/2015 h rvvm d by I cx:ls i''I zAordinances \15 \sec 18 -104 amendment.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS AMENDING THE PROVISIONS OF CHAPTER 18 "MOTOR VEHICLES AND TRAFFIC" BY AMENDING SECTION 18- 104(a)(1) RELATING TO THE IMPOUNDMENT OF STANDING OR PARKED VEHICLES BY INCREASING THE TOWING FEE; PROVIDING FOR A SEVERABILITY CLAUSE; PROVIDING A REPEALER CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY NOT TO EXCEED $500 FOR VIOLATIONS OF THIS ORDINANCE; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. Section 18- 104(a)(1) of the Code of Ordinances of the City of Denton, Texas is hereby amended to read as follows: Sec. 18 -104. Impoundment of standing or parked vehicles. (a)(1) Towing Fees. The towing fee shall be one hundred forty five dollars ($145.00). SECTION 2. 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 effect 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 3. 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 4. Any person found guilty of violating this ordinance by a court of competent jurisdiction shall be fined a sum not to exceed five hundred dollars ($500) per day. Each day that a provision of this ordinance is violated shall constitute a separate offense. SECTION 5. This ordinance providing for a penalty shall become effective January 1, 2016, 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 12015. ATTESTED: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: CHRIS WATTS, MAYOR Page 2 of 2 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1308, Version: 1 Agenda Information Sheet DEPARTMENT: Legal CM/ ACM: Anita Burgess, City Attorney Date: December 15, 2015 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas which would amend Code Section 2 -30 "Improper Disclosure of Confidential Information" to redefine "confidential government information" and to remove all provisions providing for and relating to a criminal penalty; providing for severability, repealer and an effective date. BACKGROUND On October 20, 2015 the City Council discussed possible amendments to Section 2 -30 of the Code of Ordinances and delegated the issue to the Ethics Committee for further study and a recommendation. On November 9, 2015, the Ethics Committee met to discuss Section 2 -30 and to receive advice from the City Attorney. The Ethics Committee directed the City Attorney to prepare an ordinance incorporating the amendments to Section 2 -30 described above and unanimously recommends adoption of the amendments. "Confidential government information" is redefined to include information not available under the Texas Public Information Act. All language providing for a criminal penalty (and related affirmative defenses) is deleted, as was discussed by the City Council on October 20, 2015 and the Ethics Committee on November 9, 2015. OPTIONS Approve, deny or postpone the action. RECOMMENDATION Staff recommends approval of this Ordinance. EXHIBITS Exhibit 1 Ordinance Respectfully submitted: Anita Burgess City Attorney City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1308, Version: 1 Prepared by: Lucky Crumpler Assistant City Attorney City of Denton Page 2 of 2 Printed on 12/10/2015 h rvvm d by I cx:ls i''I sAegal\our docutnents\ordinances\1 5\2-30 amendment (00000005).doex ORDINANCE NO. AN ORDINANCE AMENDING SECTION 2-30 OF THE CITY OF DENTON CODE OF ORDINANCES TO DELETE CRIMINAL PENALTIES FROM THE PROVISIONS THEREOF AND TO REDEFINE "CONFIDENTIAL GOVERNMENT INFORMATION" AS PROVIDED THEREIN; PROVIDING SEVERABILITY; REPEALING ALL CODE PROVISIONS AND ORDINANCES IN CONFLICT THEREWITH; PROVIDING FOR A PENALTY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton Code of Ordinances prohibits, in Section 2-30, the improper disclosure of confidential information; and WHEREAS, the City Ethics Committee has, after careful consideration, recommended that Section 2-30 be amended by elimination of criminal penalties and redefinition of the term "confidential governmental information;" and WHEREAS, the City Council has determined that these recommended changes to Section 2-30 are in the public interest; NOW, THEREFORE, THE COUNCIL OF THE CITY OFDENTON HEREBY ORDAINS: SECTION 1. Section 2-30 of the City of Denton Code of Ordinances is hereby deleted in its entirety and replaced with the following: See. 2-30. - Improper disclosure of confidential information. (a) A city official, including a city Council member or a board or commission member, or city employee shall not intentionally or knowingly disclose any confidential government information gained by reason of the official's or employee's position. (b) Confidential government information is defined as: (1) All information held by the city deemed confidential by law and clearly marked as confidential; (2) Any information from a meeting closed to the public pursuant to the Texas Open Meetings Act, as well as all information held by the City that is not available to the public under the Texas Public Information Act; and (3) Any information protected by attorney-client, attorney work product, or other applicable legal privilege. sAegahour documents\ordinances\15\2-30 amcndnicnt (00000005),docx (c) A city official, including a city council member or a board or commission member, or city employee, who violates this section is subject to penalties as follows: (1) An employee who violates this section is subject to disciplinary action by the city manager, up to and including dismissal, (2) A city official, including a board or commission member, but excluding a city council member, who violates this section is subject to disciplinary action by the city council, up to and including removal. (3) A city council member who violates this section is subject to a public reprimand by the city council. SECTION 2. If any provision of the 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 declared to be severable. SECTION 3. All provisions of the ordinances of the City of Denton, including those in the Code of Ordinances, in conflict with this ordinance are hereby repealed, and all other provisions of the of the ordinances of the City of Denton, including those of the Code of Ordinances, not in conflict with the provisions of this ordinance shall remain in full force and effect. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the -- day of 2015. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY:. Page 2 CI- IRIS WATTS, MAYOR City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1316, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Engineering Services CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider adoption of an ordinance approving an Advance Funding Agreement for a Project Using Funds Held in the State Highway 121 Subaccount in the amount of $2,000,000.00 between the City of Denton and the State of Texas for the design and construction of a roundabout on North Texas Boulevard at IH35E in the City of Denton, authorizing the expenditure of funds therefor; and providing an effective date. BACKGROUND The schematic for the widening and improvement to IH35E that the Texas Department of Transportation (TxDOT) is using for the current interstate widening and improvement project in Denton showed a stub road extending on to the University of North Texas (UNT) campus on the south side of the freeway at the bridge extending to North Texas Boulevard. This stub road was originally intended to connect to a roadway to be installed across the UNT campus on that side of the interstate that would eventually tie into Bonnie Brae Street. After the production and approval of the TxDOT IH35E schematic some years ago, the UNT master plan changed such that the extension of this road as a divided arterial connecting the bridge at North Texas Boulevard to Bonnie Brae Street was no longer planned. A smaller road intended mainly for internal circulation was instead shown. At the time that the proposed convention center and hotel located on the UNT campus was under consideration, it was still thought that the stub road could provide access to the convention center and hotel with some modification to its alignment. Connection to the Denia neighborhood via Avenue D would be removed because of service road and main lane improvements that are included in the IH35E project; therefore, it was initially thought that the connection to the Denia neighborhood would be via a neighborhood street connected to the stub road at IH35E. However, this connection would preclude passenger vehicles from entering the neighborhood at this point, limiting ingress to emergency services vehicles only which would have to "jump" the median in the stub road. All of the discussions and proposed arrangements for access were very fluid and proved to be altogether unsatisfying for both the City and the affected neighborhood. Staff proposed the possible implementation of a roundabout design in place of the stub road, an alternative that would provide full access to the Denia neighborhood and to the UNT campus. This concept was presented to TxDOT and UNT personnel and to the Denia neighborhood association and received a very favorable responses on all fronts. This conceptual design has been under discussion for the better part of the past year. The City hired Graham and Associates to develop a schematic design to facilitate design and right -of -way (ROW) discussions with TxDOT and UNT and to convey the access intent to the neighborhood. The schematic eventually produced which incorporates elements of the TxDOT schematic and the roundabout layout is attached hereto as Exhibit 4. Staff also requested that AGL, the contractor for the IH35E project, place a cul -de- City of Denton Page 1 of 2 Printed on 12/10/2015 File M ID 15 -1316, Version: 1 sac at the termination of Avenue D (shown on Exhibit 4) to improve access to the private property remaining on the East side of Avenue D. Staff was able to garner support for the roundabout project from the neighborhood, TxDOT and UNT as well as a commitment from UNT to donate the necessary ROW. Staff proposed to TxDOT that the donated ROW serve as the City's local match, and the State agreed that such an arrangement was favorable. The proposed construction of the roundabout on North Texas Boulevard at IH35E on the University of North Texas campus was initially included in the slate of proposed transportation projects submitted by staff to the Bond Oversight Committee associated with the recent 2014 bond election. The project was deleted from the list because of concerns on the overall bond program costs and because it was believed that funding for this project could be garnered from Regional Toll Revenue (RTR) funding. With the assistance of the City's transportation consultant, Innovative Transportation Solutions, staff applied for RTR funding from S.H. 121 tolling proceeds for the design and construction of the roundabout on North Texas Boulevard at I1-135E. The application was submitted through the Transportation Improvement Program (TIP) funding cycle and was approved by the Regional Transportation Council in April 2015. An Advanced Funding Agreement (included herein as Exhibit 3) was subsequently forwarded to the City by the Texas Department of Transportation (TxDOT) in August 2015 for partial execution. Attachment A of the AFA for roundabout on North Texas Boulevard listed in Exhibit 3 sets forth the payment provisions and timing for the funding of this project. The total funded amount of the project is $2,000,000.00, with all of this money coming from the State. As stated previously, the ROW necessary for the construction of the roundabout will serve as the City of Denton's local match. After approval at City Council and execution, the AFA contract will be routed back to TxDOT for further execution. OPTIONS 1. Approve the funding for the Advanced Funding Agreement. 2. Reject the funding for the Advanced Funding Agreement. RECOMMENDATION Staff recommends approval of the Advanced Funding Agreement between the City of Denton and the Texas Department of Transportation in the amount of $2,000,000.00 for the construction of a roundabout on North Texas Boulevard. FISCAL INFORMATION All costs for the design and construction of the roundabout will come from the RTR funding provided by virtue of this agreement. Actual construction will be predicated on the donation of the ROW by UNT. It is not anticipated that this donation will be problematic. EXHIBITS 1. Ordinance 2. North Texas Boulevard Roundabout Layout 3. Advance Funding Agreement 4. Roundabout Schematic Respectfully submitted: Frank G. Payne, P.E. City Engineer City of Denton Page 2 of 2 Printed on 12/10/2015 ORDINANCE NO. 2015- AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AN ADVANCE FUNDING AGREEMENT FOR A PROJECT USING FUNDS HELD IN THE STATE HIGHWAY 121 SUBACCOUNT IN THE AMOUNT OF $2,000,000.00 BETWEEN THE CITY OF DENTON, TEXAS AND THE STATE OF TEXAS FOR THE DESIGN AND CONSTRUCTION OF A ROUNDABOUT ON NORTH TEXAS BOULEVARD AT IH35E IN THE CITY OF DENTON; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the "Roundabout Improvements" project designated by the State of Texas, acting by and through the Texas Department of Transportation ( "TXDOT "), on North Texas Boulevard at IH35E in the City of Denton, and the City of Denton is ready to commence design and construction on the roundabout project generally described as Roundabout Improvements CSJ: 0918 -46 -281; provided that the City of Denton, Texas enters into an agreement with TXDOT, which agreement provides for the receipt and use of funds held in the State Highway 121 subaccount; and WHEREAS, the Advance Funding Agreement which is to be entered into by the City and TXDOT respecting the construction of a roundabout that will, at all times, remain in the ownership of the City of Denton, provides that TXDOT will provide one hundred percent (100 %) of the project funding in the amount of $2,000,000.00 and the City will provide the necessary right -of -way; the total estimated amount of this Advanced Funding Contract is in the sum of $2,000,000.00; and WHEREAS, the said Agreement provides for the Actual Cost Agreement; the Schedule of Payments for the City of Denton, subject to final audit; and the Work Responsibilities of the City regarding the Hickory Creek Road Project; and WHEREAS, the City Council having considered the Advanced Funding Agreement that is required by TXDOT, and considering the importance of the Roundabout Improvements Project to the citizens of Denton, Texas, is of the opinion that it should approve the above - referenced Advanced Funding Agreement by and between the City and TXDOT; NOW THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. That the City Council authorizes and in all things approves the execution of the Advanced Funding Agreement by and between the City of Denton and TXDOT by George C. Campbell, City Manager or his designee; a copy of the Advanced Funding Agreement is attached hereto as Exhibit "A" and is incorporated by reference herein; said Agreement being in the amount of $2,000,000.00. 1 SECTION 2. That the City Manager or his designee is hereby authorized by the City Council to expend all funds and to make such payments as are necessary under the Advanced Funding Agreement that is attached hereto and incorporated herein by reference. SECTIONm 3. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of . ... ..,....................................... 2015. ATTEST: JENNIFER WALTERS, CITY SECRETARY IM APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: 2 CHRIS WATTS, MAYOR CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) STATE OF TEXAS § COUNTY OF TRAVIS § ADVANCE FUNDING AGREEMENT FOR A PROJECT USING FUNDS HELD IN THE STATE HIGHWAY 121 SUBACCOUNT Intersection Improvements (Off System) THIS AGREEMENT (the Agreement) is between the State of Texas, acting by and through the Texas Department of Transportation (the State), and the City of Denton (Local Government), collectively, the "Parties." WITNESSETH WHEREAS, the State has received money from the North Texas Tollway Authority for the right to develop, finance, design, construct, operate, and maintain the SH 121 toll project from Business SH 121 in Denton County to US 75 in Collin County ( "SH 121 payments "); and WHEREAS, pursuant to Transportation Code, 228.006 the State shall authorize the use of surplus revenue of a toll project for a transportation project, highway project, or air quality project within the district of the Texas Department of Transportation in which any part of the toll project is located; pursuant to Transportation Code, §228.012 the State has created a separate subaccount in the state highway fund to hold such money (SH 121 Subaccount), and the State shall hold such money in trust for the benefit of the region in which a project is located, and may assign the responsibility for allocating money in the subaccount to a metropolitan planning organization (MPO); and WHEREAS, in Minute Order 110727, dated October 26, 2006, the Texas Transportation Commission (the "Commission ") approved a memorandum of understanding (MOU) with the Regional Transportation Council (RTC), which is the transportation policy council of the North Central Texas Council of Governments (NCTCOG) and a federally designated MPO, concerning in part the administration, sharing, and use of surplus toll revenue in the region; under the MOU the RTC shall select projects to be financed using surplus revenue from a toll project, subject to Commission concurrence; and RTR Off System Page 1 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) WHEREAS, the Local Government has requested money from the SH 121 Subaccount for the design and construction of a roundabout on North Texas Boulevard at IH 35E in the City of Denton (0918 -46 -281) (Project); the RTC has selected the Project to be funded from the SH 121 Subaccount; and the Commission concurred in the selection and, authorized the expenditure of money in Minute Order 114264 dated May 28, 2015 ; and WHEREAS, the Local Government is a political subdivision and governmental entity by statutory definition; and WHEREAS, Government Code, Chapter 791, and Transportation Code, §201.209 authorize the State to contract with municipalities and political subdivisions to perform governmental functions and services; and WHEREAS, NCTCOG and the RTC should have authority to assist the Local Government's implementation of financial reporting and environmental review related to a transportation project funded by the State using money from the SH 121 Subaccount. NOW, THEREFORE, the Parties agree as follows: AGREEMENT Article 1. Time Period Covered This Agreement becomes effective when signed by the last party whose signing makes the agreement fully executed, and the State and the Local Government will consider it to be in full force and effect until the Project described herein has been completed and accepted by all parties or unless terminated, as hereinafter provided. Article 2. Project Funding The State will pay money to the Local Government from the SH 121 Subaccount in the amounts specified in Attachment A, Payment Provision and Work Responsibilities. Except as provided in the next succeeding sentence, the payments will begin no later than upon the later of the following: (1) fifteen days after the Legislative Budget Board and the Governor each approve the expenditure, in accordance with Rider 28 of the Texas Department of Transportation bill pattern in Senate Bill 1, 83rd Legislature; and (2) thirty days after execution of this Agreement. If Attachment A shows that the RTC has allocated payments to the Local Government for a certain expenditure (e.g. construction) for the Project in a certain fiscal year, then the State will make the payment from the SH 121 Subaccount to the Local Government for such expenditure no later than 30 days after the beginning of the designated Fiscal Year. A Fiscal Year begins on September 1 (for example, the 2014 Fiscal Year began September 1, 2013). Article 3. Separate Account; Interest All funds paid to the Local Government shall be deposited into a separate account, and interest earned on the funds shall be kept in the account. Interest earned may be used only for the purposes specified in Attachment A, Payment Provision and Work Responsibilities, and only after obtaining the written approval of the RTC. The Local RTR Off System Page 2 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) Government's use of interest earned will not count towards the 20 percent local match requirement set forth in this Agreement. Article 4. Shortfalls in Funding The Local Government shall apply all funds to the scope of work of the Project described in Attachment A, Payment Provisions and Work Responsibilities, and to none other. All cost overruns are the responsibility of the Local Government. However, should the funds be insufficient to complete the work contemplated by the Project, the Local Government may make further request to the RTC and the State for additional funds from the SH 121 Subaccount. Funds may be increased only through an amendment of this Agreement. If the SH 121 Subaccount does not contain sufficient funds to cover the balance necessary to complete the Project, or if the RTC or the Commission decline the request for any other reason, then the Local Government shall be responsible for any shortfall. Article 5. Return of Project Funding The Local Government shall reimburse the State for any funds paid under this Agreement that are not expended in accordance with the requirements of this Agreement. Upon completion of the Project, the Local Government will issue a signed "Notification of Completion" document to the State acknowledging the Project's completion. If at project end, or upon termination of this Agreement, excess SH 121 Subaccount funds exist, including interest earned, such funds shall be returned to the State within 30 days. Except for funds the Local Government has already expended in accordance with the Agreement, the Local Government shall return to the State the funds paid under this Agreement together with any interest earned on the funds if the Project is not completed within 10 years of execution of the Agreement. Article 6. Local Match — Not Applicable to this Agreement The Local Government shall be responsible for the required 20 percent local match as described in Attachment A, Payment Provisions and Work Responsibilities. The costs incurred by the Local Government prior to the execution of this Agreement will count towards the 20 percent local match requirement provided such costs are for RTC - approved phases as shown in Attachment A. At the end of each Fiscal Year the Local Government's cumulative expenditures of local match funds must be no less than 20 percent of the cumulative SH 121 Funds received by the Local Government up to that date under the Agreement, and must be for the uses approved for payments of SH 121 Funds up to that date as specified in Attachment A, Payment Provision and Work Responsibilities Article 7. Procurement and Contracting Process The State may review the Local Government's procurement of professional services for engineering, surveying, and right of way acquisition, letting of construction contracts, and conduct of construction management and inspection. The Local Government shall certify compliance with state law and regulations, and with local laws, regulations, rules, policies, and procedures. The Local Government shall maintain a copy of the certification in the project files. RTR Off System Page 3 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) Article 8. Design Standards and Construction Specifications The Local Government shall implement the Project using the Local Government's established design standards, construction specifications, procurement processes, and construction management and inspection procedures. Article 9. Right of Way Except for right of way owned by the State or to be acquired by the State according to the plans of the Project as approved by the State, the Local Government shall acquire all necessary right of way needed for the Project. Right of way acquisition is an eligible cost for reimbursement provided such cost is an RTC - approved phase as shown in Attachment A. Article 10. Utilities The Local Government shall be responsible for the adjustment, removal, or relocation of utility facilities in accordance with State laws and regulations and local laws, regulations, rules, policies, and procedures applicable to the Local Government. The Local Government must obtain advance approval for any variance from established procedures. The RTC - approved costs for utilities as shown in Attachment A, if any, shall be used to adjust, remove, or relocate utility facilities. Article 11. Compliance with Laws, Environmental Review and Public Involvement Each Party shall comply with all applicable federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts, administrative bodies or tribunals affecting the performance of this Agreement as applicable to it. When required, the Local Government shall furnish the State with satisfactory proof of compliance. As provided in 43 TAC 2.3(b)(1)(A), the State's environmental review requirements do not apply to the Project because the State is funding the Project solely with money held in a project subaccount created under Transportation Code, Section 228.012. However, the Local Government shall ensure that the project complies with all environmental review and public involvement requirements applicable to the Local Government under State and federal law in connection with the Project. The Local Government shall obtain the opinion of legal counsel showing the Local Government's environmental review and public involvement for the Project complies with state law and regulations, and with local laws, regulations, rules, policies, and procedures applicable to the Local Government. The Local Government shall maintain a copy of the certification in the project files. Article 12. Compliance with Texas Accessibility Standards and ADA The Local Government shall ensure that the plans for and the construction of the Project is in compliance with the Texas Accessibility Standards (TAS) issued by the Texas Department of Licensing and Regulation, under the Architectural Barriers Act, Article 9102, Texas Civil Statutes. The TAS establishes minimum accessibility requirements to be consistent with minimum accessibility requirements of the Americans with Disabilities Act (P.L. 101 -336). RTR Off System Page 4 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) Article 13. Work Outside the Project Site The Local Government shall provide both the necessary right of way and any other property interests needed for the Project. Article 14. Insurance If this agreement authorizes the Local Government or its contractor to perform any work on State right of way, before beginning work the entity performing the work shall provide the State with a fully executed copy of the State's Form 1560 Certificate of Insurance verifying the existence of coverage in the amounts and types specified on the Certificate of Insurance for all persons and entities working on State right of way. This coverage shall be maintained until all work on the State right of way is complete. If coverage is not maintained, all work on State right of way shall cease immediately, and the State may recover damages and all costs of completing the work. Article 15. Audit Within 120 days of completion of the Project, the Local Government shall perform an audit of the costs of the Project. Any funds due to the State will be promptly paid by the Local Government. Article 16. Maintenance The Local Government shall be responsible for maintenance of the Project. Article 17. Responsibilities of the Parties a. The State and the Local Government agree that neither party is an agent, servant, or employee of the other party and each party agrees it is responsible for its individual acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents. b. To the extent permitted by law, the Local Government agrees to indemnify and save harmless the State, its agents and employees from all suits, actions or claims and from all liability and damages resulting from any and all injuries or damages sustained by any person or property in consequence of any neglect, error, or omission in the performance of the design, construction, maintenance or operation of the Project by the Local Government, its contractor(s), subcontractor(s), agents and employees, and from any claims or amounts arising or recovered under the "Workers' Compensation laws "; the Texas Tort Claims Act, Chapter 101, Texas Civil Practice and Remedies Code; or any other applicable laws or regulations, all as from time to time may be amended. c. The Parties expressly agree that the Project is not a joint venture or enterprise. However, if a court should find that the Parties are engaged in a joint venture or enterprise, then the Local Government, to the extent provided by law, agrees to pay any liability adjudicated against the State for acts and deeds of the Local Government, its employees or agents during the performance of the Project. d. To the extent provided by law, the Local Government shall also indemnify and save harmless the State from any and all expense, including, but not limited to, attorney's fees which may be incurred by the State in litigation or otherwise resisting said RTR Off System Page 5 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) claim or liabilities which may be imposed on the State as a result of such activities by the Local Government, its agents, or employees. Article 18. Notices All notices to either party by the other required under this Agreement shall be delivered personally or sent by certified or U.S. mail, postage prepaid or sent by electronic mail, (electronic notice being permitted to the extent permitted by law but only after a separate written consent of the parties), addressed to such party at the following addresses: Local Government: State: City of Denton Texas Department of Transportation Attention: City Engineer Attention: Director of Contract Services 901 -A Texas Street 125 East 11 th Street Denton, Texas 76209 Austin, Texas 78701 All notices shall be deemed given on the date so delivered or so deposited in the mail, unless otherwise provided herein. Either party may change the above address by sending written notice of the change to the other party. Either party may request in writing that such notices shall be delivered personally or by certified U.S. mail and such request shall be honored and carried out by the other party. Article 19. Right of Access If the Local Government is the owner or otherwise controls access to any part of site of the Project, the Local Government shall permit the State or its authorized representative access to the site to perform any activities authorized in this Agreement. Article 20. Project Documents Upon completion or termination of this Agreement, all documents prepared by the State shall remain the property of the State. All data prepared under this Agreement by the Local Government shall be made available to the State without restriction or limitation on their further use. All documents produced or approved or otherwise created by the Local Government shall be transmitted to the State in the form of photocopy reproduction as required by the State. The originals shall remain the property of the Local Government. At the request of the State, the Local Government shall submit any information required by the State in the format directed by the State. Article 21. Inspection of Books and Records The Local Government shall keep a complete and accurate record to document the performance of the work on the Project and to expedite any audit that might be conducted. The Local Government shall maintain records sufficient to document that funds provided under the Agreement were expended only for eligible costs that were incurred in accordance with all applicable state and local laws, rules, policies, and procedures, and in accordance with all applicable provisions of this Agreement. The Local Government shall maintain all books, documents, papers, accounting records and other documentation relating to costs incurred under this Agreement and shall make such materials available to the State for review and inspection during the contract period and for four (4) years from RTR Off System Page 6 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) the date of completion of work defined under this Agreement or until any pending litigation or claims are resolved, whichever is later. Additionally, the State shall have access to all governmental records that are directly applicable to this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. Article 22. NCTCOG Acceptance of funds directly under the Agreement or indirectly through a subcontract under the Agreement acts as acceptance of the authority of NCTCOG and RTC to assist the Local Government's implementation of financial reporting and environmental review concerning the Project. The Local Government shall provide to NCTCOG on a monthly basis a report of expenses, including the Local Government's expenditure of local match funds. The report shall list separately the expenditures by project phase as shown in Attachment A, including but not limited to engineering, environmental review, right of way acquisition, and construction. The report shall also describe interest earned on money from the SH 121 Subaccount, including the interest rate, interest earned during the month, and cumulative interest earned. The report shall further describe the status of developing the Project. Not less than 60 days before the environmental review document is submitted to the governing body of the Local Government for final approval, the Local Government shall submit the document to NCTCOG for review and comment. NCTCOG may provide the Local Government technical assistance on the environmental review of the Project as mutually agreed between NCTCOG and the Local Government. Article 23. State Auditor The state auditor may conduct an audit or investigation of any entity receiving funds from the State directly under the Agreement or indirectly through a subcontract under the Agreement. Acceptance of funds directly under the Agreement or indirectly through a subcontract under this Agreement acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. Article 24. Amendments By mutual written consent of the Parties, this contract may be amended prior to its expiration. Article 25. Termination The Agreement may be terminated in the following manner: a. By mutual written agreement and consent of both parties; b. By either party upon the failure of the other party to fulfill the obligations set forth herein, after a 45 day period to cure after receiving written notice of non- compliance; c. By the State if the Local Government does not let the construction contract for the Project within one year after the State first provides SH 121 Funds for construction as shown in Attachment A, Payment Provision and Work Responsibilities; RTR Off System Page 7 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) d. By the State if the Local Government does not complete the Project within ten years after the effective date of the Agreement. Article 26. Work by Debarred Person The Local Government shall not contract with any person that is suspended, debarred, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal agency or that is debarred or suspended by the State. Article 27. Sole Agreement The Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings or written or oral agreements respecting the Agreement's subject matter. Article 28. Successors and Assigns The State and the Local Government each binds itself, its successors, executors, assigns, and administrators to the other party to this agreement and to the successors, executors, assigns, and administrators of such other party in respect to all covenants of this agreement. The Local Government may assign its interests under the Agreement only with the written approval of the State. Article 29. Remedies The Agreement shall not be considered as specifying an exclusive remedy for a breach of the Agreement. All remedies existing at law or in equity are available to either Party and are cumulative. Article 30. Legal Construction If a provision of the Agreement shall be held invalid, illegal or unenforceable, such invalidity, illegality or unenforceability shall not affect any other provision, and the Agreement shall be construed as if it did not contain the invalid, illegal or unenforceable provision. Article 31. Signatory Warranty The signatories to this agreement warrant that each has the authority to enter into this agreement on behalf of the party they represent. IN WITNESS WHEREOF, THE STATE AND THE LOCAL GOVERNMENT have executed duplicate counterparts to effectuate this Agreement. RTR Off System Page 8 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) THE STATE OF TEXAS Executed for the Executive Director and approved for the Texas Transportation Commission for the purpose and effect of activating and /or carrying out the orders, established policies or work programs heretofore approved and authorized by the Texas Transportation Commission. Kenneth Stewart Director of Contract Services Texas Department of Transportation Date: THE LOCAL GOVERNMENT — CITY OF DENTON in George C. Campbell City Manager Date: Attest: Jennifer Walters, City Secretary Jennifer Walters Approved as to Legal Form: Anita Burgess, City Attorney in Anita Burgess RTR Off System Page 9 of 9 Revised 4/24/2013 CSJ: 0918 -46 -281 Project: Roundabout Improvements Limits: North Texas Boulevard at IH 35E District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) ATTACHMENT A Payment Provisions and Work Responsibilities For CSJ# 0918- 46 -281, the State will pay $2,000,000 from the SH 121 Subaccount for the design and construction of a roundabout on North Texas Boulevard at IH 35E in the City of Denton. In accordance with the allocation of funds approved by the RTC, and concurred with by the Texas Transportation Commission, the State will make the payments for the following work in the following Fiscal Years: PROJECT COSTS Regional Toll Fiscal Total Estimate Revenue (RTR) Local Government Description Year Cost SH 121 Participation Subaccount Funds Participation Engineering (by Local) 2015 $300,000 $300,000 $0 Construction (by Local) 2015 $1,700,000 $1,700,000 $0 TOTAL $2,000,000 $2,000,000 $0 The Local Government required match is Not Applicable to this Agreement. Upon completion of the Project, the Local Government will issue a signed "Notification of Completion" document to the State. The notice shall certify that the Project has been completed, all necessary inspections have been conducted, and the Project is open to traffic. RTR Off System Page 1 of 1 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 15 -1317, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Engineering Services CM/ ACM: Jon Fortune Date: December 15, 2015 SUBJECT Consider adoption of an ordinance approving an Advance Funding Agreement for a Project Using Funds Held in the State Highway 121 Subaccount in the amount of $3,000,000.00 between the City of Denton and the State of Texas for the reconstruction and widening of Hickory Creek Road from FM 2181 to Proposed FM 2499 in the City of Denton, authorizing the expenditure of funds therefor; and providing an effective date. BACKGROUND The proposed widening of Hickory Creek Road between FM 2181 and future FM 2499 from its current status (improved at the FM 2181 intersection, necking down to a two lane street to the east that currently dead ends just to the east of Erin Lane) to a full primary arterial section was initially included in the slate of proposed transportation projects submitted by staff to the Bond Oversight Committee associated with the recent 2014 bond election. Although the project did not make it on the final list presented to the voters for presentation, staff and the committee did agree that it was a desirable project. With the assistance of the City's transportation consultant, Innovative Transportation Solutions, staff applied for regional toll revenue (RTR) funding from S.H. 121 tolling proceeds for the construction of Hickory Creek Road between FM 2181 and future FM 2499 (currently under construction). The application was submitted through the Transportation Improvement Program (TIP) funding cycle and was approved by the Regional Transportation Council in August 2015. An Advanced Funding Agreement (included herein as Exhibit 3) was subsequently forwarded to the City by the Texas Department of Transportation (TxDOT) in October 2015 for partial execution. Attachment A of the AFA for Hickory Creek Road in Exhibit 3 sets forth the payment provisions and timing for the funding of this project. The total funded amount of the project is $3,000,000.00, with $2,400,000.00 coming from the State and $600,000.00 provided by the City of Denton as the required 20% local match. After approval at City Council and execution, the AFA contract will be routed back to TxDOT for further execution. Please note that the AFA identifies the project as being "the reconstruction and widening from a 2 -lane undivided roadway to a 4 -lane undivided urban roadway on Hickory Creek Road..." This is incorrect in that the Mobility Plan identifies Hickory Creek Road as a primary arterial, or 6 -lane divided roadway. This inconsistency will be clarified through the issuance of a future Transportation Improvement Program (TIP) modification. OPTIONS 1. Approve the funding for the Advanced Funding Agreement. 2. Reject the funding for the Advanced Funding Agreement. City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15 -1317, Version: 1 RECOMMENDATION Staff recommends approval of the Advanced Funding Agreement between the City of Denton and the Texas Department of Transportation in the amount of $3,000,000.00 for the reconstruction and widening of Hickory Creek Road. PRIOR ACTION/REVIEW (Council, Boards, Commissions) 1. Bond Oversight Committee Meeting - December 9, 2015. FISCAL INFORMATION The City's share of the local match will be required per fiscal year (FY) in proportion to the State's allocation of the RTR funding as shown in Attachment A of Exhibit 3: • FY2016 - $60,000.00 for Engineering. • FY2016 - $10,000.00 for Right -of -Way (ROW) Acquisition. • FY2017 - $530,000.00 for Construction. It is probably worth noting that some amount of schedule flexibility /adjustment exists in the implementation of the project as long as the project is completed within ten years of the execution of the Agreement. The source of funding for the City's local match is proposed to be from the Miscellaneous Roadways portion of Proposition 1 from the 2014 Bond election. A total of $2,000,000 was approved by the voters for non - specific roadway projects to be designated later by staff for approval by the Oversight Committee and City Council. In FY 2014 -15, a total of $500,000.00 in bonds were sold for Miscellaneous Roadways. An additional $500,000.00 is currently scheduled to be sold in FY 2017 -18. Staff proposes that $600,000.00 of this money be designated for the local match on this project in order to leverage the $3,000,000.00 in improvements. F,XHIRITS 1. Ordinance 2. Hickory Creek Road Layout 3. Advance Funding Agreement Respectfully submitted: Frank G. Payne, P.E. City Engineer City of Denton Page 2 of 2 Printed on 12/10/2015 ORDINANCE NO. 2015- AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AUTHORIZING THE CITY MANAGER TO EXECUTE AN ADVANCE FUNDING AGREEMENT FOR A PROJECT USING FUNDS HELD IN THE STATE HIGHWAY 121 SUBACCOUNT IN THE AMOUNT OF $3,000,000.00 BETWEEN THE CITY OF DENTON, TEXAS AND THE STATE OF TEXAS FOR THE RECONSTRUCTION AND WIDENING HICKORY CREEK ROAD FROM FM 2181 TO PROPOSED FM 2499 IN THE CITY OF DENTON; AUTHORIZING THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the "Hickory Creek Road Project" designated by the State of Texas, acting by and through the Texas Department of Transportation ( "TXDOT "), from FM 2181 to proposed FM 2499 in the City of Denton, and the City of Denton is ready to commence design and construction on the local highway improvement project generally described as Hickory Creek Road CSJ: 0918 -46 -290; provided that the City of Denton, Texas enters into an agreement with TXDOT, which agreement provides for the receipt and use of funds held in the State Highway 121 subaccount; and WHEREAS, the Advance Funding Agreement which is to be entered into by the City and TXDOT respecting the improvements of Hickory Creek Road that will, at all times, remain in the ownership of the City of Denton, provides that TXDOT will provide eighty percent (80 %) of the project funding in the amount of $2,400,000.00 and the City will provide 20% of the project funding as local match in the amount of $600,000.00; the total estimated amount of this Advanced Funding Contract is in the sum of $3,000,000.00; and WHEREAS, the said Agreement provides for the Actual Cost Agreement; the Schedule of Payments for the City of Denton, subject to final audit; and the Work Responsibilities of the City regarding the Hickory Creek Road Project; and WHEREAS, the City Council having considered the Advanced Funding Agreement that is required by TXDOT, and considering the importance of the Hickory Creek Road Project to the citizens of Denton, Texas, is of the opinion that it should approve the above - referenced Advanced Funding Agreement by and between the City and TXDOT; NOW THEREFORE THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION That the City Council authorizes and in all things approves the execution of the Advanced Funding Agreement by and between the City of Denton and TXDOT by George C. Campbell, City Manager or his designee; a copy of the Advanced Funding Agreement is attached hereto as Exhibit "A" and is incorporated by reference herein; said Agreement being in the amount of $3,000,000.00. SECTION 2. That the City Manager or his designee is hereby authorized by the City Council to expend all funds and to make such payments as are necessary under the Advanced Funding Agreement that is attached hereto and incorporated herein by reference. SECTION.3. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of ....................... m._.._n.m.._n.m._n.......;� 2015. ATTEST: JENNIFER WALTERS, CITY SECRETARY IM APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY Y: 2 CHRIS WATTS, MAYOR CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) STATE OF TEXAS § COUNTY OF TRAVIS § ADVANCE FUNDING AGREEMENT FOR A PROJECT USING FUNDS HELD IN THE STATE HIGHWAY 121 SUBACCOUNT City Street Improvements (Off System) THIS AGREEMENT (the Agreement) is between the State of Texas, acting by and through the Texas Department of Transportation (the State), and the City of Denton (Local Government), collectively, the "Parties." WITNESSETH WHEREAS, the State has received money from the North Texas Tollway Authority for the right to develop, finance, design, construct, operate, and maintain the SH 121 toll project from Business SH 121 in Denton County to US 75 in Collin County ( "SH 121 payments "); and WHEREAS, pursuant to Transportation Code, 228.006 the State shall authorize the use of surplus revenue of a toll project for a transportation project, highway project, or air quality project within the district of the Texas Department of Transportation in which any part of the toll project is located; pursuant to Transportation Code, §228.012 the State has created a separate subaccount in the state highway fund to hold such money (SH 121 Subaccount), and the State shall hold such money in trust for the benefit of the region in which a project is located, and may assign the responsibility for allocating money in the subaccount to a metropolitan planning organization (MPO); and WHEREAS, in Minute Order 110727, dated October 26, 2006, the Texas Transportation Commission (the "Commission ") approved a memorandum of understanding (MOU) with the Regional Transportation Council (RTC), which is the transportation policy council of the North Central Texas Council of Governments (NCTCOG) and a federally designated MPO, concerning in part the administration, sharing, and use of surplus toll revenue in the region; under the MOU the RTC shall select projects to be financed using surplus revenue from a toll project, subject to Commission concurrence; and RTR Off System Page 1 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) WHEREAS, the Local Government is a political subdivision and governmental entity by statutory definition; and WHEREAS, Government Code, Chapter 791, and Transportation Code, §201.209 authorize the State to contract with municipalities and political subdivisions to perform governmental functions and services; and WHEREAS, NCTCOG and the RTC should have authority to assist the Local Government's implementation of financial reporting and environmental review related to a transportation project funded by the State using money from the SH 121 Subaccount. NOW, THEREFORE, the Parties agree as follows: AGREEMENT Article 1. Time Period Covered This Agreement becomes effective when signed by the last party whose signing makes the agreement fully executed, and the State and the Local Government will consider it to be in full force and effect until the Project described herein has been completed and accepted by all parties or unless terminated, as hereinafter provided. Article 2. Project Funding The State will pay money to the Local Government from the SH 121 Subaccount in the amounts specified in Attachment A, Payment Provision and Work Responsibilities. Except as provided in the next succeeding sentence, the payments will begin no later than upon the later of the following: (1) fifteen days after the Legislative Budget Board and the Governor each approve the expenditure, in accordance with IF ider 23 of the Texas Department of Transportation bill pattern in Senate Bull 1, 33rd Legislature; and (2) thirty days after execution of this Agreement. If Attachment A shows that the RTC has allocated payments to the Local Government for a certain expenditure (e.g. construction) for the Project in a certain fiscal year, then the State will make the payment from the SH 121 Subaccount to the Local Government for such expenditure no later than 30 days after the beginning of the designated Fiscal Year. A Fiscal Year begins on September 1 (for example, the 2014 Fiscal Year began September 1, 2013). Article 3. Separate Account; Interest All funds paid to the Local Government shall be deposited into a separate account, and interest earned on the funds shall be kept in the account. Interest earned may be used only for the purposes specified in Attachment A, Payment Provision and Work RTR Off System Page 2 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) Responsibilities, and only after obtaining the written approval of the RTC. The Local Government's use of interest earned will not count towards the 20 percent local match requirement set forth in this Agreement. Article 4. Shortfalls in Funding The Local Government shall apply all funds to the scope of work of the Project described in Attachment A, Payment Provisions and Work Responsibilities, and to none other. All cost overruns are the responsibility of the Local Government. However, should the funds be insufficient to complete the work contemplated by the Project, the Local Government may make further request to the RTC and the State for additional funds from the SH 121 Subaccount. Funds may be increased only through an amendment of this Agreement. If the SH 121 Subaccount does not contain sufficient funds to cover the balance necessary to complete the Project, or if the RTC or the Commission decline the request for any other reason, then the Local Government shall be responsible for any shortfall. Article 5. Return of Project Funding The Local Government shall reimburse the State for any funds paid under this Agreement that are not expended in accordance with the requirements of this Agreement. Upon completion of the Project, the Local Government will issue a signed "Notification of Completion" document to the State acknowledging the Project's completion. If at project end, or upon termination of this Agreement, excess SH 121 Subaccount funds exist, including interest earned, such funds shall be returned to the State within 30 days. Except for funds the Local Government has already expended in accordance with the Agreement, the Local Government shall return to the State the funds paid under this Agreement together with any interest earned on the funds if the Project is not completed within 10 years of execution of the Agreement. Article 6. Local Match The Local Government shall be responsible for the required 20 percent local match as described in Attachment A, Payment Provisions and Work Responsibilities. The costs incurred by the Local Government prior to the execution of this Agreement will count towards the 20 percent local match requirement provided such costs are for RTC - approved phases as shown in Attachment A. At the end of each Fiscal Year the Local Government's cumulative expenditures of local match funds must be no less than 20 percent of the cumulative SH 121 Funds received by the Local Government up to that date under the Agreement, and must be for the uses approved for payments of SH 121 Funds up to that date as specified in Attachment A, Payment Provision and Work Responsibilities. Article 7. Procurement and Contracting Process The State may review the Local Government's procurement of professional services for engineering, surveying, and right of way acquisition, letting of construction contracts, and conduct of construction management and inspection. The Local Government shall certify compliance with state law and regulations, and with local laws, regulations, rules, policies, and procedures. The Local Government shall maintain a copy of the certification in the RTR Off System Page 3 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) project files. Article 8. Design Standards and Construction Specifications The Local Government shall implement the Project using the Local Government's established design standards, construction specifications, procurement processes, and construction management and inspection procedures. Article 9. Right of Way Except for right of way owned by the State or to be acquired by the State according to the plans of the Project as approved by the State, the Local Government shall acquire all necessary right of way needed for the Project. Right of way acquisition is an eligible cost for reimbursement provided such cost is an RTC - approved phase as shown in Attachment A. Article 10. Utilities The Local Government shall be responsible for the adjustment, removal, or relocation of utility facilities in accordance with State laws and regulations and local laws, regulations, rules, policies, and procedures applicable to the Local Government. The Local Government must obtain advance approval for any variance from established procedures. The RTC - approved costs for utilities as shown in Attachment A, if any, shall be used to adjust, remove, or relocate utility facilities. Article 11. Compliance with Laws, Environmental Review and Public Involvement Each Party shall comply with all applicable federal, state, and local laws, statutes, ordinances, rules and regulations, and the orders and decrees of any courts, administrative bodies or tribunals affecting the performance of this Agreement as applicable to it. When required, the Local Government shall furnish the State with satisfactory proof of compliance. As provided in 43 TAC 2.3(b)(1)(A), the State's environmental review requirements do not apply to the Project because the State is funding the Project solely with money held in a project subaccount created under Transportation Code, Section 228.012. However, the Local Government shall ensure that the project complies with all environmental review and public involvement requirements applicable to the Local Government under State and federal law in connection with the Project. The Local Government shall obtain the opinion of legal counsel showing the Local Government's environmental review and public involvement for the Project complies with state law and regulations, and with local laws, regulations, rules, policies, and procedures applicable to the Local Government. The Local Government shall maintain a copy of the certification in the project files. Article 12. Compliance with Texas Accessibility Standards and ADA The Local Government shall ensure that the plans for and the construction of the Project is in compliance with the Texas Accessibility Standards (TAS) issued by the Texas Department of Licensing and Regulation, under the Architectural Barriers Act, Article 9102, Texas Civil Statutes. The TAS establishes minimum accessibility requirements to be consistent with minimum accessibility requirements of the Americans with Disabilities Act RTR Off System Page 4 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) (P.L. 101 -336). Article 13. Work Outside the Project Site The Local Government shall provide both the necessary right of way and any other property interests needed for the Project. Article 14. Insurance If this agreement authorizes the Local Government or its contractor to perform any work on State right of way, before beginning work the entity performing the work shall provide the State with a fully executed copy of the State's Form 1560 Certificate of Insurance verifying the existence of coverage in the amounts and types specified on the Certificate of Insurance for all persons and entities working on State right of way. This coverage shall be maintained until all work on the State right of way is complete. If coverage is not maintained, all work on State right of way shall cease immediately, and the State may recover damages and all costs of completing the work. Article 15. Audit Within 120 days of completion of the Project, the Local Government shall perform an audit of the costs of the Project. Any funds due to the State will be promptly paid by the Local Government. Article 16. Maintenance The Local Government shall be responsible for maintenance of the Project. Article 17. Responsibilities of the Parties a. The State and the Local Government agree that neither party is an agent, servant, or employee of the other party and each party agrees it is responsible for its individual acts and deeds, as well as the acts and deeds of its contractors, employees, representatives, and agents. b. To the extent permitted by law, the Local Government agrees to indemnify and save harmless the State, its agents and employees from all suits, actions or claims and from all liability and damages resulting from any and all injuries or damages sustained by any person or property in consequence of any neglect, error, or omission in the performance of the design, construction, maintenance or operation of the Project by the Local Government, its contractor(s), subcontractor(s), agents and employees, and from any claims or amounts arising or recovered under the "Workers' Compensation laws "; the Texas Tort Claims Act, Chapter 101, Texas Civil Practice and Remedies Code; or any other applicable laws or regulations, all as from time to time may be amended. c. The Parties expressly agree that the Project is not a joint venture or enterprise. However, if a court should find that the Parties are engaged in a joint venture or enterprise, then the Local Government, to the extent provided by law, agrees to pay any liability adjudicated against the State for acts and deeds of the Local Government, its employees or agents during the performance of the Project. RTR Off System Page 5 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) d. To the extent provided by law, the Local Government shall also indemnify and save harmless the State from any and all expense, including, but not limited to, attorney's fees which may be incurred by the State in litigation or otherwise resisting said claim or liabilities which may be imposed on the State as a result of such activities by the Local Government, its agents, or employees. Article 18. Notices All notices to either party by the other required under this Agreement shall be delivered personally or sent by certified or U.S. mail, postage prepaid or sent by electronic mail, (electronic notice being permitted to the extent permitted by law but only after a separate written consent of the parties), addressed to such party at the following addresses: Local Government: State: City of Denton Texas Department of Transportation Attention: City Engineer Attention: Director of Contract Services 901 -A Texas Street 125 East 11 th Street Denton, Texas 76209 Austin, Texas 78701 All notices shall be deemed given on the date so delivered or so deposited in the mail, unless otherwise provided herein. Either party may change the above address by sending written notice of the change to the other party. Either party may request in writing that such notices shall be delivered personally or by certified U.S. mail and such request shall be honored and carried out by the other party. Article 19. Right of Access If the Local Government is the owner or otherwise controls access to any part of site of the Project, the Local Government shall permit the State or its authorized representative access to the site to perform any activities authorized in this Agreement. Article 20. Project Documents Upon completion or termination of this Agreement, all documents prepared by the State shall remain the property of the State. All data prepared under this Agreement by the Local Government shall be made available to the State without restriction or limitation on their further use. All documents produced or approved or otherwise created by the Local Government shall be transmitted to the State in the form of photocopy reproduction as required by the State. The originals shall remain the property of the Local Government. At the request of the State, the Local Government shall submit any information required by the State in the format directed by the State. Article 21. Inspection of Books and Records The Local Government shall keep a complete and accurate record to document the performance of the work on the Project and to expedite any audit that might be conducted. The Local Government shall maintain records sufficient to document that funds provided under the Agreement were expended only for eligible costs that were incurred in accordance with all applicable state and local laws, rules, policies, and procedures, and in accordance with all applicable provisions of this Agreement. The Local Government shall RTR Off System Page 6 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) maintain all books, documents, papers, accounting records and other documentation relating to costs incurred under this Agreement and shall make such materials available to the State for review and inspection during the contract period and for four (4) years from the date of completion of work defined under this Agreement or until any pending litigation or claims are resolved, whichever is later. Additionally, the State shall have access to all governmental records that are directly applicable to this Agreement for the purpose of making audits, examinations, excerpts, and transcriptions. Article 22. NCTCOG Acceptance of funds directly under the Agreement or indirectly through a subcontract under the Agreement acts as acceptance of the authority of NCTCOG and RTC to assist the Local Government's implementation of financial reporting and environmental review concerning the Project. The Local Government shall provide to NCTCOG on a monthly basis a report of expenses, including the Local Government's expenditure of local match funds. The report shall list separately the expenditures by project phase as shown in Attachment A, including but not limited to engineering, environmental review, right of way acquisition, and construction. The report shall also describe interest earned on money from the SH 121 Subaccount, including the interest rate, interest earned during the month, and cumulative interest earned. The report shall further describe the status of developing the Project. Not less than 60 days before the environmental review document is submitted to the governing body of the Local Government for final approval, the Local Government shall submit the document to NCTCOG for review and comment. NCTCOG may provide the Local Government technical assistance on the environmental review of the Project as mutually agreed between NCTCOG and the Local Government. Article 23. State Auditor The state auditor may conduct an audit or investigation of any entity receiving funds from the State directly under the Agreement or indirectly through a subcontract under the Agreement. Acceptance of funds directly under the Agreement or indirectly through a subcontract under this Agreement acts as acceptance of the authority of the state auditor, under the direction of the legislative audit committee, to conduct an audit or investigation in connection with those funds. An entity that is the subject of an audit or investigation must provide the state auditor with access to any information the state auditor considers relevant to the investigation or audit. Article 24. Amendments By mutual written consent of the Parties, this contract may be amended prior to its expiration. Article 25. Termination The Agreement may be terminated in the following manner: a. By mutual written agreement and consent of both parties; b. By either party upon the failure of the other party to fulfill herein, after a 45 day period to cure after receiving compliance; the obligations set forth written notice of non- RTR Off System Page 7 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) c. By the State if the Local Government does not let the construction contract for the Project within one year after the State first provides SH 121 Funds for construction as shown in Attachment A, Payment Provision and Work Responsibilities; d. By the State if the Local Government does not complete the Project within ten years after the effective date of the Agreement. Article 26. Work by Debarred Person The Local Government shall not contract with any person that is suspended, debarred, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by any federal agency or that is debarred or suspended by the State. Article 27. Sole Agreement The Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings or written or oral agreements respecting the Agreement's subject matter. Article 28. Successors and Assigns The State and the Local Government each binds itself, its successors, executors, assigns, and administrators to the other party to this agreement and to the successors, executors, assigns, and administrators of such other party in respect to all covenants of this agreement. The Local Government may assign its interests under the Agreement only with the written approval of the State. Article 29. Remedies The Agreement shall not be considered as specifying an exclusive remedy for a breach of the Agreement. All remedies existing at law or in equity are available to either Party and are cumulative. Article 30. Legal Construction If a provision of the Agreement shall be held invalid, illegal or unenforceable, such invalidity, illegality or unenforceability shall not affect any other provision, and the Agreement shall be construed as if it did not contain the invalid, illegal or unenforceable provision. Article 31. Signatory Warranty The signatories to this agreement warrant that each has the authority to enter into this agreement on behalf of the party they represent. RTR Off System Page 8 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) IN WITNESS WHEREOF, THE STATE AND THE LOCAL GOVERNMENT have executed duplicate counterparts to effectuate this Agreement. THE STATE OF TEXAS Executed for the Executive Director and approved for the Texas Transportation Commission for the purpose and effect of activating and /or carrying out the orders, established policies or work programs heretofore approved and authorized by the Texas Transportation Commission. Kenneth Stewart Director of Contract Services Texas Department of Transportation Date: _ :11[0Z*T1 _Se30P14a;Lril;�a�7�iL�77�;�i1 George C. Campbell City Manager Date: Attest: Jennifer Walters, City Secretary Jennifer Walters Approved as to Legal Form: Anita Burgess, City Attorney Anita Burgess RTR Off System Page 9 of 9 Revised 4/24/2013 CSJ: 0918 -46 -290 Project: Hickory Creek Road Limits: From FM 2181 to Proposed FM 2499 District: 18- Dallas Code Chart: 11400 Funding Category: RTR (SH 121 Subaccount) ATTACHMENT A Payment Provisions and Work Responsibilities For CSJ# 0916- 46 -290, the State will pay J2,400,000 from the SH 121 Subaccount for the reconstruction and widening from a 2 -lane undivided roadway to a 4 -lane undivided urban roadway on Hickory Creek IFRoad from FM 2161 to Proposed FM 2499 in the City of Denton. In accordance with the allocation of funds approved by the RTC, and concurred with by the Texas Transportation Commission, the State will make the payments for the following work in the following Fiscal Years: PROJECT COSTS Regional Toll Fiscal Total Estimate Revenue (RTR) Local Government Description Year Cost SH 121 Participation Subaccount Funds Participation (Engineering (by Local) 2016 $300,000 $240,000 $60,000 Right of Way (by Local) 2016 $50,000 $40,000 $10,000 Construction (by Local) 2017 $2,650,000 $2,120,000 $530,000 TOTAL $3,000,000 $2,400,000 $600,000 The Local Government required match is $600,000. Upon completion of the Project, the Local Government will issue a signed "Notification of Completion" document to the State. The notice shall certify that the Project has been completed, all necessary inspections have been conducted, and the Project is open to traffic. RTR Off System Page 1 of 1 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -985, Version: 1 Agenda Information Sheet DEPARTMENT: DME CM/ ACM: Howard Martin Date: December 15, 2015 SUBJECT Consider approval of a resolution by the City Council regarding three proposed sites for construction, expansion, and use of an electric power transmission /distribution substation located along both the east side of Bernard St. between Eagle Drive to the north and Collins Street to the south, in the City of Denton, Texas, as part of Denton Municipal Electric's service territory. BACKGROUND The Denton Municipal Electric (DME) Capital Improvement Plan includes a project to reconstruct its electric transmission system. Its current capacity is inadequate for expected future load. The need for a substation in the vicinity of the UNT campus has been identified and shared with the community. DME held two open houses to inform the community regarding the siting of the proposed substation sites and received feedback. The first meeting was held at the City of Denton Civic Center on the evening of May 20, 2015. The second meeting was held on July 23, 2015 at Calhoun Middle School in Denton, TX. A public hearing was held by the City Council on October 20, 2015 where input from members of the public was heard. The Council directed at that meeting that the "Blue" option be removed from future consideration. OPTIONS 1. Adopt a resolution approving one of the options presented. 2. Do not approve of a site option and direct that other actions be taken. 3. Table discussion and postpone it for another meeting. RECOMMENDATION In light of information received during the open house meetings, and in the PUB's public hearing, DME recommends that the City Council approve the 911 Bernard St. (a/k/a `Green') option. PRIOR ACTION The Public Utility Board met on October 12, 2015 and convened a Public Hearing regarding the site selection above. Staff presented and the PUB considered the `Yellow', `Orange', `Green' and `Blue' site options contained in Exhibit 4. By a vote of 6 -1, the PUB recommended that the City Council approve the 911 Bernard St. (a/k/a `Green') site option. On October 20, 2015 the City Council directed that the "Blue" option be eliminated leaving a future decision between the `Yellow', `Orange' and "Green' options. City of Denton Page 1 of 2 Printed on 12/4/2015 File #: ID 15 -985, Version: 1 EXHIBITS 1. Project Information 2. System Map 3. Location Map 4. Site Options Map 5. Resolution Respectfully submitted: Phil Williams General Manager Prepared by: Smith Day Compliance Manager City of Denton Page 2 of 2 Printed on 12/4/2015 Lnet izwn tomorrow's community, todco :' Project Information Eagle Substation Description of the Proiect Denton Municipal Electric City of Denton 1659 Spencer Road Denton, TX 76205 July 16, 2014 Denton Municipal Electric (DME) has identified several projects within the DME system that are critical to maintaining reliability and allowing Denton to continue to grow. Construction of the Eagle Substation is one project that is necessary. Information on the project is presented herein (see attached map for project location). The project will consist of the following: ➢ Construction of a new substation. ➢ Rerouting of transmission and distribution lines into the new substation. The construction of the Eagle Substation will require a minimum of 1.9 acres to accommodate the 138 kV system equipment. Additional acreage could allow for future site upgrades and allow for larger setbacks and landscape buffers. Several alternatives have been considered as possible locations for construction of the Eagle Substation. A map is attached that shows the location options that are being considered. All facilities will be owned and operated by DME. Why is the Proiect needed? This new substation is needed to provide load serving capability in the central area of DME's service territory. There is not adequate substation capacity in existing substations to provide the level of reliable service to this area. The proposed new Eagle Substation is required to provide additional capacity that could support loss of major circuits or loss of a transformer in either the Hickory Substation or Locust Substation. Load has grown in this area of the city to a point where long term loss of a transformer or maj or circuit in either of these two area substations could result in a situation where maintaining power to all customers would be challenging. With a three to five year time frame forgetting a new substation on line, DME must be proactive in construction of a new substation in advance of a significant power loss event. The location options that have been identified for the Eagle Substation will address the need for additional power delivery capacity, and will provide a good location for new distribution circuits to originate. The site options can beneficially serve in all directions from these locations. Project Information Eagle Substation Construction Project July 16, 2015 This new station will provide backup to the Hickory and Locust substations. A map is attached that shows the location of these existing substations and the areas that DME is authorized to provide service by the Public Utility Commission of Texas. The location options that have been identified for this new station were chosen in part because there is an existing transmission line available in the immediate vicinity making it unnecessary to construct additional transmission lines. State and federal laws mandate specific and well defined performance requirements for utility systems. DME must comply with these requirements not only to ensure regulatory compliance, but more importantly, to maintain the best reliability of electric service to our customers. Annual studies are completed to determine whether or not each transmission line segment and substation provide the performance needed. If performance deficiencies are identified, projects must be defined and constructed that resolve the deficit. In determining a solution for a deficiency, alternatives are considered that take into account benefits, impacts, and costs. Proiect Location DME has investigated this area for potential locations for the Eagle Substation. The proposed locations were chosen due to them being adjacent to an existing transmission line. Any possible sites to the east and south are not viable due to the close proximity to the Locust Substation. Sites to the north conflict with the University of North Texas Denton Campus 2005 Master Plan which was approved by the UNT Board of Regents and updated in 2013. Sites to the west would involve routing transmission line segments through neighborhoods and would impact a greater number of homes and citizens. The Site Selection Process The analysis phase of project development only identifies that a project is needed, what the project should accomplish, and a potential area for the needed project. It does not mandate the use of a specific site. The site selection process, which includes requesting public input, is employed to determine the location for the new WON �'ON Location Map 16 I W A l UNl Suhetation substation. The option sites have been identified for the E E E C r R I C r'ropoccd Location DENTON substation and are depicted on the attached map. This open house is intended to communicate the need for the project and to provide an opportunity for individuals to learn about the project and make comments. Potentially affected land owners and those within 500 feet of the sites have been notified by mail of the project and the public open house. The City Council has approved the substation site selection process. This process presents the public with several opportunities to provide input. The first step is for DME to conduct an open house where 2 Project Information July 16, 2015 Eagle Substation Construction Project information is made available on the proposed project, questions may be asked, recommendations can be made, and written or verbal comments may be provided. Interested individuals may also contact DME at any time. Contact information for DME is provided below and on the comment form handed out at the open house. After all comments received at the open house for a project are compiled, DME will consider all comments, complete additional reviews as appropriate, and will provide a recommendation to the Public Utilities Board (PUB). During its consideration of DME's proposal, the PUB will conduct a public hearing and direct DME to take additional actions or recommend a site for consideration by the City Council. During its consideration of the PUB's findings, the City Council will again conduct a public hearing to receive comments from interested residents. Ultimately, the City Council will select the site for the Eagle Substation. DME will provide notice by mail for the open house and for the PUB and City Council public hearings. DME's contact for questions: Brian Daskam Energy Services Development Officer Phone: (940) 349 -7567 Email: Brian .Daskam(a -)cityofdenton.com Please visit the project website for additional information, updated project information, and an online comment form http: / /www.citvofdenton.com /departments- services /departments- a- f /denton- municipal- electric /proiects /eagle- substation. Timeline for the Proposed Substation Relocation Following approval by the City Council of the proposed site, DME will undertake procurement of land for the proposed site. The time required for purchase of the land is unknown at this time. Design of the station will begin as soon as practical after it appears that land issues will be settled. DME would hope to have the new station in service 2 years after the site is selected by City Council and the land is acquired. Procurement of Land and Easements Land and easement procurement processes are governed by state laws and local ordinances such as Senate Bill 18. Once the City Council has approved the transmission line route and substation sites, the procurement process will follow these requirements. The City will pay fair market prices for land and land rights. Fair market value is determined by conducting market studies and appraisals. Attachment: Location Map � v T.. � ° O O ° � �❑❑ ~ � O a o as y A ° o F A a p as o C, 181 cn o o g o o 3 y °; a p « on M Z p Cl y °v C, 01 o Pd N W G d a c o pN ^3 H oa �+ y m �� � c� o ou r � °° y a y a o 0 3 w� Z Cq p c �� O C� « a' .� � .� 0 x o N a 'x a. Z N o y o y o C w 3 5 •°G cc v;- ° 0. o a q «� ° L° a° a a 0 ° a ° n � C � � � � ° � � •:°. Y ` Y � y � � N v' � � z x rn � `" � u a' � C ° � = aai L C o cppOO'OCa p o00 °ate o« °❑� �Q °� i o�� a d' � � .a � �", � W (� �l Z a � . ro a ,�" ca � �` m ca z .� � z a • • o o er ao N 01 t� ti �••i !1' V1 H � � •••i H N '•r N �x o� a ° y 0 04 u ♦ g f ♦ ❑ ❑ e ��. �X1U,•.. M1YMM7k.9 ❑ � _ a m o 'o w° ° a Y (fl ♦ M = C � ♦ ♦ o A ❑ I s ; m ♦ a ♦ xo � 3F `❑ a a P4 94 U — m <a z z a w ¢ N ^ g q O O F. F. mm `o C �F X00 �� Legend � ;�n Exhibit 3 � ti. � urom�m�'^ "k � ",�N Cwtc W Location Map Eagle Substation Proposed N Sites ¢� ,.i ED Collins St. / Bernard St ;. ° Rl re ^w,a °fit � t t� Eagle Dr. /Bernard St. East m..o ° , i ,,xG 911 Bernard St. A Eagle Dr. / Bernard St. GIS wEa oil' � Transmission Overhead Line UM, W m � � W _ftmUrry �� �t 69kV map E yc"11 M ,. ° , ^p LLk1 iii, E Pr u.'Illb e SQ'. W UTu�,yl> uud St m�u 0 s °�rm;a �I +�rtii / XA I J, 0 38 lrrrra /,, v 1 C t m � Cf R,iffn!f s y, 0 p� ,. w"U��at��St �r V end Cry' S1 p��bi aim °sus ^r m MV4rmwwood "may I c +i pal-Wirl S#, ,u r,rT'JOeJerry Il n V a,rk ov Cir 4`M1 Em it „I s on S$" HaAamcfwl 1"'n i " 3 ¢v mw� 1 VI'a.,m, o St 4! Czarldam RA, ti UNION Eagle Substation E reuu ica I,qI EI.ECTflIG s Exhibit 4� Site Options Map p � ilk AJI a I i i y�rr F 5 SOOFt Notification Boundary y. 1W f 3 B ,fit 1 �y pr�oo'— _ r /' Q I,zey St i ut RIM i,, r j� 'r rPr /( / N t"TON Eagle Substation w m U " I C' P I` Proposed Sites S .0 ✓� erK �i� Goi Vd�J,ll4f1�,1, l� f,� . N Ire /ra. 0"""; fmrn, J, tf /f /' Q I,zey St i ut RIM i,, r j� 'r rPr /( / N t"TON Eagle Substation w m U " I C' P I` Proposed Sites S S:ALegal\Our Documents \Resolutions \15 \Eagle resolution final.doca Exhibit 5 RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON REGARDING THE PROPOSED SITE FOR THE LOCATION AND CONSTRUCTION OF AN ELECTRIC UTILITY SUBSTATION IN THE AREA ALONG B O T 1 -1 T II E E A S T A N D W E ST S I D E S OF BERNARD STREET BETWEEN EAGLE DRIVE TO THE NORTH AND COLLINS STREET TO THE SOUTH, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS, AS PART OF DENTON MUNICIPAL ELECTRIC'S SERVICE TERRITORY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton's electric department, Denton Municipal Electric (" DME"), has previously announced that in order to serve future load and needs of its customers the necessity exists for the location and construction of a substation in the area along both the east and west sides of Bernard St. between Eagle Drive to the north and Collins Street to the south in DME's certificated service territory ("911 Bernard St. site" a /k /a "Green site "); and WHEREAS, DME has diligently examined a number of possible locations in the area of the City to the immediate north and south of Eagle St in the proximity of several blocks east and west of Beatty St. in order to determine an appropriate site for the location and construction of the substation ( "Eagle Substation ") and has considered the impact on homeowners, displacement of residents, cost of easements, transmission and distribution line construction costs, engineering factors, proximity to other substations, and other relevant factors to the extent reasonably possible; and WHEREAS, DME staff then conducted multiple open house meetings, with advanced notices being mailed to landowners who own property within 500 feet of the potential sites, in order to inform the public regarding the sites for the proposed location and construction of the Eagle Substation and to receive public input on the same; and WHEREAS, after the last open house, the City's Public Utility Board ("PUB"), during a regularly scheduled open meeting, held a public hearing to alloNv further public input before making a recommendation to the City Council for the location and construction of the Eagle Substation; and WHEREAS, the PUB, after considering all public comment and the recommendations of DME staff, b y a v o t e o f 6 - 1 , recommended to City Council that the " 911 Bernard St. site" be selected as the site for the location and construction of the Eagle Substation; and WHEREAS, the City Council, after considering all of the facts and circumstances, is of the opinion, and the City Council finds, that "911 Bernard St. site" is a feasible site option for the location and construction of the Eagle Substation; NOW, TH BREFORE, THE COUNCIL OF THE CITY OF DENTON RESOLVES: SECTION 1. The City Council approves the " 911 Bernard St. site" as the site for Location and construction of Denton Municipal Electric's E a g 1 e Substation and the same is depicted as the " 911 Bernard St. site" on the attached map marked as Exhibit " 4" of the agenda attachments and directs DME to acquire the site designated as the " 911 Bernard St. site" in substantial compliance with what is shown on the attached map. SECTION 2. The recitals set forth in the preamble to this resolution are incorporated in, and are made a part of this resolution for all purposes. SECTION 3. This resolution shall take effect immediately from and after its adoption. PASSED AND APPROVED this the day of October, 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS. CITY SECRETARY BY: 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 15 -1284, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Development Services ACM: Jon Fortune DATE: December 15, 2015 SUBJECT Consider adoption of an ordinance revoking or modifying a Specific Use Permit dated August 5, 2014, allowing a wrecker service and impound lot on property located in an Employment Center Industrial (EC -I) zoning and land use district on approximately 1.3 acres, generally located south of Smith Street, east of Dallas Drive, and north of Teasley Lane; and providing an effective date. BACKGROUND On August 5, 2014, City Council approved Specific Use Permit (SUP) S12-0001 permitting a Wrecker Service and Impound Lot on the subject property with conditions. Specifically, the conditions are: SUP Condition 42 Best management practices (BMPs) addressing storm water quality shall not be required unless there is documented contamination. City Staff is directed to implement a monitoring program to determine whether any contamination is exiting the Property and into the watershed. If City Staff documents such contamination, the Applicant shall either: (1) install BMPs 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, so that the Applicant can be in compliance with the Denton Development Code's L(29) requirement; (2) or lose the SUP and cease doing business at the Property. SUP Condition 43 The applicant shall install an eight -foot (8') high screening fence and a type "B" buffer along the perimeter of the site. The landscaping shall be 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. In September 2014, city staff implemented a monitoring program to determine whether any contamination was exiting the subject property. The testing results confirmed contamination was exiting the subject property. The property owner was soon notified of the results, and was directed to install BMPs. The property owner questioned the results and failed to install BMPs or similar practices consistent with LID approaches to comply with Condition 42. In addition, the property owner failed to install the eight -foot (8') high screening fence and a type "B" buffer along the perimeter of the site, to comply with Condition 43. After a year of meetings and discussions between staff and the property owner, on November 17, the City Council held a public hearing to City of Denton Page 1 of 3 Printed on 12/10/2015 File #: ID 15 -1284, Version: 1 consider a revocation of the SUP. At the public hearing the City Council gave the property owner until December 15, 2015 to comply with all the conditions of the SUP. Below is a summary of events, separated by condition that followed the public hearing. SUP Condition 42 On November 19, the property owner submitted a building permit application for the installation of BMPs. After several reviews, the subject permit was issued on December 2. If the City Council determines that the SUP should not be revoked, staff proposes modifications to the SUP ordinance with new conditions to ensure that the BMPs are continually maintained. Specifically, staff would propose conditions requiring the property owner to execute and maintain a Stormwater Management Plan. The Stormwater Management Plan sets the requirements and specifications of the BMPs. It also outlines the documentation of self - inspections by the property and the process of periodic inspections by staff. SUP Condition 43 On November 23, staff met with the property owner onsite to tour the property and to discuss the best way the property owner can comply with the condition while still meeting the intent of the condition. After touring the site, staff determined that a type "B" buffer along the entire perimeter of the site was not practical. Two of the sides (south and east) contain a drainage easement and planting trees and shrubs would impact the future use and maintenance of these easements. Part of the north and west side of the property contain existing buildings that prevent the installment of a type "B" buffer. Again, should the City Council determine that the SUP should not be revoked, staff is proposing to modify the SUP conditions to clarify that a type "B" buffer will only be required along the southwest portion of the property, an area that is visible from Dallas Drive. With a type "B" buffer along the southwest portion of the property, an eight -foot (8') high screening wood fence along the perimeter of the site and an opaque screening fabric placed on the existing wrought iron gate, the property owner has met the intent of the Condition 43 of the SUP. The fence permit was issued on November 24 with the following requirements: I. A survey will be required with property lines and all easements flagged. Layout inspection will be performed on November 25 at 3:00 pm to insure proper placement of the fence. (The survey was completed and it revealed that the proposed placement of the fence is outside any easement) 2. Landscape buffer to be installed along west property line and shall consist of four (4) new street trees and 15 shrubs. Applicant shall demonstrate that watering capabilities are available. 3. Wood pickets eight (8) foot in height shall be attached to the existing wrought iron fencing, along the west property line. 4. An opaque screening fabric shall be placed on the existing wrought iron gate. 5. Existing perimeter chain link fencing shall be removed. As of Wednesday, December 9, an inspection has not been requested by the applicant or scheduled. As a result, staff was not able to determine, at the time of writing this report, whether the property owner has complied with all the conditions as presented in the modified SUP Ordinance. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. City of Denton Page 2 of 3 Printed on 12/10/2015 File #: ID 15 -1284, Version: 1 4. Postpone consideration. 5. Table item. RECOMMENDATION Based on the fact that an inspection has not been conducted as of this writing, staffs' recommend is pending until an inspection is requested and completed. Staff will provide the Council and update on the pending inspection results at the December 15, 2015 meeting. PRIOR ACTION/REVIEW (Council, Boards, Commissions) March 19, 2014 - Planning and Zoning Commission Public Hearing August 5, 2014 - City Council Public Hearing December 2, 2014 - City Council Public Hearing November 17, 2015 - City Council Public Hearing FYHIRITC 1. Draft Revocation SUP Ordinance 2. Draft Modified SUP Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Ron Menguita, AICP Long Range Planning Administrator City of Denton Page 3 of 3 Printed on 12/10/2015 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REVOKING A SPECIFIC USE PERMIT DATED AUGUST 5, 2014 FOR AKERS TOWING LLC, WHICH ALLOWED A WRECKER SERVICE AND IMPOUND LOT ON PROPERTY LOCATED IN AN EMPLOYMENT CENTER INDUSTRIAL ZONING AND LAND USE DISTRICT (EC -1) ON APPROXIMATELY 1.3 ACRES OF LAND, GENERALLY LOCATED SOUTH OF SMITH STREET, EAST OF DALLAS DRIVE AND NORTH OF TEASLEY LANE; PROVIDING FOR A REPEALER OF ORDINANCE 2014 -240; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Joe H. Akers ( "Owner ") owns approximately 1.3 acres of land located at A0623a A. Hill Abstract, Tr 77, more commonly known as 715/717 Dallas Drive, within the City of Denton, Denton County, Texas, and more particularly described in Exhibit "A" attached hereto and incorporated by reference herein (the "Property "), which is zoned as an Employment Center Industrial Zoning and Land Use District (EC -I); and WHEREAS, the Owner operates a wrecker service and impound lot on the Property under the business Akers Towing LLC; and WHEREAS, the Denton Development Code, Section 35.5.6.2 requires a Specific Use Permit ( "SUP ") for such use in an EC -I district, as well as a Limitation 29 ( "L(29) ") of Section 35.5.8; and WHEREAS, after receiving a citation for operating without a proper Certificate of Occupancy, which requires an SUP, Owner filed a request for an SUP and also objected to the application of L(29); and WHEREAS, the City Council, on August 5, 2014, approved Ordinance 2014 -240 granting a Specific Use Permit (SUP) to allow Wrecker Services and Impound Lots on the Property and, in consideration of Owner's objection, required several conditions to be met, including that an eight - foot (8') high screening fence and a type "B" buffer be placed along the perimeter of the site, and that if contamination is found by City Staff to be exiting the Property and into the watershed, only then would Best Management Practices (BMPs) be required in accordance with L(29), or the SUP would be lost; and WHEREAS, in September 2014, City Staff completed monitoring of the Property for contamination by testing various soil samples which confirmed that metals and total petroleum hydrocarbons were likely exiting the Property in stormwater; and WHEREAS, Owner was provided notice of the positive testing results and failed to submit a formal stormwater management plan, failed to install BMPs, failed to install the screening fence, and failed to install the type "B" buffer in order to be in compliance with Ordinance 2014 -240; and WHEREAS, the City Council held a hearing after due notice to the Owner on November 17, 2015 in order to consider revocation or modification of the SUP in accordance with Ordinance No. 2014 -240 and Subchapter 6 of the Denton Development Code; and WHEREAS, at said hearing, City Council found that the conditions of the SUP were not met; however, Owner presented good cause as to why he should be given an extension of time to comply with Ordinance No. 2014 -240; and WHEREAS, the City Council determined at the hearing that the matter should be continued until the regular meeting of December 15, 2015, to determine if the conditions of the SUP had then and there been met by Owner, or otherwise to revoke or modify the SUP; and WHEREAS, the City Council of the City of Denton hereby finds that Owner has failed to install Best Management Practices designed to treat hydrocarbons and attain the pollutant removal capabilities in accordance with L(29), and has failed to install an eight -foot (8') high screening fence and a type "B" buffer along the perimeter of the site and therefore conditions imposed by the SUP have not been met or have been violated; and WHEREAS, the City Council of the City of Denton believes that revocation of the SUP and repeal of Ordinance 2014 -240 pursuant to Section 35.6.6.B.2. of the Denton Development Code is in the best interest of the citizens of the City of Denton to promote the public health, safety, morals, and general welfare of the City; 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 City Council hereby revokes the Specific Use Permit approved for the Property on August 5, 2014 and hereby repeals Ordinance No. 2014 -240. SECTION 3. The zoning ordinances of the City of Denton shall remain in full force and effect, save and except as amended by this ordinance. SECTION 4. The Owner, Akers Towing LLC, or its principals, agents, representatives, assignees, or employees shall immediately cease from using the Property as a Wrecker Service and Impound Lot or as auto storage of wrecked vehicles. The Building Official is hereby directed to revoke any pre- existing Certificate of Occupancy for this location. SECTION 5. The City Council hereby declares that the Property shall not be eligible for resubmittal of a new SUP application for twelve (12) months from the effective date of this ordinance unless Owner can show a substantial change in circumstances to justify a resubmission, as is the case of application denials under Denton Development Code, Section 35.3.4.C.6. SECTION 6. 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 other provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 7. In compliance with Section 2.09(c) of the Denton Charter, 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 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: JENNIFER W. DECURTIS, DEPUTY CITY ATTORNEY BY: Exhibit A Legal Description 715 Dallas Drive 1.28 Acres FIELD NOTES to all that certain lot, tract, or parcel of land situated in the A. Hill Survey, Abstract Number 623, Denton County, Texas, and being all of a tract of land described in a deed from Antone P. Raposa to Joe Hoyt Akers, as recorded in Volume 849, Page 454, Deed Records, Denton County, Texas, also being a part of Lots 3 and 4 in the Emily J. Fry Estate, according to the plat thereof recorded in Volume 1, Page 36, Plat Records, Denton County, Texas, the subject tract being more particularly described as follows; BEGINNING at a metal fence corner post found for the most Northerly Northwest corner of the herein described tract, the most Northerly Northwest corner of said Akers tract and the Northeast corner of Lot 1 in Block A of Delux Addition, an addition to the City of Denton, according to the plat thereof recorded in Cabinet S, Page 322, Plat Records, Denton County, Texas; THENCE South 89 degrees 40 minutes 47 seconds East with the North line of said Akers tract, along or near a fence, at a distance of 267,29 feet passing a capped iron rod found stamped "4561" for the Southeast corner of a tract of land described in a deed to F&H Construction, as recorded in County Clerk File Number 2002-79921, Real Property Records, Denton County, Texas, continuing along said course, a total distance of 269.48 feet to a capped iron rod set for the Northeast corner of said Akers tract and being in the East line of said Lot 4, the West line of Lot I in said Emily J. Fry Estate and the West line of a tract of land described in a deed to David Matheson, as recorded in County Clerk File Number 1994-13414, Real Property Records, Denton County, Texas, from which a 1/2" iron rod found for the Northwest corner thereof and the Northwest corner of said Lot 1 bears North 00 degrees 11 minutes 27 seconds West, a distance of 385.44 feet; THENCE South 00 degrees 11 minutes 27 seconds East with the West line of said Lot 1, the West line of said Matheson tract, the East line of said Lot 4 and the East line of said Akers tract, a distance of 184.35 feet to a capped iron rod set for the Southeast corner thereof in the West line of Lot 2 in said Emily J. Fry Estate, and being the apparent Northeast corner of Lot 1 in Block A of Reynolds Dallas Drive Addition, an addition to the City of Denton, according to the plat thereof recorded in Cabinet E, Page 287, Plat Records, Denton County, Texas, from which a metal fence corner post found for an angle point in the East line thereof, the Southwest corner of said Lot 2 and the Southwest corner of said Matheson tract bears South 00 degrees 11 minutes 27 seconds East, a distance of 86.77 feet; THENCE North 89 degrees 57 minutes 29 seconds West with the apparent North line of said Reynolds Dallas Drive Addition and the South line of said Akers tract, a distance of 282.52 feet to a capped iron rod set on the Northeast line of Dallas Drive for the Southwest corner thereof and the apparent Northwest corner of said Reynolds Dallas Drive Addition, from which a 1/2" iron rod found for the Southeast corner thereof bears South 47 degrees 57 minutes 33 seconds East, a distance of 383.71 feet; THENCE North 47 degrees 57 minutes 33 seconds West with the Northeast line of said Dallas Drive and a Southwest line of said Akers tract, a distance of 139,87 feet to a PIK nail set for the most Westerly Northwest corner thereof and the Southwest corner of a 0.31 acre right -of -way dedication found in said Cabinet S, Page 322, from which a PK nail found for an angle point on the West line thereof bears North 47 degrees 57 minutes 33 seconds West, a distance of 18.77 feet; THENCE South 89 degrees 47 minutes 48 seconds East with the North line of said Akers tract, at a distance of 10.00 feet passing the Southwest corner of Lot 1 in said Delux Addition, continuing along said course and the South line of said Lot 1, a distance of 115.48 feet to a metal fence corner post found for the Southeast corner thereof and an inner ell corner of said Akers tract; THENCE North 00 degrees 30 minutes 56 seconds East with the West line thereof and the East line of said Lot 1, along or near a fence, a distance of 92.39 feet to the PLACE OF BEGINNING and enclosing 1.28 acres of land more or less. OF OCK wW;U J* TINW!WilI" 6243" 1 -16 -tD n ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING ORDINANCE NO. 2014 -240 TO MODIFY A SPECIFIC USE PERMIT FOR AKERS TOWING LLC WITH NEW CONDITIONS, TO ALLOW WRECKER SERVICES AND IMPOUND LOTS ON A PROPERTY LOCATED IN AN EMPLOYMENT CENTER INDUSTRIAL (EC -I) ZONING AND USE DISTRICT, WITH CONDITIONS, ON APPROXIMATELY 1.3 ACRES. THE SUBJECT PROPERTY IS GENERALLY LOCATED SOUTH OF SMITH STREET, EAST OF DALLAS DRIVE, AND NORTH OF TEASLEY LANE; PROVIDING FOR A SAVINGS CLAUSE, A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00, SEVERABILITY, AND AN EFFECTIVE DATE. WHEREAS, Joe H. Akers ( "Owner ") owns approximately 1.3 acres of land located at A0623a A. Hill Abstract, Tr. 77, more commonly known as 715/717 Dallas Drive, within the City of Denton, Denton County, Texas, and more particularly described in Exhibit "A" attached hereto and incorporated by reference herein (the "Property "), which is zoned as an Employment Center Industrial Zoning and Land Use District (EC -I); and WHEREAS, the Owner has operated and continues to operate a wrecker service and impound lot on the Property under the business Akers Towing LLC; and WHEREAS, the Denton Development Code, Section 35.5.6.2 requires a Specific Use Permit ( "SUP ") for such use in an EC -I district, as well as a Limitation 29 ( "L(29) ") of Section 35.5.8; and WHEREAS, after receiving a citation for operating without a proper Certificate of Occupancy, which requires an SUP, Owner filed a request for an SUP and also objected to the application of L(29); and WHEREAS, the City Council, on August 5, 2014, approved Ordinance 2014 -240 granting a SUP for Akers Towing LLC in order to allow Wrecker Services and Impound Lots on the Property but required several conditions to be met; and WHEREAS, in consideration of Owner's objection, the conditions required by Ordinance 2014 -240 included the requirement for an eight -foot (8') high screening fence and a type "B" buffer to be placed along the perimeter of the site, as well as the requirement that Best Management Practices ( "BMPs ") be installed in accordance with L (29) in order to minimize the potential for stormwater contamination only if contamination is found by City Staff to be exiting the Property and into the watershed; otherwise, the SUP would be lost and Owner would cease doing business; and WHEREAS, in September 2014, City staff completed monitoring of the Property for contamination by testing various soil samples which confirmed that metals and total petroleum hydrocarbons were likely exiting the Property in storm water; and WHEREAS, Owner was provided notice of the positive testing results and failed to submit a formal stormwater management plan, failed to install BMPs, failed to install the screening fence, and failed to install the type `B" buffer, all in compliance with Ordinance 2014 -240; and WHEREAS, the City Council held a hearing after due notice to the Owner on November 17, 2015 in order to consider revocation of the SUP in accordance with Ordinance No. 2014 -240 and Subchapter 6 of the Denton Development Code; and WHEREAS, at said hearing, City Council found that the conditions of the SUP were not met; however, Owner showed good cause as to why the conditions were not met and presented evidence of a good faith effort to meet the conditions; and WHEREAS, the City Council determined that the hearing should be continued until the regular meeting of December 15, 2015, to determine if the conditions of the SUP had then and there been met by Owner, or otherwise to revoke or modify the SUP; and WHEREAS, after considering the matter on December 15, 2015, the City Council finds that the Owner has adequately met the conditions of the SUP as stated in Ordinance 2014 -240; however, City Council further finds that assessing new conditions is necessary, requiring a modification of the SUP; and WHEREAS, the City Council finds that Ordinance 2014 -240 shall be amended to modify the SUP to add these new conditions and that said Ordinance is consistent with the Denton Plan and the Denton Development Code and is in the best interest of the citizens of the City of Denton to promote the public health, safety, morals, and general welfare of the City; 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. Savings Clause. Ordinance 2014 -240 is hereby amended to modify the SUP as stated herein. This amendment does not affect a punishment or penalty incurred under Ordinance 2014 -240 before the effective date of this Ordinance, nor a suit, prosecution, or proceeding pending at the time of the amendment for an offense committed under the original ordinance. SECTION 3. SUP Modified. The Specific Use Permit granted in Ordinance No. 2014- 240 to allow wrecker services and impound lots on the Property is hereby modified and subjected to the following conditions: 1. The site plan shown in Exhibit "B" and "C" shall guide the operation of the use of the property for wrecker services and impounds lots; and 2. Best management practices (BMPs) addressing stormwater quality are required to be maintained on the Property in accordance with the Denton Development Code and in conformance with the "Stormwater Management Plan" submitted by Owner and attached as Exhibit "D" hereto and incorporated by reference as if set forth at length herein, or any subsequent written amendments thereto as approved by the City of Denton Watershed Protection Manager, or his /her designee; and Page 2 of 4 BMPs on the Property shall at all times meet the requirements and specifications of the Stormwater Management Plan (Exhibit "D ") and be consistent with the requirements set forth in L (29); and 4. Owner shall at all times maintain the structural and non- structural stormwater BMPs on the Property and shall perform self - inspections of the BMPs on the Property in accordance with the frequency set out in the Stormwater Management Plan (Exhibit "D ") and document the results of those inspections in writing; and 5. Owner shall make all records concerning the SUP, the modified SUP conditions, and the BMPs on the Property, including the documentation of self - inspections as outlined in the Stormwater Management Plan (Exhibit "D "), available to City staff upon request; and 6. Owner shall permit periodic inspections on the Property, with or without notice to the Owner, by the City of Denton Watershed Protection Manager, or his /her designee, for the purposes of compliance with this Ordinance and other applicable law; and 7. If the Property is found by City staff to be in violation of a provision of this Ordinance, of the City of Denton Code of Ordinances, the Denton Development Code, or of other applicable law, then a Notice of Correction shall be issued by the City of Denton Watershed Protection Manager, or his /her designee, providing the nature of the violation and a timeframe by which the violation shall be corrected. Failure to cure the violation within the time specified shall be a failure of a condition of this Ordinance, subject to revocation as described herein. This provision does not limit or control, however, other City departments' methods to enforce provisions of the code under their own standard operating procedures; and An eight -foot (8') high screening fence made of wood or other opaque materials shall be required to be maintained along the perimeter of the Property, in accordance with the City of Denton Code of Ordinances and the Denton Development Code and generally as depicted in Exhibits "B" and "C" attached hereto. 9. A Type "B" buffer shall be required to be maintained along the western right of way, Dallas Drive, as generally depicted in Exhibits "B" and "C." The landscaping planted along the outside of the fence shall be maintained, irrigated, and kept alive at all times; and 10. Owner shall comply with all local, state, and federal law concerning the Property and the use thereon; and 11. The modified SUP described herein is approved for the Owner of the Property only, rather than for the Property itself, and therefore does not run with the land. This SUP shall only be assignable to individuals who are related to Owner by consanguinity or affinity, both in the first degree. Any other assignment shall cause this SUP to be void and subject to revocation as herein described. Page 3 of 4 SECTION 4. SUP Regulations. Upon notice to the Owner and a hearing before the City Council, the modified SUP may be revoked or further modified if: 1. There is one or more of the conditions imposed by this Ordinance that has not been met or has been violated on the Property; or 2. The SUP or modified SUP was obtained or extended by fraud or deception; or 3. As otherwise permitted by law and /or Denton's Zoning Ordinance. SECTION 5. Unlawful Use. It shall be unlawful for any person, firm, corporation, or other entity to make use of the above - referenced Property in some manner other than as authorized by the Denton Code of Ordinances and this Ordinance. SECTION 6. Penalty. Any person, firm, corporation or other entity violating any provision of this ordinance shall, upon conviction, be fined a sum not exceeding $2,000.00 for each violation. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. The penal provisions imposed under this Ordinance shall not preclude the City of Denton from filing a lawsuit to enjoin the violation and it retains all legal rights and remedies available to it under local, state, and federal law. SECTION 7. Severability. 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 8. Effective Date. In compliance with Section 2.09(c) of the Denton Charter, 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 , 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: JENNIFER DECURTIS, DEPUTY CITY ATTORNEY Page 4 of 4 Exhibit A Legal Description 715 Dallas Drive 1.28 Acres FIELD NOTES to all that certain lot, tract, or parcel of land situated in the A. Hill Survey, Abstract Number 623, Denton County, Texas, and being all of a tract of land described in a deed from Antone P. Raposa to Joe Hoyt Akers, as recorded in Volume 849, Page 454, Deed Records, Denton County, Texas, also being a part of Lots 3 and 4 in the Emily J. Fry Estate, according to the plat thereof recorded in Volume 1, Page 36, Plat Records, Denton County, Texas, the subject tract being more particularly described as follows; BEGINNING at a metal fence corner post found for the most Northerly Northwest corner of the herein described tract, the most Northerly Northwest corner of said Akers tract and the Northeast corner of Lot 1 in Block A of Delux Addition, an addition to the City of Denton, according to the plat thereof recorded in Cabinet S, Page 322, Plat Records, Denton County, Texas; THENCE South 89 degrees 40 minutes 47 seconds East with the North line of said Akers tract, along or near a fence, at a distance of 267,29 feet passing a capped iron rod found stamped "4561" for the Southeast corner of a tract of land described in a deed to F&H Construction, as recorded in County Clerk File Number 2002-79921, Real Property Records, Denton County, Texas, continuing along said course, a total distance of 269.48 feet to a capped iron rod set for the Northeast corner of said Akers tract and being in the East line of said Lot 4, the West line of Lot I in said Emily J. Fry Estate and the West line of a tract of land described in a deed to David Matheson, as recorded in County Clerk File Number 1994-13414, Real Property Records, Denton County, Texas, from which a 1/2" iron rod found for the Northwest corner thereof and the Northwest corner of said Lot 1 bears North 00 degrees 11 minutes 27 seconds West, a distance of 385.44 feet; THENCE South 00 degrees 11 minutes 27 seconds East with the West line of said Lot 1, the West line of said Matheson tract, the East line of said Lot 4 and the East line of said Akers tract, a distance of 184.35 feet to a capped iron rod set for the Southeast corner thereof in the West line of Lot 2 in said Emily J. Fry Estate, and being the apparent Northeast corner of Lot 1 in Block A of Reynolds Dallas Drive Addition, an addition to the City of Denton, according to the plat thereof recorded in Cabinet E, Page 287, Plat Records, Denton County, Texas, from which a metal fence corner post found for an angle point in the East line thereof, the Southwest corner of said Lot 2 and the Southwest corner of said Matheson tract bears South 00 degrees 11 minutes 27 seconds East, a distance of 86.77 feet; THENCE North 89 degrees 57 minutes 29 seconds West with the apparent North line of said Reynolds Dallas Drive Addition and the South line of said Akers tract, a distance of 282.52 feet to a capped iron rod set on the Northeast line of Dallas Drive for the Southwest corner thereof and the apparent Northwest corner of said Reynolds Dallas Drive Addition, from which a 1/2" iron rod found for the Southeast corner thereof bears South 47 degrees 57 minutes 33 seconds East, a distance of 383.71 feet; THENCE North 47 degrees 57 minutes 33 seconds West with the Northeast line of said Dallas Drive and a Southwest line of said Akers tract, a distance of 139,87 feet to a PIK nail set for the most Westerly Northwest corner thereof and the Southwest corner of a 0.31 acre right -of -way dedication found in said Cabinet S, Page 322, from which a PK nail found for an angle point on the West line thereof bears North 47 degrees 57 minutes 33 seconds West, a distance of 18.77 feet; THENCE South 89 degrees 47 minutes 48 seconds East with the North line of said Akers tract, at a distance of 10.00 feet passing the Southwest corner of Lot 1 in said Delux Addition, continuing along said course and the South line of said Lot 1, a distance of 115.48 feet to a metal fence corner post found for the Southeast corner thereof and an inner ell corner of said Akers tract; THENCE North 00 degrees 30 minutes 56 seconds East with the West line thereof and the East line of said Lot 1, along or near a fence, a distance of 92.39 feet to the PLACE OF BEGINNING and enclosing 1.28 acres of land more or less. OF OCK wW;U J* TINW!WilI" 6243" 1 -16 -tD n Exhibit B Site Plan � I a9`o f HN z " imm oo j€ cTi Ev z ,......., 0 F x ^ m ap a / f z Ioz��i mon2 t p � F ° a zg4] 70, x B rI A m c m a � m wmm Nm °° v H U - 7 z. F1v p X Q asoH 5 z r r D m 8� � W ay so rr € 4< m m� Y. till m 3 y ® Site Plan ` / r GREG F.—nS ENGINEEPING SEPVICE. INC. - � nensroH. N r "' ;fl f "F "'jn- GREG EPWiNPS, P.E. Oo A O O pane u :. GumR!" . � \ aea �fi21 AM11NOn GT., PONDER, TX 7659 w .l o afi q yaz9 wa:E„m.EEw� v..o..EaE.o„ ��.E .. ]nno.i as]nas pro' aeee am 5 - g - m p $ b p p 'z. � FLn,z 1 om m a _ m ;Om w3 p z m z\ �D v m \ za m ° pm �T� $ �.. s � C »9 P g6 P 0 n o� r�i I � ° f — / N f / °�d FryE „s 7 z. F1v p X Q asoH 5 z r r D m 8� � W ay so rr € 4< m m� Y. till m 3 y ® Site Plan ` / r GREG F.—nS ENGINEEPING SEPVICE. INC. - � nensroH. N r "' ;fl f "F "'jn- GREG EPWiNPS, P.E. Oo A O O pane u :. GumR!" . � \ aea �fi21 AM11NOn GT., PONDER, TX 7659 w .l o afi q yaz9 wa:E„m.EEw� v..o..EaE.o„ ��.E .. ]nno.i as]nas pro' aeee am Exhibit C Landscape Plan I � !I 4 % o / o " "Oe e s'm A — t' a� Ma _ m =� s o e S o ° $ n g ,I II I I I g I I I mll I I �o°z . I I mll I I I I I Ir I I / � I � r7 � �✓ � I I J I� I y a o m m� I I ma I �3 b \ na 3 e� ° � b wD 1z ri r %T J 0f m JOHNSON �r 1 � � Of GREG EGWARGS ENGINEERING SERVICES, INC. m m = o r y m < 3 £ �ZDUN\C,AN u - f m / ,% rir $ nape Gae EumR / ¢ ,���^� GREG EPWAR.S, P.E. '1621 AMANDA Gi., PGNGER. TX ]6259 m .p r< g` "� ,a'z 9J k' € �`F Evv vEEw,vv w..eaE .ou u.E zo ]16 Gel 0 &]YCR G! q�P= Jz<<etls U7 i na 3 e� ° � b wD 1z ri r %T J 0f m JOHNSON �r 1 � � Of GREG EGWARGS ENGINEERING SERVICES, INC. m m = o r y m < 3 £ �ZDUN\C,AN u - f m / ,% rir $ nape Gae EumR / ¢ ,���^� v °o a_ om zA a� E LBndSC0P0 PIan /� < GREG EGWARGS ENGINEERING SERVICES, INC. nensroR" n] O O m '8 $ nape Gae EumR / ¢ ,���^� GREG EPWAR.S, P.E. '1621 AMANDA Gi., PGNGER. TX ]6259 0 ° .p a v g` "� ,a'z 9J k' € �`F Evv vEEw,vv w..eaE .ou u.E ]16 Gel 0 &]YCR G! q�P= ae�sGatlo U7 Exhibit D Stormwater Management Plan Akers Towing Ordinance 2014 -240 Written by: Ida Martinez Date: 2015 -11 -18 Table of Contents 1 Introduction .............................................................................................. ............................... 2 Pollution Prevention Team ....................................................................... ............................... 3 Site Description ........................................................................................ ............................... 3.1 Facility Information ......................................................................... ............................... 3.2 Narrative Site Description ................................................................ ............................... 3.3 Site Map ........................................................................................... ............................... 3.4 Inventory of Exposed Materials and Potential Pollutant Sources .... ............................... 4 Best Management Practices (BMP) Identification ................................... ............................... 4.1 Good Housekeeping Best Management Practices ........................... ............................... 4.2 Structural BMPS ..................................................................... ............................... 5 BMP Implementation ............................................................................... ............................... 5.1 Routine Inspections .......................................................................... ............................... 5.2 Employee Training ......................................................................... ............................... 5.3 Vehicle and Equipment Washing ................................................... ............................... 5.4 Sediment and Erosion Control ....................................................... ............................... 5.5 Structural BMPs ............................................................................. ............................... 6 BMP Implementation ............................................................................. ............................... 6.1 Routine Inspections ........................................................................ ............................... 6.2 Employee Training ......................................................................... ............................... 7 General Requirements ........................................................................... ............................... 7.1 Record Keeping and Reporting ...................................................... ............................... 7.2 Amending and Updating the Stormwater Management Plan ........ ............................... 7.3 City of Denton Inspections ............................................................ ............................... 7.4 Certification .................................................................................... ............................... Appendix A: Structural BMP information for Compost Sock ...................... ............................... Appendix B: Routine Facility Inspections ...................................................... ............................... Appendix C: Employee Training Records ...................................................... ............................... Appendix D: Annual Storm water Compliance ........................................ ............................... Appendix E: Spill Prevention and Resource Policy 1.0 Introduction This stormwater pollution prevention plan covers the operations at Akers_Towing located at 715 Dallas Dr. It has been developed to meet the conditions of limitation 29 of the Denton 2 Development Code, as specified in Ordinance 2014 -240. This Stormwater Management Plan describes this facility and its operations, develops an inventory of potential pollutant sources, identifies controls and best management practices (BMP's) for reducing the discharge of pollutants in stormwater runoff, and outlines measures for implementing and reviewing this plan. 2.0 Pollution Prevention Team (Responsible Party) The Pollution Prevention Team (PPT) will be in charge of developing, implementing, and requesting revisions for the Stormwater Management Plan to ensure the Plan is in compliance with Ordinance 2014- 240. Leader: Ida Martinez Title: Compliance Office Phone: 940 - 387 -5739 Mobile Phone: 940 - 300 -6390 Email: akerstowin2(&,,2mail.com Responsibilities: Oversee compliance with Ordinance 2014 -240 City of Denton Denton PD TDL &R TX DOT TX SOS Member: Gloria Akers Title: CEO Office Phone: 940-387-5739 Mobile Phone: 940 - 597 -9361 Email: akerstowin2(&,,2mail.com Responsibilities: Owner 3.0 Site Description 24hr Towing and Vehicle Storage Facility located on 1.3 acres 3.1 Facility Information Street Address: 715 Dallas Dr. Phone: 940 - 387 - 5739/940- 387 -5066 Fax: 940 - 380 -0431 E -mail: akerstowingL gmail. com Hours of Operation 24 Hours 3.2 Narrative Site Description Show site descriptions on the site map (3.3) Akers Towing sits on 1.2659 acres with a metal 5600 sq. ft. type S metal building with a 2 car carport and 2nd floor break room area with full kitchen and bathroom. The building has 4 large bay doors and an add garage on SE side of building. Parking for heavy duty unit is located on west side of building in designated area with equipment storage building directly behind HD parking area 10,000 sq. ft. of concrete surface and 15,000 sq. ft. of 2ft deep lime gravel with an additional 3 f of sand under gravel. The VSF is located at the NE corner of property with an 8ft chain link fence not in public view, holds up to 15 vehicles. Vehicles are stored on property no longer than 71 days. All vehicles inspected upon entry to the property. If suspected leaks are observed all fluids are drained and fluids are then placed in designated containers. Batteries are also inspected and removed if damaged and or leaking and stored indoor on storage rack with catch basin underneath awaiting removal by Interstate Battery. Storage containers are located on the South East corner of property with additional equipment storage areas located in rear of building and on South East side of building. 3.3 Site Map See Attachment 3.4 Inventory of Exposed Materials and Potential Pollutant Sources Table l: Inventory of Site Areas and Activities Exposed to Stormwater Activity / Area of Facility Potential stormwater contaminants,, Approximate Amounts Discharge paint VSF NONE NO MATERIALS EXPOSED 4.0 BMP Identification 4 4.1 Good Housekeeping Best Management Practices: Effective as of the date of this plan, all outdoor areas will be managed using the good housekeeping BMPs outlined in the following table. Good housekeeping activities and inspections shall be documented and retained as specified in Section 7.0. Table 2. Good Housekeeping BMPs BMP Implementation Responsible Party Date Install a concrete hump where Heavy Duty Tow trucks 12/01/15 IJM park to intercept and contain any automotive fluids. Inspect vehicles entering the yard for leaks and damaged ONGOING IJM batteries. Damaged batteries will be removed, and leaking fluids will be drained prior to storage. If needed, drip pans shall be placed under vehicles to capture leaks until fluids can be drained Fluids draining will be done indoors in the garage, or on ONGOING IJM a concrete pad. Containers shall be used to collect fluids, and absorbent materials will be used to immediately clean up spills and leaks All fluid products and wastes shall be kept in labeled ONGOING 1JM containers. If containers are placed are stored outdoors, they must be sealed Damaged batteries shall be stored indoors in a ONGOING IJM containment area or outdoors in a properly labeled leak roof container Towing Units and equipment shall be inspected monthly ONGOING 1JM for leaks. Any leaks shall be repaired immediately. If equipment represents a stormwater contamination concern, it shall be covered to eliminate exposure. Perform a weekly inspection for all vehicles parked or ONGOING 1JM stored at the facility to ensure there are no small leaks. Use drip pans to collect any fluids if leaks are discovered A written spill prevention and response policy shall be 11/24/2015 IJM created for this facility, shall be a part of this stormwater plan, and shall be provided to City of Denton personnel All staff shall be trained annually on stormwater ONGOING IJM requirements of this plan, including spill prevention and response. Training shall be documented by the signature of each employee on a form indicating that trainin has been provided. Spill response equipment shall be located at all potential ONGOING lim spill areas. Any spill on the site shall be immediately cleaned up ONGOING IJM with an absorbent material or similar "dry methods ". Spill areas shall never be washed down with water 4.2 Structural BMPs A properly designed and maintained compost sock system is used to control runoff from this facility. Details of this system, including site map, calculations, and maintenance requirements are included in Appendix A. The compost sock system plans were submitted to the City of Denton and approved upon review. 5.0 BMP Implementation 5.1 Routine Inspections Facility inspections will be performed at least every quarter, or more frequently as indicated in Table 2. Inspections will be performed by Ida Martinez. If storm water BMPs are found to be functioning incorrectly, maintenance or modifications will be enacted before the next anticipated storm event, or as necessary to maintain effectiveness of the stormwater controls. Records of inspections, including maintenance or modification, shall be kept with this plan using the form provided in Appendix B and shall be retained for a minimum of three years. 5.2 Employee Training Topics to be included in employee training: • Spill response procedure • Review of good housekeeping procedures • Proper material handling procedures • Proper disposal or recycling of materials • Be sure employees know where cleaning materials and spill kits are located • Review sources of stormwater pollutants used onsite • Familiarize employees with drainage routes near areas where industrial materials are handled All employees will attend a training session annually. New employees will be trained within three months of hire. Records of training shall be kept with this plan using the form provided in Appendix C, and shall be retained for a minimum of three years. 6.0 Annual Compliance Evaluation A comprehensive site evaluation will be performed every year by Ida Martinez. The results of the compliance evaluation shall be documented in a report containing at minimum: the date, the person(s) making the inspection, the scope of the inspection, observations relating to the discharge of pollutants from the facility, BMPs needing maintenance, locations where additional BMPs are needed, corrective actions taken, and any update. Forms for the annual report shall be kept with this plan using the forms include in Appendix D. Records of the annual compliance evaluation shall be retained for a minimum of three years. D 7.0 General Requirements 7.1 Record Keeping and Reporting A copy of this Stormwater Management Plan will be maintained onsite, as well as records pertaining to inspections, monitoring, maintenance, employee trainings, compliance evaluations, and spills. These records must be retained for the current year and at least three prior years. This information shall be made available upon request to the City of Denton. 7.2 Amending and Updating the Stormrvater Management Plan The Stormwater Management Plan may be amended if inspections or monitoring indicate a deficiency, or City of Denton personnel determine that it is not effective at controlling stormwater pollutant discharges. The plan will also be amended if changes occur to the facilities layout or operations. Any amendment to the plan shall be provided to the City of Denton's Watershed. Protection Manager via email at david.htniter,"a�cityofdenton.com and shall require approval before implementing. A history of amendments will be kept with the plan using the form in Appendix D. 7.3 Cite of Denton Inspections City of Denton staff shall periodically inspect the site to ensure good housekeeping and structural BMPs are functioning properly and accomplishing the goal of protecting stormwater. Inspections shall be both visually assessments from public right of ways and on -site inspections. On -site inspections may include a review of records. Record inspections may also include a direct request for records to be sent to the City for review. For on -site inspections, City of Denton personnel shall contact Akers Towing and arrange a time for the visit. 7.4 Certification I certify that this document and all attachments were prepared under my direction or supervision in accordance with a system designed to assure that qualified personnel properly gather and evaluate the information submitted. . Name (print):Ida Martinez Title: Compliance Coordinator Signature: Date Signed: f �'t. ?. fS - Appendix A. Structural BMP information for compost sock IPU R1PoS11::: & II:IIf::S llllllf 1fl11111� Filtrexx° Sediment control is a three - dimensional tubular sediment control and storm water runoff filtration device typically used for perimeter control of sediment and soluble pollutants (such as phosphorus and petroleum hydrocarbons), on and around construction activities. Filtrexxo Sediment control traps sediment and soluble pollutants by filtering runoff water as it passes through the matrix of the Sediment control and by allowing water to temporarily pond behind the Sediment control, allowing deposition of suspended solids. Sediment control is also used to reduce runoff flow velocities on sloped surfaces. 11:111:111 11CA1110114 Filtrexx« Sediment control is to be installed down slope of any disturbed area requiring erosion and sediment control and filtration of soluble pollutants from runoff Sediment control is effective when installed perpendicular to sheet or low concentrated flow, and in areas that silt fence is normally considered appropriate. Acceptable applications include: • Site perimeters • Above and below disturbed areas subject to sheet runoff, interrill and rill erosion • Above and below exposed and erodable slopes • Along the toe of stream and channel banks • Around area drains or inlets located in a `sump' • On compacted soils where trenching of silt fence is difficult or impossible • Around sensitive trees where trenching of silt fence is not beneficial for tree survival or may unnecessarily disturb established vegetation. • On frozen ground where trenching of silt fence is impossible. • On paved surfaces where trenching of silt fence is impossible. U11 1 o u ii "�� 1 y Filtrexx® Sediment Control Sediment & Perimeter Control Technology Installation Method — Perimeter Control Sediment control can be applied to areas of high sheet runoff and erosion, on slopes up to a 1:I grade (should be used in conjunction with slope stabilization /erosion control technology on slopes > 4:1), around inlets, and in other disturbed areas of construction sites requiring sediment control. Sediment control may also be used in sensitive environmental areas, where migration of wildlife may be impeded by the use of fences or trenching may damage roots. It is possible to drive over Sediment control during construction (although not recommended), however, these areas should be immediately repaired by manually moving Sediment control back into Place, if disturbed. Continued heavy construction traffic may destroy the fabric mesh, reduce the dimensions, and reduce the effectiveness of the Sediment control. ADVANTAGES AND DISADVANTAGES Advantages • Tubular filtration matrix allows for better trapping and removal of sediment and soluble pollutants in storm water runoff compared to planar CDWiUl'Ur,Ur.:n AcUvH.ie;i ( Section I. Erosion & Sediment Control 1 1 constructed sediment control devices (i.e., silt fence). • Greater surface area contact with soil than typical sediment control devices, reducing potential for runoff to create rills under the device leading to unfiltered sediment. • No trenching is required; therefore soil is not disturbed upon installation or removal. • Sediment control can be installed year -round in difficult soil conditions such as frozen or wet ground, and dense and compacted soils, as long as stakes can be driven. • Sediment control is easily implemented as a treatment in a greater treatment train approach to erosion and sediment control. • Organic matter and humus colloids in FilterMedia— (filler material in Sediment control) have the ability to bind and adsorb phosphorus, metals, and hydrocarbons that may be in storm water runoff. • Microorganisms in FilterMedia— have the ability to degrade organic pollutants and cycle captured nutrients in storm water runoff. • Soxx`" (the mesh netting containment system) allows Sediment control to be placed in areas of high sheet flow and low concentrated flow. • Sediment control can be direct seeded at time of application to provide greater stability and filtration capability once vegetation is established. • FilterMedia— is organic and can be left on site after permanent stabilization is complete, to be used in landscape design and /or seeded and planted with permanent vegetation. • FilterMedia— improves existing soil structure 2 1 HIlttexxr Low Impact Design Manual ( VE;ir:iir.:n 8 .O if spread out and used as a soil amendment after construction activity is complete. • Biodegradable or photodegradable Sediment control can be left on site after construction activity eliminating the need for removal and labor and disposal costs. • Sediment control can be used on slopes to slow down runoff velocity, disperse concentrated runoff, and reduce effective slope lengths, reducing the erosive potential of stormwater runoff. • Sediment control is less likely to obstruct wildlife movement and migration than planar /silt fence sediment control practices. • Sediment control is available in 8 in.(200mm), 12 in. (300mm), 18 in. (450mm), 24 in. (600mm), and 32 in (800mm) diameters for customized applications and challenging situations. • Sediment control is available in 200 ft (61m). continuous lengths to prevent weak sections and creation of concentrated flow situations typical to low points in runs of other sediment control devices. End points are sleeved together to form continuous runs of unlimited lengths without low or break points. Sediment control may assist in qualification for LEER' Green Building Rating and Certification credits under LEED' New Construction 2.2. Awarded credits may be possible from SS Prerequisite 1, SS Credit 5.1, SS Credit 6.2, WE Credit 2, MR Credit 4. 1, MR Credit 4.2, MR Credit 5.1, MR Credit 5.2, and MR Credit 6. Note: LFFD' is an independentprogram offered through the US Green Building Council. LFFD" credits are determined on a perproject basis by an independent auditing committee. Filtrexxo neither guarantees nor assures LFFD° credits from the use of its products. Disadvantages • If filler material of Sediment control is not Certified FilterMedia —, performance may be diminished. If not installed correctly, maintained or used for a purpose or intention that does not meet specifications performance may be diminished. If land surface is extremely bumpy, rocky, or changes elevation abruptly ground surface contact to Sediment control may be diminished thereby adversely effecting performance. Installation Difficulty MEN Durability ENE Sediment Control ENE Soluble Pollutant Control MEN Runoff Flow Control ENIE 2 1 HIlttexxr Low Impact Design Manual ( VE;ir:iir.:n 8 .O if spread out and used as a soil amendment after construction activity is complete. • Biodegradable or photodegradable Sediment control can be left on site after construction activity eliminating the need for removal and labor and disposal costs. • Sediment control can be used on slopes to slow down runoff velocity, disperse concentrated runoff, and reduce effective slope lengths, reducing the erosive potential of stormwater runoff. • Sediment control is less likely to obstruct wildlife movement and migration than planar /silt fence sediment control practices. • Sediment control is available in 8 in.(200mm), 12 in. (300mm), 18 in. (450mm), 24 in. (600mm), and 32 in (800mm) diameters for customized applications and challenging situations. • Sediment control is available in 200 ft (61m). continuous lengths to prevent weak sections and creation of concentrated flow situations typical to low points in runs of other sediment control devices. End points are sleeved together to form continuous runs of unlimited lengths without low or break points. Sediment control may assist in qualification for LEER' Green Building Rating and Certification credits under LEED' New Construction 2.2. Awarded credits may be possible from SS Prerequisite 1, SS Credit 5.1, SS Credit 6.2, WE Credit 2, MR Credit 4. 1, MR Credit 4.2, MR Credit 5.1, MR Credit 5.2, and MR Credit 6. Note: LFFD' is an independentprogram offered through the US Green Building Council. LFFD" credits are determined on a perproject basis by an independent auditing committee. Filtrexxo neither guarantees nor assures LFFD° credits from the use of its products. Disadvantages • If filler material of Sediment control is not Certified FilterMedia —, performance may be diminished. If not installed correctly, maintained or used for a purpose or intention that does not meet specifications performance may be diminished. If land surface is extremely bumpy, rocky, or changes elevation abruptly ground surface contact to Sediment control may be diminished thereby adversely effecting performance. IMA'Y'11::1:1II1IA1I 1,,, Slflll::: lllf 11 "I110114S Sediment control use only photodegradable or biodegradable Soxx— netting materials available from Filtrexx« International, LLC and are the only mesh materials accepted in creating Sediment control for any purpose. For Soxx— tubular �o mesh material specifications see Table 1.1. 111 Ald . IIIIIIIII::: III II 11:11.)11 "" II -I III III::iiiiIS "tII S Specifications for Sediment control use only Certified Filtrexxo FilterMedia— which is a coarse composted material that is specifically designed for removal of solids and soluble pollutants from storm water runoff. FilterMedia— can be altered or customized to target specific pollutants in runoff as approved by the Engineer or Filtrexx« International. All Certified Filtrexx« FilterMedia— has been third party tested and certified to meet minimum performance criteria defined by Filtrexxo International. Performance parameters include; hydraulic flow through rate, total solids removal efficiency, total suspended solids removal efficiency, turbidity reduction, nutrient removal efficiency, metals removal efficiency, and motor oil removal efficiency. For information on the physical and chemical properties of Certified FilterMedia— refer to Certified FilterMedia`" Specifications in Appendix 5.25. Look for the Filtrexx« Certified=" FilterMedia— Seal from our international network of Filtrexx") Certified— Installers. 11:11: :1:1111:::0 111 II 1140 1 : : :' Performance testing and research on Sediment control has been extensive. Results from testing and research programs conducted on Sediment control include: hydraulic flow through rate, ponding rate and calculation (behind Sediment control), sediment storage capacity (inside + behind tool), total solids removal efficiency, suspended solids removal efficiency (with and w /out biopolymer and polymer flocculants), turbidity reduction (with and w /out biopolymer and polymer flocculants), nitrate -N removal efficiency, total P removal efficiency, soluble reactive P removal efficiency (with and w /out Nutrient Agent), petroleum hydrocarbon (motor oil) removal efficiency, and heavy metals (Cu, Fe, Mn, Zn) removal efficiency. For a summary of performance testing, research results, and design specifications see Table 1.1 and Table 1.2. For copies of full reports contact Filtrexx' International, LLC. 1eee��, � ntr- Successful bidders will furnish adequate research support showing their manufactured product meets or exceeds performance and design criteria outlined in this standard specification. Research or performance testing will be accepted if it meets the following criteria: conducted by a neutral third parry, utilizes standard test methods reported by ASTM or referenced in a peer reviewed scientific journal, product and control treatments are tested in triplicate, performance results are reported for product and control (control should be a bare soil under the same set of environmental and experimental conditions), results are peer reviewed, results indicate a minimum 60% TSS removal efficiency and a minimum hydraulic flow through rate of 5 gpm /ft2. Bidders shall attach a copy of the research report indicating test methodologies utilized and results. Note: the Contractor is responsible for establishing a working erosion and sediment control system and may, with approval of the Engineer, work outside the minimum construction requirements as needed. Where the Sediment control deteriorates or fails, it shall be repaired or replaced with an effective alternative. 11:111:::511 114 11111 111.1:11111 The sediment and pollutant removal process characteristic to Sediment control combines both filtering and deposition from settling solids. This is different than methods that rely on pending for deposition of solids for sediment control (i.e., silt fence). Ponding occurs when water flowing to the Sediment control accumulates faster than the hydraulic flow through rate of the Sediment control. Typically, hydraulic flow - through rates for Sediment control are 50% greater than geotextile filter fabric (silt fence). Greater hydraulic flow- through rates reduce Ponding, therefore reducing the need for taller sediment control structural design height. Additionally, Sediment control does not blind as easily with small soil /sediment colloids, such as clay soils, as do Filtering Water Cr.:;MiURACk:ir.:n AcUvH.ie;i ( Section I. Erosion & Sediment Control 13 planar geotextile sediment control barriers (such as silt fence). However, installation and maintenance is especially important for proper function and performance. For engineering design details see Figure 1.1. For a summary of specifications for product /practice use, performance and design see Table 1.1 and Table 1.2. For most standard perimeter control applications, a 12 in (300mm) diameter Sediment control can replace a 24 to 36 in (600 to 900mm) silt fence. See Table 1.3 and 1.4 and Figure 1.2 for standard design specifications for maximum allowable slope lengths. Note: In some low flow conditions, an 8 in (200mm) Sediment control may replace a 24 in (600mm) silt fence. Design consideration should be given to the duration of the project, total area of disturbance, rainfall /runoff potential, soil erosion potential, and sediment loading. Runoff Flow: Sheet runoff flow and ponding depth should not exceed the height of the Sediment control. If overflow of the device is a possibility, larger diameter Sediment control should be constructed, other sediment control devices may be used, or management practices to reduce runoff should be installed. Alternatively, a second Sediment control may be constructed or used in combination with lFigure 1.3 Filtrexx° Sediment Control Design Tool for Sediment Control Applications. Step 1: Choose units. ft or rn Step 2: Choose input: Tr or I total rainfall Step 3: Choose input: A or W width of area Step 4: Input slope Step 5: Input reduction runoff percent Step 6: Input effective length of filter Step 7: Input diameter /height of filter Step 8: Find time to overflow filter and total flow /ft the filter can handle Step 9: On figure find for given flow expected time to overflow filter Part A. Evaluation of cl, inches ft % % ft inches ft Tr 1.5 w 400.00 10 10 sediment control (8,12,16) 400 12 storm duration hours: 24 length of slope ft: 250 siltfence (24, 30) 400 36 I inches /hr A acres s percent a gpm L ft qi gpm /ft 0.063 2.2957 10 58.15 400 0.145 Part B. Predicted time and total flow to top filter. 43560 452.588 4 1 Filtrexx° Low Impact Design Manual I Version 8 .0 Use on Ecological Sensitive Sites compost erosion control blankets or rolled erosion control blankets to slow runoff and reduce erosion. The Filtrexx"' Design Tool`"' can assist in planning and designing what diameter Sediment control should be used, correct spacing requirements, and what rainfall and site conditions can lead to runoff breaching of the Sediment control. For a copy of the Filtrexx"' Design Tool" contact Filtrexx"' Technical Support at 440 - 926 -2607. Level Contour: Sediment control should be placed on level contours to assist in dissipating low concentrated How into sheet How and reducing runoff How velocity. Do not construct Sediment control to concentrate runoff or channel water. Sheet How of water should be perpendicular to the Sediment control at impact and relatively un- concentrated. Placing Sediment control on undisturbed soil will reduce the potential for undermining. Runoff and Sediment Accumulation: Where possible, Sediment control should be placed at a 5 ft (1.5m) or greater distance away from the toe of the slope to allow for proper runoff accumulation for sediment deposition and to allow for maximum sediment storage capacity behind the device. If a 5 ft (1.5m) distance is not available, due to construction restrictions, a second Sediment control may be installed to increase ponding and sediment accumulation capacity. Steeper slopes allow less sediment storage behind the sediment control device and may require larger Sediment control or shorter slope lengths. End Around Flow: In order to prevent water flowing around the ends of Sediment control, the ends of the Sediment control must be constructed pointing upslope so the ends 1 . 1 . Filtrexx "' Sediment Control are at a higher elevation. A minimum of 10 linear ft (3m) per end each placed at a 30 degree angle is recommended. Vegetated Sediment control : For permanent areas Sediment control can be direct - seeded to allow vegetation established directly in the device, and may be expanded to 5 ft (1.5m) upslope and downslope from the device, for added performance. Vegetation on and around the Sediment control will assist in slowing runoff velocity for increased deposition and filtration of pollutants. The option of adding vegetation will be at the discretion of the Engineer. No additional soil amendments or fertilizer are required for vegetation establishment in the Sediment control. Slope Spacing & Drainage Area: Maximum drainage area to, and slope spacing between Sediment control is dependent on: rainfall intensity and duration used for specific design /plan, slope steepness, and width of area draining to the Sediment control. Refer to the Filtrexxo Design ToolT" (Filtrexxo Library #301) developed by The Ohio State University to accurately design a plan based on your site and climate conditions. See Design Capacity Prediction Tool for SiltSoxx= and Silt Fence (Filtrexx® Library #3313) and Flow - Through Rates and Evaluation of Solids Separation of Compost FilterMedia— vs. Silt Fence in Sediment Control Applications (Filtrexx® Library #104) for more - information on the Design Tool or the research project and results used to create the tool. Figure 1.3 provides an example of the user interface for the Design Tool. For a free copy of the Design Tool contact Filtrexxo Technical Support. A specification for maximum slope lengths, based on a 1 in (25 mm) /24 hr rainfall event is provided in Table 1.3 and Figure 1.2; and for a 2 in (50 mm) /24 hr rainfall event is provided in Table 1.4. INSTALLATION 1. Sediment control used for perimeter control of sediment and soluble pollutants in storm runoff shall meet Filtrexxo SoxxT Material Specifications and use Certified Filtrexx" FilterMedia'". 2. Contractor is required to be a Filtrexxo Certified'"' Installer as determined by Filtrexx® International, LLC (440 - 926 -2607 or visit website at Filtrexx ®.com). Certification shall be considered current if appropriate identification is shown &l Consh'Llcl.ion Acl.ivil.ies I Section 1: Erosion & Sediment Control 1 5 during time of bid or at time of application (current listing can be found at www.Filtrexx ®.com). Look for the Filtrexx® Certified`" Installer Seal. 3. Sediment control will be placed at locations indicated on plans and in a manner as directed by the Engineer or Manufacturer. 4. Sediment control should be installed parallel to the base of the slope or other disturbed area. In challenging conditions (i.e., 2:1 slopes), a second Sediment control shall be constructed at the top of the slope. 5. Stakes should be installed through the middle of the Sediment control on 10 ft (3m) centers, using 2 in (50mm) by 2 in (50mm) by 3 ft (lm) wooden stakes. In the event staking is not possible, i.e., when Sediment control is used on pavement, heavy concrete blocks shall be used behind the Sediment control to help stabilize during rainfall /runoff events. 6. Staking depth for sand and silt loam soils shall be 12 in (300mm), and 8 in (200mm) for clay soils. 7. Loose compost may be backfilled along the upslope side of the Sediment control, filling the seam between the soil surface and the device, improving filtration and sediment retention. 8. If the Sediment control is to be left as a permanent filter or part of the natural landscape, it may be seeded at time of installation for establishment of permanent vegetation. The Engineer will specify seed requirements. 9. Filtrexx® Sediment control is not to be used in perennial, ephemeral, or intermittent streams. See design drawing schematic for correct Filtrexx® Sediment control installation (Figure 1.1). INSPECTION Routine inspection should be conducted within 24 hrs of a runoff event or as designated by the regulating authority. Sediment control should be regularly inspected to make sure they maintain their shape and are producing adequate hydraulic flow - through. If ponding becomes excessive, additional Sediment control may be required to reduce effective slope length or sediment removal may be necessary. Sediment control shall be inspected until area above has been permanently stabilized and construction activity has ceased. MAINTENANCE 1. The Contractor shall maintain the Sediment control in a functional condition at all times and 6 1 Filtrexx° Low Impact Design Manual I Version 8 .0 it shall be routinely inspected. 2. If the Sediment control has been damaged, it shall be repaired, or replaced if beyond repair. 3. The Contractor shall remove sediment at the base of the upslope side of the Sediment control when accumulation has reached 1/2 of the effective height of the Sediment control, or as directed by the Engineer. Alternatively, a new Sediment control can be placed on top of and slightly behind the original one creating more sediment storage capacity without soil disturbance. 4. Sediment control shall be maintained until disturbed area above the device has been permanently stabilized and construction activity has ceased. 5. The FilterMedia`"" will be dispersed on site once disturbed area has been permanently stabilized, construction activity has ceased, or as determined by the Engineer. 6. For long -term sediment and pollution control applications, Sediment control can be seeded at the time of installation to create a vegetative filtering system for prolonged and increased filtration of sediment and soluble pollutants (contained vegetative filter strip). The appropriate seed mix shall be determined by the Engineer. DISPOSAL/RECYCLING Filtrexx' FilterMedia— is a composted organic product recycled and manufactured from locally generated organic, natural, and biologically based materials. Once all soil has been stabilized and construction activity has been completed, the FilterMedia"'° may be dispersed with a loader, rake, bulldozer or similar device and may be incorporated into the soil as an amendment or left on the soil surface to aid in permanent seeding or landscaping. Leaving the FilterMedia"'" on site reduces removal and Close Up of Sediment Control disposal costs compared to other sediment control devices. The mesh netting material will be extracted from the FilterMediaT" and disposed of properly by the Contractor. The photodegradable mesh netting material (FilterSoxx'"') will degrade in 2 to 5 years if left on site. Biodegradable mesh netting material is available and does not need to be extracted and disposed of, as it will completely decompose in approximately 6 to 12 months. Using biodegradable Sediment control completely eliminates the need and cost of removal and disposal. METHOD OF MEASUREMENT Bid items shall show measurement as 8 (200), 12 (300), 18 (450), 24 (600), 32 (800) inch (mm) diameter Filtrexx" Sediment control' per linear foot (or linear meter), installed. Engineer shall notify Filtrexx"' of location, description, and details of project prior to the bidding process so that Filtrexx"I can provide design aid and technical support. REFERENCES crrED & ADDrnONAL RESOURCES American Association of State Highway Transportation Officials. 2003. Standard Specification for Transportation Materials and Methods of Sampling and Testing, Designation M9 -03, Compost for Erosion /Sediment Control. Washington, DC Faucette, L.B., K. Kerchner, and A. Vick. 2006. Sediment Storage Capacity of Sediment control vs Silt Fence. Filtrexxo Tech Link #3314 Faucette, L.B., H. Keener, M Klingman, and K. Kerchner. 2006. Design Capacity Prediction Tool for Sediment control and Silt Fence. Filtrexx® Tech Link #3313 (Description of Design Tool) and Filtrexx"' Library #301 (Design Tool) Faucette, L.B. 2006. Flow- Through Rate, Design Height, and Design Capacity of Sediment control and Silt Fence. Filtrexx" Tech Link #3304 Faucette, L.B. 2006. Design Height, Flow- Through Rate, and Slope Spacing of Sediment control and Silt Fence. Filtrexxo Tech Link #3311 Faucette, L.B., and R. Tyler. 2006. Organic BMPs used for Storm Water Management. Proceedings of the International Erosion Control Association Annual Conference, Long Beach, CA 2006. 1 . 1 . Filtrexx "' Sediment Control Faucette, B, E Shields, and K. Kurtz. 2006. Removing storm water pollutants and determining relations between hydraulic How- through rates, pollutant removal efficiency, and physical characteristics of compost filter media. Second Interagency Conference on Research in Watersheds, 2006 Proceedings. Coweeta Hydrologic Research Station, NC. Filtrexx" Library #106. Faucette, B., Sadeghi, A., and K. Sefton. 2006. USDA ARS - Evaluation of Compost Filter Socks and Silt Fence in Sediment and Nutrient Reduction from Runoff. Filtrexx"' Tech Link #3308 Faucette, L.B., A. Vick. 2006. LEED Green Building Credits using Filtrexx" Organic BMPs. Filtrexx) Tech Link #3301 Faucette, L.B. A. Vick, and K. Kerchner. 2006. Filtrexx"), Compost, Low Impact Development (LID), and Design Considerations for Storm Water Management. Filtrexxo Tech Link #3306 Faucette L.B., C.F. Jordan, L.M. Risse, M. Cabrera, D.C. Coleman, and L.T. West. 2005. Evaluation of Storm Water from Compost and Conventional Erosion Control Practices in Construction Activities. Journal of Soil and Water Conservation. 60:6: 288-297. Faucette, L.B. 2005. Removal and Degradation of Petroleum Hydrocarbons from Storm Water with Compost. Filtrexx") Tech Link #3307 Faucette, L.B. 2005. A Comparison of Performance and Test Methods of Sediment control and Silt Fence. Filtrexx") Tech Link #3302. Faucette, L.B., N. Strazar, A. Marks. 2006. Filtrexx® Polymer and Flocculent Guide. Filtrexx® Library #601. Fifield, J. 2001. Designing for Effective Sediment and Erosion Control on Construction Sites. Forester Press, Santa Barbara, CA. Keener, H., B. Faucette, and M. Klingman. 2006. Flow- through rates and evaluation of solids separation of compost filter media vs. silt fence in sediment control applications. 2006 American Society of Agricultural and Biological Engineers Annual International Conference, Portland, OR. Paper No. 062060. Consh'LlCl.ion Acl.ivil.ies I Section 1: Erosion & Sediment Control 1 7 Marks, A., R. Tyler, and B. Faucette. 2005. The Filtrexx' Library. Digital publication of support tools for the erosion industry. www.Filtrexxolibrary.com. Marks, A., and R. Tyler. 2003. Filtrexxl International Company Website. Specifications, CAD drawings, case histories. www.Filtrexx"'.com Sadhegi, A., K. Sefton, and B. Faucette. 2006. Sediment and nutrient removal from storm water with compost filter socks and silt fence. 2006 American Society of Agricultural and Biological Engineers Annual International Conference, Portland, OR. Paper No. 06XXXX Tyler, R.W., and A. Marks. 2004. Erosion Control Toolbox CD Kit. A Guide to Filtrexx"' Products, Educational Supplement, and Project Videos. 3 CD set for Specifications and Design Considerations for Filtrexx"' Products. Tyler, R.W., and A. Marks. 2003. Filtrexx' Product Installation Guide. Grafton, Ohio. Tyler, R.W., and A. Marks. 2003. A Guide to Filtrexx' Products. Product Descriptions and Specifications for FiltrexxO Products. Tyler, R.W., J. Hoeck, and J. Giles. 2004. Keys to Understanding How to Use Compost and Organic Matter. IECA Annual Meeting Presentations published as IECA Digital Education Library, Copyright 2004 Blue Sky Broadcast. Tyler, R.W. 2004. International PCT Patent Publication #: WO 2004/002834 A2. Containment Systems, Methods and Devices for Controlling Erosion. Patent Application Filed on January 8, 2004 Tyler, R.W. 2003. International PCT Application #: PCTUS2003 /020022. Containment Systems, Methods and Devices for Controlling Erosion. Patent Application Filed on June 25, 2003. Tyler, R.W. 2003. US Patent Publication #: 2003/0031511 Al. Devices, Systems and Methods for Controlling Erosion. Patent Application Filed on January 13, 2003 Tyler, R.W. 2002. US Patent Application #10/208,631. Devices, Systems and Methods for Controlling Erosion. Patent Application Filed on July 31, 2001 8 1 Httexxr Low Impact Design Manual ( VE,'I iir.:n 8 .O Tyler, R.W. 2001. Provisional Patent Application #60/309,054. Devices, Systems and Methods for Controlling Erosion. Patent Application Filed on July 31, 2001 Tyler, R.W. 2001. Filtrexx"' Product Manual. Specifications and Design Considerations for Filtrexx" Products, Grafton, OH. Tyler, R.W. 1996. Winning the Organics Game — The Compost Marketers Handbook. ASHS Press, ISBN # 0- 9615027 -2 -x.. Tyler, R.W. 2007. US Patent # 7,226,240 "Devices, Systems and Methods for Controlling Erosion" Issue date 6 -5 -07. US EPA NPDES Phase IL 2006. Compost Filter Socks: Construction Site Storm Water Runoff Control. National Menu of Best Management Practices for Construction Sites. http: / /cfpub.epa.gov/ npdes /stromwater /menuofbmps /con —site. cfm ll)11111 "II ID II4 II,,, II II4If Il ll1ll "I1I II II4 For other references on this topic, including trade magazine and press coverage, visit the Filtrexx' Website at: http: / /www.filtrexx.com /resourcespress.htm For research reports not included in the Appendix, visit: http:// www. filtrexx .com /resourcesreports.htm Filtrexx" International, LLC Technical Support 35481 Grafton Eastern Road Grafton, OH 44044 440 - 926 -2607 440 -926 -4021 (fax) Website: www.filtrexx.com Email: info@filtrexx.com See website or call for complete list of international installers The information contained herein may be subject to confidential intellectual property of Filtrexxo International, LLC, including but not limited to US Patent 7,226,240 or Patents Pending and is the property of Filtrexx"' International, LLC. Unauthorized reproduction prohibited. Filtrexx" is a Registered Trademark of Filtrexxo International, LLC. Copyright 2009, Filtrexxl International, LLC, all rights reserved. 1 . 1 . Filtrexxl' Sediment Control Table 1.1. FiltrexO Soxx7 Material Specifications. * Tested at Texas Transportation Institute/Texas A &M University (ASTM 5035 -95). Table 1.2, Filtrexx° Sediment Control Performance and Design Specifications Summary. Design Multi- Filament Multi- Filament Multi- Filament Material Type 5 mil HOPE 5 mil HOPE Polypropylene (HDPP) Polypropylene Polypropylene 24 in (600mm) 32 in (800mm) Testing Lab/ Reference Publication(s) SafteySoxx DuraSoxx Material Characteristic Photodegradable Biodegradable Photodegradable Photodegradable Photodegradable 5 in (125mm), 8 in (200mm), 8 in (200mm), 8 in (200mm), 8 in (200mm), 8 in (200mm), 12 in (300mm), 12 in (300mm), 12 in (300mm) 12 in (300mm), Design Diameters 12 in (300mm), 18 in (400mm), 18 in (400mm), , 18 in (400mm), 18 in (400mm), 18 in (400mm), 24 in (600mm), 24 in (600mm), American Society Effective Height 6.5 in (160mm) 32 in (800mm) 14.5 in (360mm) 32 in (800mm) Mesh Opening 3/8 in (10mm) 3/8 in (10mm) 3/8 in (10mm) 1/8 in (3mm) 1/8 in (3mm) Tensile Strength 26 psi (1.83 kg /cm2) 26 psi (1.83 kg /cm2) 44 psi (3.09 kg /cm2) 202 psi (14.2 kg /cm2)* 202 psi (14.2 kg /cm2) % Original Strength from Center Ultraviolet Exposure 23% at 1000 hr NO 100% at 1000 hr 100% at 1000 hr 100% at 1000 hr (ASTM G -155) Circumference (630mm) (960mm) Functional (1900mm) (2500mm) Density Longevity/ Project 9 mo -3 yr 6 -12 months 1 -4 yr 2 -5 yr 2 -5 yr Duration (when filled) (20 kg /m) (50 kg /m) (100 kg /m) (200 kg /m) * Tested at Texas Transportation Institute/Texas A &M University (ASTM 5035 -95). Table 1.2, Filtrexx° Sediment Control Performance and Design Specifications Summary. Design Diameter 8 in (200mm) 12 in (300mm) 18 in (450mm) 24 in (600mm) 32 in (800mm) Testing Lab/ Reference Publication(s) Design & Performance The Ohio State Transactions of the University, Ohio American Society Effective Height 6.5 in (160mm) 9.5 in (240mm) 14.5 in (360mm) 19 in (480mm) 26 in (650mm) Agricultural Research and of Agricultural & Development Biological Center Engineers, 2006 Effective 25 in 38 in 57 in 75 in 100 in Circumference (630mm) (960mm) (1450mm) (1900mm) (2500mm) Density 13 Ibs /ft 32 Ibs /ft 67 Ibs /ft 133lbs /ft 200 Ibs /ft Soil Control Lab, (when filled) (20 kg /m) (50 kg /m) (100 kg /m) (200 kg /m) (300 kg /m) Inc Air Space 20% 20% 20% 20% 20% Soil Control Lab, Inc Maximum continuous length unlimited unlimited unlimited unlimited unlimited Staking Requirement 10 ft (3m) 10 ft (3m) 10 ft (3m) 10 ft (3m) 10 ft (3m) Maintenance Requirement (sedimentaccumu- 3.25 in 4.75 in 7.25 in 9.5 in 13 in lation removal at X (80mm) (120mm) (180mm) (240mm) (325mm) height) (continued on next page) Coii7stiraactioiii Activities I Section L Erosion & Sediment Control 19 "'III "alWle f „„ Filtrexx° Sediment Control Performance and Design Specifications Summary. (continued) Initial Maintenance 22 in (55 cm); 32 in (80 cm); 42 in (105 cm); 64 in (160 cm); 86 in (215 cm); The University of Georgia & Auburn Requirement based 1109 L /linear m 1388 L/linear m 1825 L/linear m 2776 L/linear m 3885 L/linear m University on Rainfall - Runoff* Functional Longevity ** 2 -5yr 2 -5yr 2 -5yr 2 -5yr 2 -5yr The Ohio State Filtrexx° Design University, Ohio Tool -, Filtrexx' Maximum Slope 600 ft 750 ft 1000 ft 1300 ft 1650 ft Agricultural Library #301, Length (<2 %) (183m) (229m) (305m) (396m) (500m) Research and Filtrexx °Tech Link Development #3304& #3311 Center Filtrexx °Tech Link The Ohio State #3311 ೱ, University, Ohio #3308; American Agricultural Society of Agricul- Research and tural & Biological Hydraulic Flow 7.5 gpm /ft 11.3 gpm /ft 15.0 gpm /ft 22.5 gpm /ft 30.0 gpm /ft Development Engineers Meeting Through Rate (94 L/min /m) (141 L/min /m) (188 L/min/m) (281 L/min /m) (374 L/min /m) Center; University Proceedings , of Guelph, School 2006, Second Inter - of Engineering/ agency Confer - Watershed Re- ence on Research search Group in Watersheds, 2006 USDA ARS Envi- American Society ronmental Quality of Agricultural P Factor (RUSLE) 0.1 -0.32 0.1 -0.32 0.1 -0.32 0.1 -0.32 0.1 -0.32 Lab /University of &Biological Georgia Engineers Meeting Proceedings, 2006 Sediment Storage 174 cu. in 396 cu. in 857 cu. in 1631 cu. in 2647 cu. in Filtrexx °Tech Link Capacity * ** (2850cc) (6490cc) (14040cc) (26840cc) (43377 cc) #3314 Total Solids 98% 98% 98% 98% 98% Soil Control Lab, International Erosion Control As- Removal Inc sociation, 2006 Filtrexx °Tech Link USDA ARS #3308; American Total Suspended 78% 78% 78% 78% 78% Environmental Society of Agricul- Solids Removal Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link USDAARS #3308,- American Turbidity 63% 63% 63% 63% 63% Environmental Society of Agricul- Reduction Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link USDA ARS #3308; American TSS Removal w/ 97% 97% 97% 97% 97% Environmental Society of Agricul- PAM Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link USDAARS #3308,- American TSS Removal w/ 97% 97% 97% 97% 97% Environmental Society of Agricul- Flocculent Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 10 ( Filltrexxl�' Low Impact Design Manual ( VE,'I:iir.: n t: (.) 1 . 1 . Filtrexxl' Sediment Control Table 1.2, Filtrexx° Sediment Control Performance and Design Specifications Summary. (continued) (continued on next page) Coii7 stiraac;tioiii Activities I Section 1. ; Erosion & Sediment Control 1 11 Filtrexx °Tech Link USDA AIRS #3308; American Turbidity Reduction 98% 98% 98% 98% 98% Environmental Society of Agricul- w/ PAM Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link USDA AIRS #3308; American Turbidity Reduction 94% 94% 94% 94% 94% Environmental Society of Agricul- w/ Flocculent Quality Lab tural & Biological Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link Total USDA AIRS #3308; American Phosphorus 34% 34% 34% 34% 34% Environmental Society of Agricul- tural & Biological Removal Quality Lab Engineers Meeting Proceedings, 2006 American Society Reactive USDA AIRS of Agricultural & Phosphorus 38% 38% 38% 38% 38% Environmental Biological Removal Quality Lab Engineers Meeting Proceedings, 2006 Total American Society Phosphorus USDA AIRS of Agricultural & Removal w/ o 60% 0 60% 0 60% 0 60% o 60% Environmental Biological Nutrient Agent Quality Lab Engineers Meeting Proceedings, 2006 Filtrexx °Tech Link Reactive USDA AIRS #3308; American Phosphorus 99% 99% 99% 99% 99% Environmental Society of Agricul- Removal w/ Quality Lab tural & Biological Nutrient Agent Engineers Meeting Proceedings, 2006 American Society USDA AIRS of Agricultural & Nitrate -N Removal 25% 25% 25% 25% 25% Environmental Biological Quality Lab Engineers Meeting Proceedings, 2006 Ammonium -N USDA AIRS Removal 15% 15% 15% 15% 15% Environmental Quality Lab Ammonium -N USDA AIRS Removal w/ 33% 33% 33% 33% 33% Environmental Nutrient Agent Quality Lab Soil Control Lab, International Motor Oil Removal 96% 96% 96% 96% 96% Inc Erosion Control Association, 2006 Diesel Fuel Testing in Testing in Testing in Prog- Testing in Testing in Soil Control Lab, Removal Progress Progress ress Progress Progress Inc Gasoline Testing in Testing in Testing in Prog- Testing in Testing in Soil Control Lab, Removal Progress Progress ress Progress Progress Inc Iron (Fe) 22% 22% 22% 22% 22% 22% Soil Control Lab, R l Zinc (Z 9% 9% 9% 9% 9% Soil Control Lab, Removal Manganese 8% 8% 8% 8% 8% Soil Colntrrol Lab, lMn) (continued on next page) Coii7 stiraac;tioiii Activities I Section 1. ; Erosion & Sediment Control 1 11 Table 12 Filtrexx® Sediment Control Performance and Design Specifications Summary. (continued) Total coliform USDA AIRS Removal^ 67% 67% 67% 67% 67% Environmental Quality Lab E. coli USDA AIRS Removal^ 67% 67% 67% 67% 67% Environmental Quality Lab Enterococcus USDA AIRS Removal^ 47% 47% 47% 47% 47% Environmental Quality Lab E. coli Removal w/ USDAARS Bacteria Agent^ 98% 98% 98% 98% 98% Environmental Quality Lab Fecal coliform USDAARS Removal w/ 98% 98% 98% 98% 98% Environmental Bacteria Agent^ Quality Lab Enterococcus USDAARS Removal w/ 91% 91% 91% 91% 91% Environmental Bacteria Agent^ Quality Lab Clay USDAARS moval# Removal# 65% 65% 65% 65% 65% Environmental Quality Lab Silt (0.00 mm) USDAARS oval# Removal# 64% 64% 64% 64% 64% Environmental Quality Lab Inlet Protection, Ditch Ditch Ditch Other Inlet Protection, Protection, Ditch Protection, Protection, Protection, Recommended Ditch Concrete Concrete Concrete Concrete Uses Protection, Slope Washout, Washout, Washout, Washout, Interruption Filtration System, Filtration System Filtration Filtration Slope System System Interruption Based on rainfall intensity of 12.5 cm (5 in) /hr applied to a bare clay loam soil at a 10% slope; runoff flow rate of 108 ml /sec /linear m (0.52 gpm /linearft); and mean runoff volume of 230 L/m2 (6.3 g /ff2). ** Functional Longevity is dependent on UV exposure, freeze /thaw frequency, region of US /Canada, runoff - sediment frequency /duration /loading, and adherence to specified maintenance requirement. * ** Sediment Storage Capacity = sediment accumulation behind (directly upslope) +within the device. ^ Based on manure treated soils where bare soil control exhibited an average MPN for total coliform = 2.02X108/100 mL, E. coli. = 1.72X108/100 mL, Enterococcus = 1.43X106/100 mL. # Based on average runoff - sediment concentrations on 2500 mg /L on a silt loam soil. 12 1 Filtrexx° Low Impact Design Manual I Version 8 .0 Figure I I. Engineering Design Drawing for Sediment Control FILTREXX@ SILT SOXXTM WORK AREA SECTION VIEW 2" HEADWIDTH WOODEN STAKESPLACED 10' ON CENTER FILTREXX@ SILT SOXXTM (8 ", 9 OR 12" TYPICAL) AREA TO BE PROTECTED 1 . 1 . Filtrexxl' Sediment Control TOP VIEW COMPOST SOCK CONNECTION /ATTACHMENT DETAIL OVERLAPPING SECTIOP FORM CONNECTION ATE STAKING OPTION CLOSED END FILTREXX@ SILT SOXXTM (8 ", 9" OR 12" TYPICAL) FILTREXX@ PYRAMID STAKING DETAIL (2) 2 "x2 "x48 +" HARDWOOD STAKES, WRAPPI TOGETHER WITH 16 GUAGE WIRE, 10' O.C. NOTES: 1. ALL MATERIAL TO MEET FILTREXX@ SPECIFICATIONS. 2. SILT SOXXTm FILL TO MEET APPLICATION REQUIREMENTS. 3. COMPOST MATERIAL TO BE DISPERSED ON SITE, AS DETERMINED BY ENGINEER. 2 "x2 "x36" HARDWOOD STAKE, 10' C STARTING 5' FROM ANGLED STAKE Con si iraac;i ion Activities I Section L Erosion & Sediment Control 1 13 Figure 12 Maximum Slope Lengths of Filtrexx° Sediment Control Based on a 1 in (25 mm)/24 hr Rainfall Event. Table 1.. Maximum Slope Lengths for Filtrexx° Sediment Control Based on a 1 in (25 mm)/24 hr Rainfall Event. Slope Percent Maximum Slope Length Above Sediment Control in Feet (meters)* 8 in (200 mm) Sediment control 12 in (300 mm) Sediment control 18 in (450 mm) Sediment control 24 in (600mm) Sediment control 32 in (800mm) Sediment control 6.5 in 0 60 mm) ** 9.5 in (240 mm) ** 14.5 in (360 mm) ** 19 in (480 mm) ** 26 in (650 mm) ** 2 (or less) 600 (180) 750 (225) 1000 (300) 1300 (400) 1650 (500) 5 400 (120) 500 (150) 550 (165) 650 (200) 750 (225) 10 200 (60) 250 (75) 300 (90) 400 (120) 500 (150) 15 140 (40) 170 (50) 200 (60) 325 (100) 450 (140) 20 100 (30) 125 (38) 140 (42) 260 (80) 400 (120) 25 80 (24) 100 (30) 110 (33) 200 (60) 275 (85) 30 60 (18) 75 (23) 90 (27) 130 (40) 200 (60) 35 60(18) 75(23) 80(24) 115(35) 150(45) 40 60(18) 75(23) 80(24) 100(30) 125(38) 45 40 (12) 50 (15) 60 (18) 80 (24) 100 (30) 50 40 (12) 50 (15) 55 (17) 65 (20) 75 (23) * Based on a failure point of 36 in (0.9 m) super silt fence (wire reinforced) at 1000 ft (303 m) of slope, watershed width equivalent to receiving length of sediment control device,1 in/ 24 hr (25 mm /24 hr) rain event. ** Effective height of Sediment control after installation and with constant head from runoff as determined by Ohio State University. 14 1 Filtrexx° Low Impact Design Manual I Version 8 .0 1 . 1 . Filtrexxl' Sediment Control Table. 1.4. Maximum Slope Lengths for Filtrexx° Sediment Control Based on a 2 in (50 mm)/24 hr Rainfall Event. Slope Percent Maximum Slope Length Above Sediment Control in Feet (meters)* 8 in (200 mm) Sediment control 12 in (300 mm) Sediment control 18 in (450 mm) Sediment control 24 in (600mm) Sediment control 32 in (800mm) Sediment control 6.5 in (160 mm) ** 9.5 in (240 mm) ** 14.5 in (360 mm) ** 19 in (480 mm) ** 26 in (650 mm) ** 2 (or less) 300 (90) 375 (110) 500 (150) 650 (200) 850 (260) 5 200 (60) 250 (75) 275 (85) 325 (100) 400 (120) 10 100 (30) 125 (35) 150 (45) 200 (60) 275 (85) 15 70 (20) 85 (25) 100 (30) 160 (50) 225 (70) 20 50 (15) 65 (20) 70 (20) 130 (40) 180 (55) 25 40 (12) 50 (15) 55 (16) 100 (30) 150 (45) 30 30(g) 40 (12) 45 (13) 65 (20) 100 (30) 35 30(g) 40 (12) 45 (13) 55 (18) 75 (23) 40 30(g) 40 (12) 45 (13) 50 (15) 60 (38) 45 20 (6) 25 (8) 1 30(g) 40 (12) 50 (15) 50 20 (6) 25 (8) 30(g) 35 (10) 40 (12) * Based on a failure point of 36 in (0.9 m) super silt fence (wire reinforced) at 1000 ft (303 m) of slope, watershed width equivalent to receiving length of sediment control device, 2 in/ 24 hr (50 mm /24 hr) rain event. ** Effective height of Sediment control after installation and with constant head from runoff as determined by Ohio State University. Consh'Lacl.ion Acl.ivil.ies I Section 1; Erosion & Sediment Control 1 15 Appendix B: Routine Facility Inspections Keep documentation of all routine facility inspections using provided inspection forms. r� L O LL c O V Q LL O �r O Mw eC A O d > 75 V O Q NU 0 c O � Q Y d V � d O U d .Q .y V d 4- N Z N O � CL` c O m O m s U to d Q N Appendix C: Employee Training Records Keep a sign in sheet for every Employee Training Session your facility holds. Retain those records with this plan. Stormwater Training / Refresher Course - Employee Sign -In Sheet Date Employee Name Employee Signature Appendix D: Annual Stormwater Compliance Evaluation Form Annual Stormwater Compliance Evaluation Report for Akers Towing Name of Person(s) completing evaluation: Date and time of evaluation: Weather conditions during inspection: Areas inspected during evaluation: Inspect all exposed areas of the facility for evidence of contamination of runoff. Areas that need to be inspected include areas where spills have or are likely to occur, all structural and non- structural BMPs areas, the storm water collection system, and all discharge points from the facility. Sr O O 9%, U a) ct �c .2 �n >, -C ct ct 0" ct ct � ct cn 40. O O GL cz OU CL4 4. E CL4 0 0 6 0. 0 'A 0 cq 4c�ll CZ 72 l E 0 cz u YO cn p Q., rU' CL4 U Y v >C O U cz O t 1, CZ 0 0 72 0 > 0 Rr Rr 4� E 0 co 0 cn c 0 M te 0 L) E CL cn cn m c 0 C`- 0 Q 4' X Q 0 C�- M C "a — co Are there any new sources of potential stormwater pollutants not previously identified in the Stormwater Management Plan? YES / NO If you circled yes, how will the Plan be modified to prevent these sources from contaminating runoff? Have either visual inspections or monitoring during the past year indicated pollution of stormwater which have not yet been addressed? YES / NO If so, describe the potential sources of any pollutants found in runoff What actions or modifications to the Plan are needed to prevent these pollutants from reaching the receiving waters? Describe any other places where the site inspection indicates noncompliance with the Stormwater Management Plan What changes to the Plan are needed to ensure that the site is in compliance? Certification of Compliance This Compliance Evaluation Report has been prepared by qualified personnel who properly gathered and evaluated information submitted for this Report. The information in this Report, to the best of my knowledge, is accurate and complete. After inspection of all exposed industrial areas, BMPs, and storm water systems, and review of the Stormwater Management Plan I find that this facility is in compliance with the Stormwater Management Plan. Name (print): Title: Signature: Date: 11.0 Summary of Amendments and Updates Instructions: Keep a record of changes to the Stormwater Management Plan that are required as a result of monitoring, inspections, or at the request of City of Denton personnel. Date Plan Amended Summary of Updates SWMP Appendix E >1 -FD E cc co (D (D cc co _0 -Fo (D cc w C) (D E 9) _j cc U) _0 (D cc U) -0 U) :3 LJJ U) 42 (D 0 -0 U) W E S� C: co �b N ui Fo .2, cp cc co (D -0 U) Co C: 0 0 LLf N (D _0 a) Cc = -2 Er >1 E L U) 2 co LLJ T C) U) Co _0 C: T U) LL U) k _0 C: 4-- r a) 0 0 c- 0 C-) (D 0 U) Co Cc Co 2 > U) a) (D US z -0 = 0 -a 0-/2 0 C) U) 0 _0 (D Co >, U) 2\ 2 Co \ U) C-) 0 E 0 0 a) — C: U) Co co 0 0 (n _0 U) a) >% > co U) — cc :3 — (n Co 3: E co (D 0 U) u) 2 Co :3 co (D 0) (1) z 00 T) C) U) — _0 0 co -0 (-) 0 co -0 0 cc 0 D — C: cc U) M C 0 U) U) �® —U) 0 72 0 0 co co 0 (D 0 cc k/) >1 cc co 0) (D z N co Fu t co >, 0)= Co — w E u.) 0 0 0 E > a) o C: U) U) C- U) U) (n Co Co — -0 (D w cc (D N CU U) 2 0 a 0 = 0 0 o 0 _0 0 :3 U) C: 0 co Co (D L.0 co = = -0 " > 0 W M ;. 0 U) o$ co 0 (1) (D M U) — C: M a) N N 0 M M co N " (D 0 0- L? 0 C) E C: W 0) E , , (1) c C: a) U) U) C: (D (D 2 U) ol�c-) cc (D -0 co U) C: a) E 2 — C/) co N cc 0 -0 a- o -�e U) 0 0) U) 0 C-) L�- 0 0- Co -0 — (D U) LU C) _0 :3 co :3 U) � 0 C: L, = 0 cc U) C: (D C: C: U) a) -- " 0 Z Cl) U) _0 Co C, 0 -0 cc o o _0 Z 0 Lm E C: co (D -0 N U) -0 W C: C) 0 0 U) (1) :3 a) 0 0) Q) N C: co 1 0 0 -�'z E U) Co 2— >, cc 0 70 0 0 r 0 co — 0) U) r C: n cl) 0 - U) U) Co (1) U) U) Co -6 (1) - E- 'a) < a > 0) U) uj (1) CL C: E cc > 0) E- co 2 2� L:) E- :3 > C: — 'o U) cc u) >, 0 a- U) C: —0 2 -Fu :03 < 0 0 (D , 0- 0- IL -2 �5 w (/) 0- LLJ �e C) z C (1) 0- U) U) U) a) C: 0) C: — C: —co (D >%:E CL a) a) 0 0 0 0 0 0 (D = co E <RRm UL. 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McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: DCA15- 0008a, Version: 1 AGENDA INFORMATION SHEET DEPARTMENT: Development Services ACM: Jon Fortune DATE: December 15, 2015 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, to consider amending "Permitted Uses" in Subchapter 35.5 of the Denton Development Code to replace "Semi- Public Halls, Clubs, and Lodges" with "Assembly Halls, Clubs, and Lodges" in the list of zoning uses in Subchapter 5 and to revise definition for "Semi- Public Halls, Clubs, and Lodges" in Subchapter 23.2; providing for a penalty in the maximum amount of $2,000.00 for violations thereof; providing a severability clause and an effective date. BACKGROUND Recent proposals to develop facilities which could accommodate private functions such as weddings, meetings, and banquets have been difficult to classify in the City of Denton. Activities associated with these types of venues typically include catering, alcohol sales for on -site consumption, and some type of live or recorded entertainment for a certain number of guests. A conventional term for this type of use would be an Assembly Hall; however, the land use table in the Denton Development Code (DDC) do not include a defined use which accurately classifies this type of facility. An existing use within the DDC, Semi - Public Halls, Clubs, and Lodges, currently permits the activities associated with an Assembly Hall use, but only for non - profit entities. Staff recommends revising the definition as follows to remove the non - profit requirement to allow for a wider variety of groups to fall under the use: Semi Pubue Assembly Halls, Clubs, or Lodges: A structure or facility owned or operated for special educational or recreational purposes; brit net €er pre& of to r-eader- -a ser-viee that i-s- Additionally, the revised use would be permitted in the same manner as the existing Semi - Public Halls, Clubs, and Lodges, which includes a Specific Use Permit (SUP) in the Neighborhood Residential zoning districts and a Limitation in Neighborhood Residential Mixed Use 12. The proposed amendments to Subchapter 5 of the DDC are attached for reference. The SUP requirement for the residential districts is essential, as it involves a public hearing process whereby approval criteria must be met to ensure the use in compatible with the surrounding area, or can be made compatible through the imposition of conditions. If a proposed Assembly Hall, Club, or Lodge is deemed incompatible at a proposed location or with a proposed intensity of development, the Planning and Zoning City of Denton Page 1 of 2 Printed on 12/10/2015 File #: DCA15- 0008a, Version: 1 Commission could recommend conditions or recommend denial of the SUP to the City Council. The City Council would then vote to approve or deny the SUP. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION The Planning and Zoning Commission recommends approval of this request (6 -0). The Development Review Committee recommends approval of this request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On November 18, 2015, the Planning and Zoning Commission recommended approval of this request (6 -0). On October 21, 2015, the Planning and Zoning Commission held a Work Session discussion. EXHIBITS 1. Staff Analysis 2. Proposed Amendments to DDC Subchapter 35.5 3. November 18, 2015 P &Z Meeting Minutes 4. Draft Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Julie Wyatt Associate Planner City of Denton Page 2 of 2 Printed on 12/10/2015 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: DCA15 -0008, Version: 1 Planning Report DCA15 -0008 / Assembly Halls Planning & Zoning Commission November 18, 2015 REQUEST: Hold a public hearing and consider making a recommendation to City Council regarding an amendment the Denton Development Code to add "Assembly Halls, Clubs, and Lodges" to the list of zoning uses in Subchapter 5 and to revise definition for "Semi- Public Halls, Clubs, and Lodges" in Subchapter 23. BACKGROUND: Recent proposals to develop facilities which could accommodate private functions such as weddings, meetings, and banquets have been difficult to classify in the City of Denton. Activities associated with these types of venues typically include catering, alcohol sales for on -site consumption, and some type of live or recorded entertainment for a certain number of guests. A conventional term for this type of use would be an Assembly Hall; however, the land use tables in the Denton Development Code (DDC) do not include a defined use which accurately classifies this type of facility. CONSIDERATIONS: 1. In order to provide a use that accurately describes assembly hall functions, staff recommends expanding the definition of an existing use within the DDC, Semi - Public Halls, Clubs, and Lodges. 2. Semi -Public Halls, Clubs, and Lodges currently permits the activities associated with an Assembly Hall use, but only for non - profit entities. Removing the non - profit requirement from the use would allow a wider variety of groups to fall under the definition. The activities associated with the use would remain the same; however, non - profit and for - profit groups would be permitted to operate the facilities. 3. Staff recommends amending Section 35.23.2 of the DDC to revise the definition of Semi - Public Halls, Clubs, and Lodges, replacing Semi - Public with Assembly and removing the requirement for non - profit entities only: wiz Assembly Halls, Clubs, and Lodges: A structure or facility owned or operated for special educational or recreational purposes, but not r ,-ily for- pro f t to r -ender a sefviee that is 4. Staff recommends that the proposed Assembly Halls, Clubs, and Lodges use be permitted in the same manner as the existing Semi - Public Halls, Clubs, and Lodges. The current use of Semi - Public Halls, Clubs, and Lodges is permitted with a Specific Use Permit (SUP) in residential zoning districts and permitted with a Limitation or permitted by right in mixed -use, commercial, and industrial zoning districts. Refer to the attached table that identifies where the subject use is permitted, not permitted, SUP, permitted with a limitation. City of Denton Page 1 of 2 Printed on 11/13/2015 File #: DCA15 -0008, Version: 1 5. An SUP is an approval of the use by City Council using the zoning amendment procedure. The SUP provision in the residential districts is necessary, as it requires a public hearing process whereby approval criteria must be met to ensure the use is compatible with the surrounding area, or can be made compatible through the imposition of conditions. The criteria for approval and the possible conditions are outlined in Subchapter 35.6 of the DDC. If the proposed use is deemed incompatible at a proposed location or with a proposed intensity of development, the staff and Planning and Zoning Commission could propose conditions or recommend denial of the SUP. The City Council would then consider staff's and the Planning Commission's proposed conditions and recommendations and decide to agree with the conditions or modify them. 6. Currently, Semi -Public Halls, Clubs, and Lodges are permitted in Neighborhood Residential 12 (NRMU -12) District with Limitation (15), which requires an SUP if the use exceeds 5,000 square feet of gross floor area per lot. In conjunction with the proposed definition revision, staff recommends that the Limitation remain in place for the use in NRMU -12 District, but be modified as follows: L(15) = Uses are limited to no more than five thousand (5,000) square feet of gross floor area per lot. An SUP is required for additional square footage for Semi P41ie Assembly Halls, Clubs and Lodges. STAFF RECOMMENDATION: Staff recommends approval of the proposed amendments to Subchapter 35.5 and 35.23 of the DDC. OPTIONS: 1. Recommend approval as submitted. 2. Recommend approval subject to conditions. 3. Recommend denial. 4. Table the item. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, a notice was published in the Denton Record Chronicle on October 28, 2015. EXHIBITS: • Proposed Amendments to DDC Subchapter 35.5 Respectfully submitted: Munal Mauladad Deputy Director, Development Services Prepared by: Julie Wyatt Associate Planner City of Denton Page 2 of 2 Printed on 11/13/2015 Proposed Amendments to DDC Subchapter 35.5 Rural Districts RD -5 RC Neighborhood Residential SUP I SUP I SUP I SUP I SUP I LO 5) 1 P L(15) = Uses are limited to no more than five thousand (5,000) square feet of gross floor area per lot. An SUP is required for additional square footage for Assembly Halls, Clubs and Lodges. Downtown University Core Connnunity Mixed Use Centers CM -G CM -E Regional Mixed Use Centers Einployinent Centers EC -C EC -I Industrial Centers IC -E IC -G November 18, 2015, Planning and Zoning Commission meeting minutes F. DCA 15 -0008 Hold a public hearing and consider making a recommendation to City Council regarding an amendment the Denton Development Code to add "Assembly Halls, Clubs, and Lodges" to the list of zoning uses in Subchapter 5 and to revise definition for "Semi- Public Halls, Clubs, and Lodges" in Subchapter 23. Chair Strange opened the Public Hearing. Julie Wyatt, Associate Planner, provided the request. She stated staff recommends approval of this request. There were no questions. The following individuals spoke during the public hearing: Lucas Holl, 815 Crestoak Place, Denton, Texas, 76209. Holl stated he is opposed to the request. He stated he would like to see the requirements applied as they are for all neighborhood residential areas. Holl stated that adding the language to include the wording "for profit" would go against historic and nationwide historical requirements. He stated he feels that most residential neighborhoods would be against this request. Commissioner Briggle thanked Holl for his comments. She stated that although staff recommends approval of this request, a Specific Use Permit (SUP) would still be required at each facility. Those requests would require a Public Hearing and allow time for citizens to come voice their opinions on the request. Holl stated he is aware and this input still remains the same. Commissioner Hudspeth stated that nonprofit and church facilities are already allowed to hold the potential types of events that this would be opening up to for profit entities. He stated that nonprofit and church facilities are not required to have a SUP. Commissioner Hudspeth stated this would at least eliminate certain facilities from allowing those uses without a SUP. Holl stated he is aware; however, he feels that staff could come up with a more refined tool. Commissioner Rozell stated that some of the concerns that Holl spoke on have been discussed during the October 21, 2015, Work Session Item. He stated that the SUP would have the ability to apply restrictions to the use. There are community centers in residential areas that would prohibit some of the potential uses in the center without going through the rezoning or variance process. Holl stated is isn't familiar with all of the Denton Development Code (DDC) requirements. There was no one else to speak on this request. Chair Strange closed the Public Hearing. Commissioner Briggle requested that Wyatt address Holl's concerns. Wyatt stated that staff is already sensitive to the concerns that Holl has brought up. She stated that staff has spent a lot of time working through some of these concerns. Wyatt stated that any use within a residential district would have to meet the lot coverage and building envelope developments, which would include buffering and screening requirements. Wyatt informed Holl that there is a Public Hearing notification process that would notify anyone within 200 and 500 feet of the subject site. Commissioner Briggle brought up Wildwood Inn in Denton. Wyatt stated it is considered a bed and breakfast; however, they hold weddings and other events as well. Commissioner Briggle questioned if it is located within a residential neighborhood. Wyatt confirmed. Commissioner Briggle questioned if there are many complaints. Wyatt stated she is only aware of noise complaints. Wyatt stated staff received a request for a farm venue that would allow weddings. This would have been a for profit use. There are some instances where this type of request would not be appropriate, there are conditions that could make the request appropriate. There were no additional questions. Commissioner Beck questioned Holl if he sees a worst case scenario, or if it is just the idea in general. Holl stated he doesn't feel that the DDC needs to be updated for projects that could be looked at with a case by case scenario. Munal Mauladad, Deputy Director of Development Services, stated the definition as it has been broadened to extend the definition is very restrictive. The definition has to be able to fit the Specific Use Permit within the category as well. The SUP would allow staff to determine whether the use would be appropriate and compatible with the existing land uses. Commissioner Dudowicz requested that staff explain the SUP process. Mauladad stated that the SUP process would come before the Planning and Zoning Commission and City Council both as Public Hearings. Commissioner Dudowicz stated that the SUP would be tied to the request for a certain time period, and could be reviewed after a certain time period of those conditions are placed on the request. Holl questioned if the SUP runs with the land or the applicant. Mauladad stated it depends on the land, some are with the land and some are with the applicant. There was no further discussion. Commissioner Frank Dudowicz motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6 -0). Commissioner Amber Briggle "aye ", Chair Jim Strange "aye ", Commissioner Frank Dudowicz "aye ", Commissioner Larry Beck "aye ", Commissioner Gerard Hudspeth "aye ", and Commissioner Andrew Rozell "aye ". ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING "PERMITTED USES" IN CHAPTER 35, SUBCHAPTER 5 OF THE DENTON DEVELOPMENT CODE TO REPLACE "SEMI- PUBLIC HALLS, CLUBS, AND LODGES" WITH "ASSEMBLY HALLS, CLUBS, AND LODGES" IN THE LIST OF ZONING USES AND TO REVISE THE DEFINITION FOR "SEMI- PUBLIC HALLS, CLUBS, AND LODGES" IN SUBCHAPTER 23; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. WHEREAS, pursuant to Ordinance No. 2002 -040, the City Council of the City of Denton, Texas adopted the Denton Development Code (the "DDC ") which includes Subchapter 5, Zoning Districts and Limitations and Subchapter 23, Section 23.2, Definitions (the "Zoning Ordinance "); and WHEREAS, the City desires to amend the Zoning Ordinance to replace the zoning use designation and classification of "Semi- Public Halls, Clubs, and Lodges" with "Assembly Halls, Clubs, and Lodges "; and WHEREAS, the City desires to amend Subchapter 23 of the DDC to revise the definition of the use "Semi- Public Halls, Clubs, and Lodges "; and WHEREAS, the current zoning use designation of Semi- Public Halls, Clubs and Lodges requires that users be not primarily for profit or customarily carrying on services for gain; and WHEREAS, recent proposals to develop facilities which could accommodate private functions such as weddings, meetings, and banquets have been difficult to classify due to the non- profit restriction; and WHEREAS, this amendment shall maintain the Specific Use Permit requirement in residential areas for the protection of citizens; and WHEREAS, after notice published, a public hearing was held before the Planning and Zoning Commission in accordance with State Law on November 18, 2015, whereby the Planning and Zoning Commission recommended approval of amendments to the DDC, Subchapters 5 and 23; and WHEREAS, after notice published, a public hearing was held before the City Council in accordance with State law and the City Council hereby finds that the subject changes to the Denton Development Code are consistent with the goals and objectives, the future land use elements, and the balance of land uses in the Denton Plan, as well as federal, state, and local law. Further, the changes are in the best interests of the citizens of the City of Denton; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference as true. SECTION 2. Zoning Use. The use charts and limitations in Subchapter 5 of the DDC are hereby amended as underlined in Exhibit A, which is attached to this ordinance and incorporated by reference as if set forth at length herein, to add the use of "Assembly Halls, Clubs, and Lodges" and remove the use of "Semi- Public Assembly Halls, Clubs, and Lodges;" moreover, certain districts shall have an L(15) limitation. The L(15) limitation requires that the uses are limited to no more than five thousand (5,000) square feet of gross floor area per lot. An SUP is required for additional square footage for Assembly Halls, Clubs and Lodges. SECTION 3. Amendment of Definitions. The Definitions and Terms in Subchapter 23, Section 23.2 of the DDC are hereby amended to revise the definition for "Semi- Public Halls, Clubs, and Lodges" with the following definition: Assembly Halls, Clubs, and Lodges: A structure or facility owned or operated for special educational or recreational purposes. SECTION 4. Penalty. Any person, firm, entity or corporation violating any provision of this ordinance shall, upon conviction, be fined a sum not exceeding $2,000.00 for each violation. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. The penal provisions imposed under this Ordinance shall not preclude Denton from filing suit to enjoin the violation and it retains all legal rights and remedies available to it under local, state and federal law. SECTION 5. Severability. 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 6. Effective Date. 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 , 2015. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY WA APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Av i. �cx itu J cti( Exhibit A Subchapter 5 EX1 -111311 "A" Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code Subchapter 5 — Zoning Districts and Limitations 35.5.1 Rural Districts Sections: 35.5.1.1 Purpose. 35.5.1.2 Permitted Uses. 35.5.1.3 General Regulations. 35.5.1.1 Purpose. The purpose of a Rural District is to maintain an area of rural use within the City of Denton. Application of this district will ensure that the farming, forest, environmental and scenic values of these areas are protected from incompatible development that ma)7 result in a degradation of their values. Land Use categories within a Rural District include: RD -5 Rural Residential RC Rural Coni nercial 35.5.1.2 Permitted Uses. The following uses and their accessory, uses are permitted as contained in the use table below: Categories Residential Land Use -• Agriculture P P Livestock L(7) L(7) Single Family Dwellings P P Accessory Dwelling Units P P Attached Single Family Dwellings N N Dwellings Above Businesses N P LiveMork Units P P Duplexes N N Community Homes For the Disabled P P Group Homes SUP SUP Multi- Family Dwellings N SUP Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments P P P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) _ Limited as defined in Section 35.5.8 5 -1 Suhehapter 5 .............................................................................................................................................................................................................. ............................... . Development Code Categories Commercial Land Use Home Occupation -D P P Sale of Products Grown on Site P P Hotels N N Motels N N Bed and Breakfast L(10) P Retail Sales and Service N N Movie Theaters N N Restaurant N L(11) Private Club N L(11) Bar N L(11) Drive - through Facility N N Professional Services and Offices N L(15) Quick Vehicle Servicing N N Vehicle Repair N P Auto and RV Sales N N Laundry Facilities N N Equestrian Facilities P P Outdoor Recreation P P Indoor Recreation N N Conference /Convention Centers N N Major Event Entertainment N SUP Commercial Parking Lots N N Administrative or Research Facilities SUP L(15) Broadcasting of Production Studio SUP P Sexually Oriented Business N SUP/ L(32) Assembly Halls, Clubs, and Lodges N P Temporary Uses L(38) L(38) 5 -2 EXHIBIT "n" Subchapter ............................................................................................................................................ ............................... . Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -3 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code Categories Industrial Land Use Printing / Publishing N N Bakeries N L(21) Manufacture of Non - odoriferous Foods N N Feed Lots SUP N Food Processing N N Light Manufacturing N SUP / L(24) Heavy Manufacturing N N Wholesale Sales N N Wholesale Nurseries P P 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 N Wrecker Services and Impound Lots N N Kennels L(14) L(14) Veterinary Clinics P P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N Gas Wells L(27) L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -4 EXHIBIT "A" Subchapter ................................................................................................................................................................................. ............................... . Development Code Categories Institutional Land Use Basic Utilities P P Community Service N P Parks and Open Space P P Churches P P Semi- public- Halls, Clubs, and -- Lodges N P Business / Trade School N N Adult or Child Day Care P P Kindergarten, Elementary School P P Middle School N N High School N N Colleges N N Hospital N N Elderly Housing N N Medical Centers N N Cemeteries N N Mortuaries N N WECS (Free- standing Monopole Support Structure) L(41) L(41) WECS (Building- mounted) L(42) L(42) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 N 5 -5 Subchapter 5 ................. .............................................. I........... I)evelopment Code 35.5.1.3 General Regulations. General regulations within the Rural District are as follows: Subdivision of less than 10 acres, and all lots that are adjacent to the perimeter of a subdivision: General Regulations -D agricultural buildings Minimum lot area 5 acres 2 acres Minimum lot width 200 feet 100 feet Minimum lot depth 250 feet 200 feet Minimum front yard 50 feet 50 feet Minimum side yard 10 feet 10 feet Minimum side yard adjacent to street 50 feet 50 feet 10 feet, plus 1 foot plus 1 for each foot of Minimum rear yard building height over each 20 feet The following limits apply to subdivision of more than 10 acres in lieu of minimum lot size and dimension requirements: General Regulations -D Maximum density, dwelling units per acre 0.2 0.5 Minimum building separation 30 feet 30 feet The following limits apply to all buildings: General Regulations RD Maximum lot coverage except for 15% 35% agricultural buildings Minimum landscaped area 75% 65% Maximum building height 65 feet 65 feet Maximum WECS height 75 feet 75 feet Maximum FAR except for single - family None 0.25 uses 10 feet, plus 1 foot for Minimum yard when a use other than None each single family abuts a residential zone foot of building height 5 -6 i Subchapter 5 ..................................................................................................................................................... ............................... I ............. Development Code 5 -7 Subchapters .............................................................................................................................................................................................................. ............................... . Development Code 35.5.2 Neighborhood Residential Sections: 35.5.2.1 Purpose. 35.5.2.2 Permitted Uses. 35.5.2.3 General Regulations. 35.5.2.1 Purpose. The purpose of the Neighborhood Residential land use is to preseive and protect existing neighborhoods and to ensure that any new development is compatible Nvith existing laird uses, patterns, and design standards. Land Use categories within the Neighborhood Residential areas include: NR -1 NR-2 NR-3 NR -4 NR-6 NInfU -12 NRI\fU 35.5.2.2 Permitted Uses. Neighborhood Residential 1 Neighborhood Residential 2 Neighborhood Residential 3 Neighborhood Residential 4 Neighborhood Residential 6 Neighborhood Residential Afixed Use 12 Neighborhood Residential 'Mixed Use The following uses and their accessory uses are permitted within the Neighborhood Residential districts: Residential Categories Agriculture P P P P P P P Livestock L(7) L(7) L(7) L(7) L(7) L(7) L(7) Single Family Dwellings P P P P P P N Accessory Dwelling Units SUP L(1) SUP L(1) SUP L(1) SUP L(1) SUP L(1) L(1) N Attached Single Family Dwellings N N SUP SUP P P L(40) Dwellings Above Businesses N N N N N P P LiveMork Units N N N N L(16) P P Duplexes N N N L(3) P P N Community Homes For the Disabled P P P P P P P Group Homes N N N N N SUP SUP Multi - Family Dwellings N N N N N L(4) SUP L(4) Fraternity or Sorority House N N N N N SUP SUP Dormitory N N N N N SUP SUP Manufactured Housing Developments N SUP N N SUP N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, I, = Limited as defused in Section 35.5.8 5 -8 I;XI II13IT "A" Subchapter 5 ....................................................................................................................................................................... ............................... Development Code Commercial Land Use Categories Home Occupation P P P P P P P Sale of Products Grown on Site N N N N N N N Hotels N N N N N N P Motels N N N N N N N Bed and Breakfast N N N N N L(10) P Retail Sales and Service N N N N N L(15) L(17) Movie Theaters N N N N N N N Restaurant N N N N N N L(11) Private Club N N N N N N L(11) Bar N N N N N N L(11) Drive - through Facility N N N N N N SUP Professional Services and Offices N N N N N L(14) L(17) Quick Vehicle Servicing N N N N N N SUP Vehicle Repair N N N N N N N Auto and RV Sales N N N N N N N Laundry Facilities N N N N N P P Equestrian Facilities SUP SUP N N N N N Outdoor Recreation P P P P P SUP SUP Indoor Recreation N N N N N N N Conference /Convention Centers N N N N N N N Major Event Entertainment N N N N N N N Commercial Parking Lots N N N N N N N Administrative or Research Facilities N N N N N N L(14) Broadcasting of Production Studio N N N N N N L(14) Sexually Oriented Business N N N N N N r i N Assembly Halls, Clubs, and Lodges SUP SUP SUP SUP SUP L(15) ,- P Temporary Uses L(38) L(38) L(38) L(38) L(38) L(38) L(38) 5 -9 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code P= Permitted, N =not pemnitted, SUP= Specific Use Permit Required, L(,) = Limited as defined in Section 35.5.8 5 -10 EXHIBIT "A" Subchapter ....................................................................................................................................................................................................... ............................... . Development Code Categories Industrial Land Use Printing / Publishing N N N N N N N Bakeries N N N N N N L(21) Manufacture of Non - odoriferous Foods N N N N N N N Feed Lots N N N N N N N Food Processing N N N N N N N Light Manufacturing N N N N N N N Heavy Manufacturing N N N N N N N Wholesale Sales N N N N N N N Wholesale Nurseries N N N N N N N Distribution Center/Warehouse, General N N N N N N N Warehouse, Retail N N N N N N N Self- service Storage N N N N N N N Construction Materials Sales N N N N N N N Junk Yards and Auto Wrecking N N N N N N N Wrecker Services and Impound Lots N N N N N N N Kennels L(37) L(37) N N N N N Veterinary Clinics L(14) L(14) N N N N P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N N N N N N Gas Wells L(27) L(27) SUP L(27) SUP L(27) SUP L(27) SUP L(27) SUP L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Regtured, L(X) = Limited as defaied in Section 35.5.8 -11 Subchapter 5 ................................................................ ............................... Development Code Categories Institutional Land Use Basic Utilities L(25) L(25) L(25) L(25) L(25) L(25) L(25) Community Service N N N N N P P Parks and Open Space P P P P P P P Churches P P P P P P P Send- publw -44ail , O,l hs; aAd_t -edges SUP SIP SAJP SUP SUP L(1 -5) P Business / Trade School N N N N N N L(14) Adult or Child Day Care SUP SUP SUP SUP SUP P P Kindergarten, Elementary School SUP SUP SUP SUP SUP P P Middle School N N N N N P P High School N N N N N N SUP Colleges N N N N N N N Hospital N N N N N N N Elderly Housing N N N N SUP L(13) P Medical Centers N N N N N N P Cemeteries N N N N N N N Mortuaries N N N N N N N WECS (Free- standing Monopole Support Structure) L(41) SUP SUP SUP SUP SUP SUP WECS (Building- mounted) L(42) SUP SUP SUP SUP SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(k) = Limited as defined in Section 35.5.8 5 -12 EXHIBIT "A" Subchapter 5 .............................................................................................................................................. ............................... . Development Code 35.5.2.3 General Regulations. General regulations of the Residential Neighborhood land use zone are contained in the table below: The following limits apply to subdivision of 2 acres or less: General Regulations Minimum lot area (square feet) NR-2 32,000 16,000 NR-3 10,000 NR-4 7,000 NR-6 6,000 3,500 2,500 Minimum lot width 80 feet 80 feet 60 feet 50 feet 50 feet 30 feet 20 feet Minimum lot depth 100 feet 100 feet 80 feet 80 feet 80 feet 80 feet 50 feet Minimum front yard setback 20 feet 20 feet 15 feet L(2) 20 feet L(2) 10 feet 10 feet None Minimum side yard 6 feet 6 feet 6 feet 6 feet 6 feet 6 feet 6 feet Minimum side yard adjacent to a street 10 feet 10 feet 10 feet 10 feet 10 feet 10 feet None Minimum rear yard 10 feet 10 feet 10 feet 10 feet 10 feet 10 feet None The followng limits apply to subdivision of more than 2 acres in lieu of minimum lot size and dimension requirements: The following limits apply to all buildings: Regulations NRMU- NRMU Maximum lot coverage 30% 30% 50% 60% 60% 60% 80% Minimum landscaped area 70% 70% 55% 40% 40% 40% 20% Maximum building height 40 feet 40 feet 40 feet 40 feet 40 feet 40 feet 65 feet Maximum WECS height 55 feet 55 feet 55 feet 55 feet 55 feet 55 feet 75 feet 10 feet 10 feet 10 feet 10 feet 10 feet 15 feet 20 feet Plus 1 plus 1 plus 1 plus 1 plus 1 plus 1 plus 1 foot for foot for foot for foot for foot for foot for foot for each each each each each each each Minimum yard when abutting a single- foot of foot of foot of foot of foot of foot of foot of family use or district building building building building building building building height height height height height height height above above above above above above above 20 feet 20 feet 20 feet 20 feet 20 feet 20 feet 20 feet 5 -13 Subchapter 5 .... ............................... Developinent Code 35.5.2.4 Mixed Use Residential Protection Overlay: Where necessary to address the concerns of owners of existing adjacent residential uses that a proposed non- residential or multi - family mixed use allowed by this Subchapter is incompatible, the applicant may consent to the imposition of increased setback, landscaping, screening or buffer requirements along the borders of such existing residential uses, or to the imposition of additional use or performance -based restrictions upon the proposed use. Such additional modifications or restrictions shall, upon approval, amend the underlying zoning classification and use designation to add these supplemental requirements. The 'Nfixed Use Residential Protection Overlay map be established through the Zoning Amendment Procedure, either as a separate zoning case, or in conjunction with an amendment of the underlying mixed use zoning classification. 5 -14 EXHI1314' "A" Subchapter 5 ............................................................................................................................................................................ ............................... Development Code 35.5.3 Downtown University Core. Sections: 35.5.3.1 Purpose. 35.5.3.2 Permitted Uses. 35.5.3.3 General Regulations. 35.5.3.1 Purpose. The purpose of the Downtown University Core District is to encourage mixed use developments within specified commercial areas of the district. This district is a pedestrian friendly district. Land Use categories within this district include: DR -1 Downtown Residential 1 DR -2 Downtown Residential 2 DC -N Downtown Commercial Neighborhood DC -G Downtown Commercial General 35.5.3.2 Permitted Uses. The following uses are permitted v6thin the Downtown University Core District: Residential .. D- Agriculture P DR-2 DC-N P P DC-G P Livestock L(7) L(7) L(7) L(7) Single Family Dwellings P P N N Accessory Dwelling Units P N N Attached Single Family Dwellings FN P P P Dwellings Above Businesses N P P P Live/Work Units P P P P Duplexes P P P N Community Homes For the Disabled P P P P Group Homes N N N SUP Multi - Family Dwellings N L(5) L(5) L(5) Fraternity or Sorority House SUP P P P Dormitory SUP P P P Manufactured Housing Developments N N N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -15 Subchapters ............................................................................. ............................... Development Code Categories Commercial Land Use Home Occupation •- P •- P • P • P Sale of Products Grown on Site N N N N Hotels N N N P Motels N N N N Bed and Breakfast L(8) L(9) P P Retail Sales and Service N L(15) L(17) P Movie Theaters N N SUP SUP Restaurant N N L(11) P Private Club N N L(11) P Bar N N L(11) P Drive - through Facility N N N SUP Professional Services and Offices N L(15) L(17) P Quick Vehicle Servicing N N N SUP Vehicle Repair N N N SUP Auto and RV Sales N N N L(20) Laundry Facilities N P P P Equestrian Facilities N N N N Outdoor Recreation N N N N Indoor Recreation N N N P Conference /Convention Centers N N SUP P Major Event Entertainment N N N SUP Commercial Parking Lots N N L(28) L(28) Administrative or Research Facilities N SUP L(14) P Broadcasting of Production Studio N SUP P P Sexually Oriented Business N N N N Assembly Halls, Clubs, and Lodges P P P P Temporary Uses L(38) L(38) L(38) L(38) 5 -16 EXHIBIT "A" Subchapter 5 ............................................................................................................................................................................................................. ............................... Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -17 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code Categories Industrial Land Use Printing / Publishing D- N DR-2 N N P Bakeries N N L(21) P Manufacture of Non - odoriferous Foods N N N N Feed Lots N N N N Food Processing N N N N Light Manufacturing N N N N Heavy Manufacturing N N N N Wholesale Sales N N N SUP/ L(36) Wholesale Nurseries N N N SUP/ L(36) Distribution Center/Warehouse, General N N N N Warehouse, Retail N N N N Self- service Storage N N N N Construction Materials Sales N N N N Junk Yards and Auto Wrecking N N N N Wrecker Services and Impound Lots N N N N Kennels N N N N Veterinary Clinics N SUP L(26) P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N N N Gas Wells SUP L(27) SUP L(27) SUP L(27) SUP L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -18 EXHIBIT "A" Subchapter5 ............................................................................................................................................................................. ............................... Development Code Categories Institutional Land Use •- DR-2 Basic Utilities SUP SUP SUP SUP Community Service N N P P Parks and Open Space P P P P Churches P P P P Semi qublis-Nalls; Clubs, -gnd and P P P P Business / Trade School N N L(26) P Adult or Child Day Care P P P P Kindergarten, Elementary School P P P N Middle School N P P N High School N N N N Colleges N N SUP P Hospital N N P P Elderly Housing N N L(13) P Medical Centers N SUP P P Cemeteries N N N N Mortuaries N N P P WECS (Free- standing Monopole Support Structure) SUP SUP SUP SUP WECS (Building- mounted) SUP SUP SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Required, I,(X) _ Limited as defined in Section 35.5.8 5 -19 Subchapter ............................................................................................................................................................................................................... ............................... Development Code 35.5.3.3 General Regulations. General regulations of the Downtown University Core District are as follows: Regulations General •- •- • • Minimum lot area (square feet) 4,000 4,000 2,500 None Minimum lot width 50 feet 40 feet 20 feet None Minimum lot depth 80 feet 80 feet 50 feet None Minimum front yard setback 10 feet 10 feet None None Minimum side yard 6 feet 6 feet None None Minimum side yard adjacent to a street 10 feet 10 feet None None Minimum rear yard 10 feet 10 feet None None 10 feet 10 feet 15 feet 20 feet plus 1 plus 1 plus 1 plus 1 foot for foot for foot for foot for each each each each Minimum yard abutting a single family foot of foot of foot of foot of use or district building building building building height height height height over 30 over 30 over 30 over 30 feet feet feet feet Minimum residential unit size 700 SF 500 SF 500 SF 500 SF Maximum FAR 0.50 0.75 1.5 3.0 Maximum density, dwelling units per acre 8 30 72 150 Maximum lot coverage 60% 75% 80% 85% Minimum landscaped area 40% 25% 20% 15% 100 feet/ 100 feet/ Maximum building height 40 feet 45 feet L(33) L(33) 110 feet/ 110 feet/ Maximum WECS height 55 feet 55 feet L(33) L(33) 5 -20 EXHIBIT "A" Subchapter ....................................................................................................................................................... ............................... . Development Code 5 -21 Subchapter 5 ..................... ............................... Development Code 35.5.4 Community Mixed Use Centers. Sections: 35.5.4.1 Purpose. 35.5.4.2 Permitted Uses. 35.5.4.3 General Regulations. 35.5.4.1 Purpose. The purpose of the Community 'Nfixed Use Centers is to provide the necessary shopping, services, recreation, employment and institutional facilities that are required and supported by the surrounding community. Land Use categories within the Community Nfixed Use Centers include: CNN -G Community ?\ -fixed Use General C\1 -E Community \fixed Use Employment 35.5.4.2 Permitted Uses. The folloNving uses are permitted within Community i\�fixed Use Centers: Categories Residential Land Use Agriculture tN P Livestock L(7) Single Family Dwellings N Accessor y Dwelling Units N N Attached Single Family Dwellings N N Dwellings Above Businesses P N Live/Work Units P N Duplexes N N Community Homes For the Disabled P P Group Homes N N Multi- Family Dwellings L(6) &L(4) L(6) &L(4) Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X� = Limited as defined iri Section 35.5.8 Subchapter 5 ......................................................................................................... ............................... Development Code 35.5.4 Community Mixed Use Centers. Sections: 35.5.4.1 Purpose. 35.5.4.2 Permitted Uses. 35.5.4.3 General Regulations. 35.5.4.1 Purpose. The purpose of the Comnwnity Mixed Use Centers is to provide the necessary shopping, services, recreation, employment and institutional facilities that are required and supported by the surrounding community. Land Use categories within the Community N -fixed Use Centers include: CTN1 -G Community Nfixed Use General CNII -E Community Mixed Use Employment 35.5.4.2 Permitted Uses. The following uses are permitted within Community TIixed Use Centers: 5 -22 Categories Residential Land Use Agriculture P P Livestock L(7) L(7) Single Family Dwellings N N Accessory Dwelling Units N N Attached Single Family Dwellings N N Dwellings Above Businesses P N LiveMork Units P N Duplexes N N Community Homes For the Disabled P P Group Homes N N Multi - Family Dwellings L(6) &L(4) L(6) &L(4) Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L N, = Limited as defined in Section 35.5.8 5 -22 EXHIBIT "A" Subchapter .............................................................................................................................................................................................................. ............................... . Development Code Categories Commercial Land Use Home Occupation N N Sale of Products Grown on Site N N Hotels P P Motels P P Bed and Breakfast P N Retail Sales and Service P L(14) Movie Theaters SUP N Restaurant P L(14) Private Club P L(14) Bar P L(14) Drive - through Facility P P Professional Services and Offices P P Quick Vehicle Servicing P P Vehicle Repair P P Auto and RV Sales P P Laundry Facilities P P Equestrian Facilities N N Outdoor Recreation P EN Indoor Recreation P Conference /Convention Centers P P Major Event Entertainment SUP N Commercial Parking Lots P P Administrative or Research Facilities P P Broadcasting of Production Studio P P Sexually Oriented Business N N Assembly Halls, Clubs, and Lodges P P Temporary Uses L(38) L(38) 5 -23 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -24 EXHIBIT "A" Subchapter 5 ................................................................................................................................ ............................... I ............................... Development Code Categories Industrial Land Use Printing / Publishing P L(25) Bakeries P L(25) Manufacture of Non - odoriferous Foods N L(25) 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 N Wrecker Services and Impound Lots N N Kennels N N Veterinary Clinics P P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N Gas Wells SUP L(27) SUP L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -25 Subchapter 5 .......................................................................................................... ............................... Development Code Categories Institutional Land Use Basic Utilities SUP SUP Community Service P P Parks and Open Space P P Churches P P Semi- public; Halls; -G4ubs and Ledges P P Business / Trade School P P Adult or Child Day Care P N Kindergarten, Elementary School P P Middle School P P High School P P Colleges P P Hospital N N Elderly Housing N N Medical Centers P P Cemeteries N N Mortuaries P P WECS (Free- standing Monopole Support Structure) SUP SUP WECS (Building- mounted) SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Regtured, L(Y) = Limited as defined in Section 35.5.8 5 -26 EXHIBIT "A" Subchapters ............................................................................................................................................................................................................... ............................... Development Code 35.5.4.3 General Regulations. General regulations of the Community i\lixed Use Centers are in the table below: Regulations Minimum lot area (square fee750feet 750feet Minimum lot widt Minimum lot depth 50 feet 50 feet Minimum front yard setback None 10 feet Minimum side yard None None Minimum side yard adjacent to a street None 10 feet 20 feet, plus 1 foot for each Minimum yard abutting a residential use 20 feet foot of or district building height above 30 feet Maximum FAR 1.5 0.75 Minimum residential unit size 500 SF None Maximum lot coverage 80% 85% Minimum landscaped area 20% 15% Maximum building height 65 feet 65 feet Maximum WECS height 75 feet 75 feet 5 -27 Subchapters .............................................................................................................................................................................................................. ............................... . Development Code 5 -28 EXIIIBIT "A" Subchapter ...... ............................... Development Code 35.5.5 Regional Mixed Use Centers Sections: 353.5.1 Purpose. 35.5.5.2 Permitted Uses. 35.5.5.3 General Regulations. 35.5.5.1 Purpose. The purpose of Regional Nfiied Use Centers is to create centers of activity including shopping, services, recreation, employment and institutional facilities supported by and serving an entire region. Land Use categories within Regional �4 xed Use Centers include: RCR -1 Regional Center Residential 1 RCR -2 Regional Center Residential 2 RCC -N Regional Center Commercial Neighborhood RCC -D Regional Center Commercial Downtown 35.5.5.2 Permitted Uses. The following uses are permitted within Regional Mixed Use Centers: Residential .. Agriculture P P P P Livestock L(7) L(7) L(7) L(7) Single Family Dwellings N N N N Accessory Dwelling Units N N N N Attached Single Family Dwellings P P P P Dwellings Above Businesses P P P P LiveNdork Units P P P P Duplexes N N N N Community Homes For the Disabled P P P P Group Homes SUP SUP SUP SUP Multi - Family Dwellings L(4) L(4) L(6) & L (4) L(6) & L(4) Fraternity or Sorority House N N N N Dormitory N N N N Manufactured Housing Developments N N N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -29 Subchapter5 ...................................................... ............................... Development Code 5 -30 Categories Commercial Land Use Home 77ite P P P P Sale of Products Grown N N N N Hotels N N P P Motels N N P N Bed and Breakfast L(8) L(9) L(9) P Retail Sales and Service L(17) L(17) L(13) P Movie Theaters SUP SUP P P Restaurant L(11) L(11) P P Private Club L(11) L(11) P P Bar L(11) L(11) P P Drive - through Facility N N P P Professional Services and Offices L(15) L(14) P P Quick Vehicle Servicing N N P P Vehicle Repair N N N P Auto and RV Sales N N N P Laundry Facilities P P P P Equestrian Facilities N N N N Outdoor Recreation SUP SUP N N Indoor Recreation N N P P Conference /Convention Centers N N P P Major Event Entertainment N N SUP SUP Commercial Parking Lots N N P P Administrative or Research Facilities SUP SUP L(14) P Broadcasting of Production Studio SUP SUP P P Sexually Oriented Business N N N N Assembly Halls, Clubs, and Lodges P P P P Temporary Uses L(38) L(38) L(38) L(38) 5 -30 EXHIBIT "A" Subchapter 5 ........................................................................................................................................................................................................ ............................... . Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -31 Subchapters ............................................... ............................... Development Code Categories Industrial Land Use Printing / Publishing N N N • N Bakeries N N L(21) P Manufacture of Non - odoriferous Foods N N N N Feed Lots N N N N Food Processing N N N N Light Manufacturing N N N L(23) Heavy Manufacturing N N N N Wholesale Sales N N N N Wholesale Nurseries N N N N Distribution Center/Warehouse, General N N N N Warehouse, Retail N N L(13) L(13) Self- service Storage N N N N Construction Materials Sales N N N N Junk Yards and Auto Wrecking N N N N Wrecker Services and Impound Lots N N N N Kennels N N N N Veterinary Clinics SUP SUP L(14) P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N N N Gas Wells L SUP SUP L 27) L(27) L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -32 EXHIBIT "A" Subchapters .............................................................................................................................................................................................................. ............................... . Development Code Categories Institutional Land Use Basic Utilities SUP SUP SUP SUP Community Service P P P P Parks and Open Space P P P P Churches P P P P Semi - publ +s #ails, 6. bs, and - Lodges P P R P Business / Trade School N N L(14) P Adult or Child Day Care P P P P Kindergarten, Elementary School P P P N Middle School P P P P High School SUP SUP P P Colleges N N P P Hospital N N P P Elderly Housing P P P P Medical Centers SUP SUP P P Cemeteries N N N N Mortuaries N N P P WECS (Free- standing Monopole Support Structure) SUP SUP SUP SUP WECS (Building- mounted) SUP SUP SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -33 Subchapter 5 ......................................................................................................................................................... ............................... . Development Code 35.5.5.3 General Regulations. General regulations of the Regional Alixed Use Centers are contained in the table belo-,-,,,: General Regulations RCR-I RCR-2 Minimum lot area (square feet) None tfeet None 7on Minimum lot width 50 feet 20 feet Minimum lot depth 80 feet 50 feet None Minimum front yard setback 10 feet 10 feet 10 feet None Minimum side yard 6 feet 6 feet 6 feet rNone Minimum side yard adjacent to a street 10 feet 10 feet 6 feet None 10 feet 10 feet plus 1 plus 1 foot for foot for each each Minimum rear yard foot of foot of None None building building height height above above 30 feet 30 feet 30 feet 30 feet 30 feet 30 feet plus 1 plus 1 plus 1 plus 1 foot for foot for foot for footfor each each each each Minimum yard abutting a single family foot of foot of foot of foot of use or district building building building building height height height height above above above above 30 feet 30 feet 30 feet 30 feet Minimum residential unit size 600 SF 500 SF 500 SF 500 SF Maximum FAR 0.50 0.75 1.5 10 Maximum Density, dwelling units per 30 40 80 100 acre Maximum Lot Coverage 55% 75% 85% 90% Minimum Landscaped Area 45% 25% 15% 10% Maximum building height 40 feet 50 feet 65 feet 100 feet Maximum WECS height 55 feet 60 feet 75 feet 110 feet 5 -34 EXHIBIT "A" Subchapter 5 ............................................................................................................................................................................................................... ............................... Development Code 5 -35 Subchapter .............................................................................................................................................................................................................. ............................... . Development Code 35.5.6 Employment Centers Sections: 35.5.6.1 Purpose. 35.5.6.2 Permitted Uses. 35.5.6.3 General Regulations. 35.5.6.1 Purpose. The purpose of the Employment Centers is to provide locations for a variety of workplaces and complimentary uses. Land Use categories within Employment Centers include: EC -C Employment Center Commercial EC -I Employment Center Industrial 35.5.6.2 Permitted Uses. The following uses and their accessory, uses are permitted within the Employment Centers: Residential .. Agriculture P P Livestock L(7) L(7) Single Family Dwellings N N Accessory Dwelling Units N N Attached Single Family Dwellings N N Dwellings Above Businesses N N Live/Work Units N N Duplexes N N Community Homes For the Disabled N N Group Homes N N Multi - Family Dwellings N N Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -36 EXHIBIT "A" Subchapter 5 ..................................................................................................................................................... ............................... . Development Code Categories Commercial Land Use Home Occupation N N Sale of Products Grown on Site N N Hotels P P Motels P N Bed and Breakfast N N Retail Sales and Service P L(18) Movie Theaters N N Restaurant P P Private Club P P Bar P P Drive - through Facility P P Professional Services and Offices P P Quick Vehicle Servicing P P Vehicle Repair P P Auto and RV Sales P P Laundry Facilities P P Equestrian Facilities N N Outdoor Recreation P N Indoor Recreation P P Conference /Convention Centers P SUP Major Event Entertainment P P Commercial Parking Lots P P Administrative or Research Facilities P P Broadcasting of Production Studio P P Sexually Oriented Business N N Assembly Halls, Clubs, and Lodges P P Temporary Uses L(38) L(38) IFA 5 -37 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -38 EXHIBIT "A" Subchapter ....................................... . ...................... I............... Development Code Categories Industrial Land Use Printing / Publishing P P Bakeries P P Manufacture of Non - odoriferous Foods P P Feed Lots N N Food Processing N N Light Manufacturing P P Heavy Manufacturing N N Wholesale Sales P P Wholesale Nurseries N L(32) Distribution Center/Warehouse, General N L(34) Warehouse, Retail L(34) L(34) Self- service Storage P P Construction Materials Sales N P Junk Yards and Auto Wrecking N N Wrecker Services and Impound Lots SUP L(29) SUP L(29) Kennels P P Veterinary Clinics P P Sanitary Landfills, Commercial Incinerators, Transfer Stations N N Gas Wells L(27) L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -39 Subchapters ............................................................. ............................... Development Code Categories Institutional Land Use Basic Utilities P P Community Service P P Parks and Open Space P P Churches P P Semi- pablis -Halls - Clabs;-and -- Ledges P P Business / Trade School P P Adult or Child Day Care P P Kindergarten, Elementary School N N Middle School N N High School N N Colleges P P Hospital P N Elderly Housing P N Medical Centers P N Cemeteries N N Mortuaries P P WECS (Free- standing Monopole Support Structure) SUP SUP WECS (Building- mounted) SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 660(1] EXHIBIT "A" ........ ..I ............................ 35.5.6.3 General Regulations. General regulations of the Employment Center are as follows: Subchapter ............................. ............................... Development Code General Regulations Minimum lot area (square feet) 2,900 2,500 Minimum lot width 20 feet 50 feet Minimum lot depth 50 feet 50 feet Minimum front yard setback None 10 feet Minimum side yard None None Minimum side yard adjacent to a street None 10 feet 30 feet, 30 feet, plus 1 plus 1 foot for foot for Minimum yard abutting a single family each foot of each foot of use or district building building height height above above 30 feet 30 feet Maximum FAR 1.50 0.75 Maximum lot coverage 80% 85% Minimum landscaped area 20% 15% Maximum building height 100 feet 65 feet Maximum WECS height 110 feet 75 feet 5 -41 Subchapter 5 ...................................................................................................................................................................................................... ............................... Development Code 5 -42 EXI11131'r "A" Subchapter 5 ............................................................................................................................................................. ............................... . Development Code 35.5.7 Industrial Centers Sections: 35.5.7.1 Purpose. 35.5.7.2 Permitted Uses. 35.5.7.3 General Regulations. 35.5.7.1 Purpose. The purpose of Industrial Centers is to provide locations for a variety of work processes and emplo}Tnnent such as manufacturing, warehousing and distributing, indoor and outdoor storage, and a wide range of commercial and industrial operations. Land Use categories within Industrial Centers include: IC -E Industrial Center Employment IC -G Industrial Center General 35.5.7.2 Permitted Uses. The following uses are permitted within Industrial Centers: Residential .. LC - Agriculture P P Livestock L(7) L(7) Single Family Dwellings N N Accessory Dwelling Units N N Attached Single Family Dwellings N N Dwellings Above Businesses N N Live/Work Units N N Duplexes N N Community Homes For the Disabled N N Group Homes N N Multi- Family Dwellings N N Fraternity or Sorority House N N Dormitory N N Manufactured Housing Developments N N P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -43 Subchapter 5 .................................................................................................................................................................. ............................... Development Code Commercial Land Use Categories 'IXEM Home Occupation N N Sale of Products Grown on Site N N Hotels P N Motels P N Bed and Breakfast N N Retail Sales and Service L(18) L(18) Movie Theaters N N Restaurant L(14) L(22) Private Club L(14) L(22) Bar L(14) L(22) Drive - through Facility L(14) L(14) Professional Services and Offices P P Quick Vehicle Servicing P P Vehicle Repair P P Auto and RV Sales P P Laundry Facilities P P Equestrian Facilities N N Outdoor Recreation N N Indoor Recreation P N Conference /Convention Centers SUP N Major Event Entertainment P N Commercial Parking Lots P P Administrative or Research Facilities P P Broadcasting of Production Studio P P Sexually Oriented Business N SUP / L(32) Assembly Halls, Clubs, and Lodges P P Temporary Uses L(38) L(38) 5 -44 EXHIBIT "A" Subchapter ........................................................................................................................................................................................................... ............................... Development Code P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -45 Subchapter 5 ............................................................................................................................................................................................................... ............................... Development Code 5 -46 Categories Industrial Land Use Printing / Publishing L(25) L(25) Bakeries L(25) P Manufacture of Non - odoriferous Foods L(25) P Feed Lots N N Food Processing N P Light Manufacturing P P Heavy Manufacturing N SUP Wholesale Sales P P Wholesale Nurseries P P Distribution Center/Warehouse, General P P Warehouse, Retail SUP SUP Self- service Storage P P Construction Materials Sales P P Junk Yards and Auto Wrecking N SUP Wrecker Services and Impound Lots L(29) L(29) Kennels N N Veterinary Clinics N N Sanitary Landfills, Commercial Incinerators, Transfer Stations N SUP Gas Wells L(27) L(27) P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -46 EXHIBIT "A" Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code Categories Institutional Land Use Basic Utilities P P Community Service P P Parks and Open Space P P Churches P P Semi - public Halls , P R Business / Trade School P P Adult or Child Day Care L(l9) N Kindergarten, Elementary School N N Middle School N N High School N N Colleges P N Hospital N N Elderly Housing N N Medical Centers P EN Cemeteries N Mortuaries P N WECS (Free- standing Monopole Support Structure) SUP SUP WECS (Building- mounted) SUP SUP P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 5 -47 Subchapter ....................................................................................................................................................... ............................... Development Code 35.5.7.3 General Regulations. General regulations of the Industrial Centers are contained in the table below: General Regulations Minimum lot area (square feet) 7feet 7f-et Minimum lot width Minimum lot depth Minimu m front yard setback 10 feet 10 feet Minimum side yard 6 feet 6 feet Minimum side yard adjacent to a street 10 feet 10 feet 30 feet, 30 feet, plus 1 plus 1 foot for foot for each each Minimum yard when abutting a foot of foot of residential use or district building building height height above above 30 feet 30 feet Maximum FAR 0.75 2.0 Maximum lot coverage 80% 90% Minimum landscaped area 20% 10% Maximum building height 100 feet 140 feet Maximum WECS height 110 feet 150 feet 5 -48 EXHIBIT' "A" Subchapter 5 ...................................................................................................................................................................... ............................... . Development Code 35.5.8 Limitations The follovinng define the limitations to zoning uses when the zoning matrix identify a use as permitted, but linnited L(1) = Accessory dwelling units are permitted, subject to the following additional criteria: The proposal must conform with the overall maximum lot coverage and setback requirements of the underlying zone. 2. The maximum number of accessory dwelling units shall not exceed 1 per lot. 3. The maximum gross habitable floor area (GHFA) of the accessory residential structure shall not exceed 50% of the GHFA of the primary residence on the lot, and shall not exceed 1000 sq. ft. GHFA unless the lot meets the requirements of L(1).5. 4. One additional parking space shall be provided that conforms to the off - street parking provisions of this Chapter. 5. The maximum gross habitable floor area (GHFA) of the accessory residential structure shall not exceed 50% of the GI-IFA of the primary residence on the lot, where the lot size is equal to or greater than ten acres in size. An SUP is not required for such an accessory residential structure where the lot size is equal to or greater than ten acres. L(2) = For infrll lots, the front setback shall be an average of the adjacent lots. L(3) = In part of a subdivision of 2 acres or more, up to 2 units may be attached by a common wall if the lots which contain the attached structures do not abut the perimeter lot lines of a subdivision, the individual common wall units are on separate lots designed to be sold individually, and they comply with the Subchapter 13. Additionally, units must have the appearance of a single family residence from the street. L(4) = Multi- family is permitted only: 1. With a Specific Use Permit; or 2. As part of a Mixed -Use Development; or 3. As part of a 'Taster Plan Development, Existing; or 4. If the development received zoning approval allowing multi - family use within one year prior to the effective date of Ordinance No. _2005 -224; or 5. If allowed by a City Council approved neighborhood (small area) plan. L(5) = Within this district the density of apartments will be calculated as one bedroom equating to .5 units. L(6) = Permitted only on 21,11 story and above, when an office, retail, or other permitted commercial use is on the ground floor along any avenue, collector, or arterial street, otherwise office or retail uses are not required. L(7) = Limited to two (2) animals on parcels one (1) to three (3) acres in size. .Additional animals may be added at a rate of one per each acre over three. L(8) = Travelers' accommodations, are permitted, provided that: 1. The business -owner or manager shall be required to reside on the property occupied by the accommodation, or adjacent property. 2. That each accommodation unit shall have 1 off - street parking space, and the owners shall have 2 parking spaces. All spaces shall be in conformance urith the requirements of the Off - Street Parking section of this Chapter. 3. That only one ground or wall sign, constructed of a non - plastic material, non- interior illuminated of 4 sq. ft. magnum size be allowed. Any exterior illumination of signage shall be installed such that it does not directly illuminate any residential structures adjacent or nearby the travelers' accommodation. 5 -49 Subchapter5 ............................................................................................................................................................................................................... ............................... Development Code 4. That the number of accommodation units allowed shall be proportional to the permitted density of the zone. Each traveler's accommodation unit shall be counted as 0.6 units for the purpose of calculating the permitted number of traveler's accommodations. 5. All traveler's accommodations shall be within 200 feet of a collector or arterial. Street designations shall be as determined by the City Comprehensive Plan. Distances shall be measured via public street or alley access to the site from the arterial. 6. Excluding the business - owner's unit and the area of the structure it will occupy, there must be at least 400 sq. ft. of gross ulterior floor space remaining per unit. 7. Traveler's accommodations are limited to no more than 8 guest units. L(9) = All restrictions of L(8), but limited to no more than 15 guest units. L(10) = All restrictions of L(8), but limited to no more than 5 guest units. L(11) = Limited to sit down only, and no drive up service permitted. Limited to no more than 100 seats and no more than 4,000 square feet of restaurant area. L(12) = L(13) = Uses are limited to no more than 55,000 square feet of gross floor area per lot. L(14) = Uses are limited to no more than 10,000 square feet of gross floor area. % L(15) = Uses are limited to no more than 5,000 square feet of gross floor area per lot. An SUP is required for additional f/ square footage for Semi e Assembly Halls, Clubs and Lodges. L(16) = Uses are limited to no more than 1,500 square feet of gross floor area per lot. L(17) = Uses that exceed twenty -five thousand (25,000) square feet of gross floor area per use require approval of a SUP. L(18) = Uses are permitted only in association with Gas Stations and are limited to no more than 5,000 square feet of gross floor area except adjacent to I -35 then uses are limited to 10,000 square feet of gross floor area. L(19) = Allowed as an accessory use to the primary business(es) within the same structure. The accessory use is limited to those employees or owners of the business or businesses within the same structure. L(20) = Permitted, but outdoor storage of autos prohibited. L(21) = Bakery and bottling areas not to exceed 2,500 square feet. Sales on premises of products produced required in this zone. L(22) = Uses are permitted only in association Nvith Gas Stations and are limited to no more than 25 seats except adjacent to I -35 then the number of seats is limited to 50. L(23) = Light manufacturing of products sold on site permitted, area of manufacture not to exceed 5,000 square feet. L(24) = Light manufacturing of products sold on site permitted, area of manufacture not to exceed 1,500 square feet. L(25) = If proposed use is within 200 feet of a residential zone, approval is subject to a Specific Use Permit. L(26) = Uses are limited to no more than 2,500 square feet of gross floor area per lot. L(27) = Alust comply with the provisions of Subchapter 89, Gas Well Drilling and Production. L(28) = Use allowed as part of consolidated parking plan. L(29) = Wrecker Services and Impound Lots must comply with the following provisions: 1. The subject lot shall comply with the provisions of the Texas Administrative Code, regarding Vehicle Storage Facilities. 2. Lot Screening: All stored vehicles shall be opaquely screened from all rights -of -way and residential uses and zoning districts. 5 -50 EXHIBIT "A" Subchapter 5 ........................................................................................................................................................................... ............................... I ............ Development Code 3. Parking and vehicle storage areas associated with wrecker services and impound lots activities are not allowed within undeveloped floodplain, water - related habitat, and riparian buffer environmentally sensitive areas (ESA). 4. Best management practices addressing storm water quality must be implemented and maintained on site. �X4anagement practices must attain the pollutant removal capabilities recommended for parking areas in the Integrated Storm Water Management (iSWl\l) manual, as published by the North Central Texas Council of Governments, or similar practices consistent «6th low impact development (LID) approaches. L(30) = Permitted as part of a mixed use building and only in conjunction with office, retail, or other permitted commercial, or institutional uses, equal to at least 15% of the floor space of the residential use along any avenue, collector, or arterial street, otherwise these uses are not required. L (31) = Pernitted as part of a mixed use building and only in conjunction with office, retail, or other permitted commercial, or institutional uses, equal to at least 25% of the floor space of the residential use along any avenue, collector, or arterial street, otherwise these uses are not required. L (32) = Not allowed to locate adjacent to an arterial and wid -inn 1,000 feet as measured from the nearest property line of a sexually oriented business to the nearest property line of any other sexually oriented business, adult or child daycare, any elderly housing facility, hospital, any residential use, public open space. L (33) = Additional height may be allowed with an SUP and a - 6ewshed study, which illustrates that any views of the Historic Courthouse are not blocked by the new structure(s) additional height. L (34) = Permitted with no more than 150,000 gross square feet and 8 truck docks. All docks or loading bays shall be to the rear or side of the structure and not viewable from the street. The buffering standards for outdoor storage shall apply, both to any outdoor storage activity and to the loading docks. L (35) = L (36) = Permitted when combined with retail sales. L (37) = 5 -acre minimum land area required and no more than 25 kennels per acre allowed, including indoor and outdoor runs. A natural buffer strip is required adjacent to any residential use. L (38) = Must meet the requirements of Section 35.12.9. L (39) = L (40) = Limited to a maximum 12 units per acre. L (41) = Lots inhere the proposed \X/ECS will be located shall have a rninimum lot area of two (2) acres. A maximum of one (1) WECS is permitted by right. Multiple WECS are permitted only ,, 6th approval of a SUP. L (42) = Building- mounted WECS may not extend higher than ten (10) feet above where the ANA CS is mounted on the building. The height shall be measured from the base of the AVECS where it is mounted on the building to the highest point of the arc of the blades' elevation. If the WECS does not use blades, then height is measured from the base of the WECS where is mounted on the building to the highest point of the V ECS. 5 -51 Subchapter .............................................................................................................................................................................................................. ............................... . Development Code 35.5.9 Additional Mixed Use Restrictions: A. All multi - family proposed as part of a I -fixed Use Development in the NIUNIU -12, NRMU, CM -G, CTM -E, RCR -1, RCR -2, RCC -N and RCC -D zoning districts shall: 1. Be subject to a development agreement (the "Development Agreement ") between the property owner and the City which shall be entered into prior to final plat approval for any portion of the development. The Development Agreement shall contain Assurances, other covenants, and a Phasing Plan stipulating that non - residential development will be constructed first and multi - family residential constructed last or only after 50% or more of the non - residential component has been developed. The Development Agreement shall be in recordable form and be recorded in the Real Property Records of Denton County, Texas and shall constitute covenants running with the land and will be binding on all owners and future owners of the property. Phasing Plan is defined as a graphic and narrative document that indicates the sequence and /or timing of construction and shall provide a description of the phasing order (1, 2, 3,) or by time period (2005, 2006, 2007,) and includes infrastructure requirements for each phase. 2. If a phased project proposes all or a majority of the common amenities for future phases, (including, but not limited to, open space, landscaping and /or recreational facilities) then "Assurances" are required. The Assurances will address amenities not constructed in the early phases so that in the event that the future phases are not developed, sufficient common amenities will be provided for the phases actually developed. The Assurances will be a cash amount equal to the estimated cost to develop the amenities as determined by the applicant's professionals and sealed by an architect or engineer. The Assurances will be in the form of a cash deposit with the City or other form of security approved by the City Attorney and the City ?Manager. The city will use the security to construct the amenities if the developer fails to perform in accordance with the "Assurances ". 3. Before building permits may be issued for any portion of the project, a preliminary site plan for the entire project must be approved. Diversification of ownership will not be considered a valid basis or justification for a variance or an amendment to a previously approved site plan. B. Exemptions Master Planned Developments. Existing shall be exempt from the additional mixed -use restrictions. C. Appeals An), applicant may request deviations from the additional mixed -use restrictions and the multi - family residential design standards that are consistent with the spirit and intent of this chapter, by appealing to the Planning and Zoning Commission and City Council through the Alternative Development Plan procedure under Section 35.133 of this Code. (Amended Ord. No. 2002 -347, 10/15/2002) (Amended Ord. No. 2002-348,10/15/2002) (Amended Ord. No. 2003 -090, 03/25/2003) (_Amended Ord. No. 2003 -376, 11/18/2003) (.emended Ord. No. 2004 -009, 01/06/2004) (Amended Ord No. 2005 -100 03/22/2005) (Amended Ord. No. 2005-224,08/16/2005) (Amended Ord. No. 2006 -085, 03/21/2006) (Amended Ord. No. 2008-318,12/09/2008) (Amended Ord. No. 2009 -115, 05/05/2009) (Amended Ord. No. 2010 -195, 08/18/2010) (Amended Ord. No. 2011-088,05/17/2011) (Amended Ord. No. 2012 -155, 07/17/2012) (Amended Ord. No. 2013 -183, 07/16/2013) (Amended Ord. No. 2014 -139, 05/6/2014) (Amended Ord. No. 2015 -010, 01/6/2015) 5 -52 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 15 -1260, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet DME Howard Martin December 15, 2015 SUBJECT Hold a public hearing and consider public input regarding the proposed Renewable Denton Plan for future power supply as part of Denton Municipal Electric's service territory; discuss, deliberate, provide staff with direction; and consider approval of a resolution approving the Denton Municipal Electric Renewable Denton Plan. BACKGROUND Over the past five years the City of Denton has secured its place as a national leader in public power by providing 40% wind energy to its customers with no corresponding increase in rates. DME is responding to the future energy needs of its customers with the Renewable Denton Plan, a plan that will enable us to increase Denton's renewable energy from 40% to 70% by the year 2019. Renewable energy has desirable qualities due to a lower environmental impact than other conventional energy sources, and because wind and solar power can be naturally replenished. However, one undesirable quality of renewable generation is that it is intermittent and difficult to predict thereby introducing reliability or financial risks. A reliable source of dispatchable on- demand power, fueled by clean burning natural gas, is the best option to responsibly manage these risks while at the same time increasing our renewable energy footprint and providing safe, reliable power without increased rates. DME has been engaging in public outreach by mailers, publishing information via website, and conducting open house meeting with the public on October 7 and 27, 2015. DME has received feedback and comments on the Denton Renewable plan from these engagements and is seeking a public hearing on the plan before the City Council. OPTIONS I . Approve the Renewable Denton plan. 2. Do not approve the Renewable Denton Plan and direct that other actions be taken. Table discussion and postpone for another meeting. RECOMMENDATION In light of information received from public outreach, DME recommends that the City Council approve the Renewable Denton plan. City of Denton Page 1 of 2 Printed on 12/10/2015 File #: ID 15-1260, Version: 1 PRIOR ACTION DME has engaged in public outreach by mailers, publishing information via website, and conducting open house meeting with the public on October 7 and 27, 2015. DME has received feedback and comments on the Denton Renewable plan from these engagements. DME has presented the plan to the City Council on November 10th and December 1, 2015. The PUB has conducted a public hearing on December 14, 2015. EXHIBITS 1. Resolution Respectfully submitted: Phil Williams General Manager Prepared by: Smith Day Compliance Manager City of Denton Page 2 of 2 Printed on 12/10/2015 povvoi(d by I oqlshi ''I RESOLUTION NO, A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS REGARDING THE PROPOSED "RENEWABLE DENTON PLAN" ADOPTED AS AN INTEGRAL PART OF PROVIDING ELECTRIC SERVICE TO RATEPAYERS IN THE DENTON MUNICIPAL ELECTRIC'S SERVICE TERRITORY. WHEREAS, the City Council of the City of Denton, Texas has previously directed the City of Denton's electric department, Denton Municipal Electric (" DME" ), to develop a comprehensive plan to increase the amount of renewable energy in DME's energy portfolio, while at the same time, maintaining competitive rates and reliable electric power; and WHEREAS, DME has diligently examined numerous possible scenarios for increasing the amount of renewable energy in DME's portfolio and has presented projected rate impacts and the risks that are associated with each scenario; and WHEREAS, this "Renewable Denton Plan" information has been publicly presented to the citizens of Denton and the DME ratepayers by means of a press conference held on October 6, 2015, by DME's development and implementation of an information website and comment form, DME has conducted open house meetings on October 19, 2015 and October 27, 2015; a Public Hearing was held by the Public Utilities Board ( "PUB ") on December 14, 2015; and a Public Hearing was held by the City Council on December 15, 2015; and WHEREAS, the PUB, as the duly- appointed citizen's Board by the City Council to consider all matters pertaining to utility operations, after considering all public comment and having heard and considered the recommendations of DME staff, by a vote of mm, recommended approval of the "Renewable Denton Plan" to the City Council; and WHEREAS, the City Council, after considering all of the relevant facts and circumstances, is of the opinion that the "Renewable Denton Plan" will enable DME to supply power to the City of Denton, Texas in such a way which maintains Denton's position as a national leader in the area of renewable energy, while having a positive effect on emissions, as well as a positive effect on electric rates; NOW, THEREFORE THE C I T Y COUNCIL OF THE CITY OF DENTON, TEXAS RESOLVES: SECTION 1. The recitals which are set forth in the preamble of this Resolution are incorporated in. and are made a part of this Resolution for all purposes. SECTION 2. The City Council hereby approves the "Renewable Denton Plan," which includes the following elements: 1. Achieve 70 percent renewable energy for all DME ratepayers through the execution of Power Purchase Agreements for varying sources of wind and solar power by 2019 2. Continue to develop opportunities for DME to become 100 percent renewable for all ratepayers without negatively impacting rates or reliability by 2030 3. Financing necessary and appropriate for the quick -start generation facilities 4. Land purchases necessary and appropriate for the quick -start generation facilities 5. Request for Proposals ("REP") in order to acquire reciprocating internal combustion engines 6. Request for Qualifications ( "RFQ ") for the design and construction of quick -start generation facilities. SECTION 3. Nothing expressed herein shall be deemed to limit the City's use of renewable energy in the future, to the amount of seventy (70 %) percent of its load, as the City Council specifically endorses the maximum use of renewable energy, while continuing to offer competitive electric rates and reliability to its customers. SECTION 4. This resolution shall take effect immediately from and after its adoption. PASSED AND APPROVED this the of , 201 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY In APPROVED AS TO LEGAL FORM: ANITA BURGIS. CITY All: "t:RlywpC FY By:� fir° 4 Ar City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 15 -1310, Version: 1 Agenda Information Sheet SUBJECT Willie Hudspeth regarding City Hall. City of Denton Page 1 of 1 Printed on 12/10/2015