Loading...
The URL can be used to link to this page
Your browser does not support the video tag.
Home
My WebLink
About
February 16, 2016 Agenda
tru�Rltl �'� � k, Tuesday, February 16, 2016 City of Denton Meeting Agenda City Council City Hall 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com 12:00 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 Closed Meeting on Tuesday, February 16, 2016 at 12:00 noon in the Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. Closed Meeting A. ID 16 -215 Deliberations regarding personnel matters - Under Texas Government Code Section 551.074. Review and discuss the evaluation, duties, discipline, procedures, and contract for the Municipal Judge. Following the completion of the Closed Meeting, the City Council will convene in a Work Session at 1:00 p.m. at which the following items will be considered: 1. Citizen Comments on Consent Agenda Items This section of the agenda allows citizens to speak on Consent Agenda Items only. Each speaker will be given a total of three (3) minutes to address any items he /she wishes that are listed on the Consent Agenda. A Request to Speak Card should be completed and returned to the City Secretary before Council considers this item. 2. Requests for clarification of agenda items listed on the agenda for February 16, 2016. 3. Work Session Reports A. ID 16 -162 Receive a report, hold a discussion regarding a resolution of the City Council of Denton, Texas to accept the Denton Enterprise Airport 2015 Master Plan for Airport development. Attachments: Exhibit 1- Master Plan Resolution Exhibit 2- 2015 Master Plan Executive Summary Exhibit 3 - Master Plan Power Point B. ID 16 -210 Receive a report, hold a discussion, and give staff direction regarding the establishment of a Teen Council to provide a teen perspective on programming and community issues related to the Parks and Recreation Department. Attachments: Exhibit 1 - Teen Council.pdf Exhibit 2 - 2016 Teen Council info.pdf C. ID 16 -217 Receive a report and hold a discussion regarding the recall petition against Kevin Roden, Council Member for District 1, and the reasons therefor; and regarding the insufficiency of the recall petition and the City Secretary's declination of City ofDenton Page I Printed on 211212016 City Council Meeting Agenda February 16, 2016 certification to the City Council. Attachments: Exhibit 1 - Recall petition Exhibit 2 - Letter to Committee of Electors D. ID 16 -218 Receive a report, hold a discussion, and give staff direction on the Denton Renewable plan, utility activities, and activities related to the future power supply plans to meet the City's growth and needs. 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: B. ID 16 -145 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding real estate matters related to DME Hickory substation, located at the intersection of West Hickory and South Bonnie Brae in the City of Denton, Texas, and specifically concerning certain real property located at 1224 N. Bonnie Brae; where discussions 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 condemnation or acquisition of the real property interests where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [Hickory Substation /ID 16 -144] C. ID 16 -226 Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters relating to (1) the annexation or extension /renewal of non - annexation agreements for eligible properties; and (2) the extension of a non - annexation agreement for a property to be developed pursuant to Texas Local Gov't Code, Chapter 212, Subchapter G, and to provide the City's attorneys with direction, where a public discussion of these legal matters would clearly 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. D. ID 16 -227 Deliberations Regarding Real 551.072; Consultation with 551.071. Property - Under Texas Government Code Section Attorneys - Under Texas Government Code Section City ofDenton Page 2 Printed on 211212016 City Council Meeting Agenda February 16, 2016 Receive information from staff, discuss, and provide staff with direction regarding Public Improvement District laws and procedure, status of Rayzor Ranch Public Improvement District No. 1, and related agreements. Consultation with the City's attorneys, regarding legal issues 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. E. ID 16 -240 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 acquisition of real property interests located along Mayhill Road from E. University Drive to Colorado Blvd., in the City of Denton, Denton County, Texas; where discussion, 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 including, but not limited to, the following eminent domain lawsuits: City of Denton v. Robert P. Donnelly and Dana Donnelly, City of Denton v. RTS & M, LLC, et al., and City of Denton v. 551 Mayhill Joint Venture, et al.; 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 both present or potential administrative proceedings or lawsuits. F. ID 16 -254 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 WGBP Investments, LTD. This discussion shall include commercial and financial information the City Council has received from WGBP Investments, LTD, a business 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 WGBP Investments, LTD. G. ID 16 -255 Deliberations regarding 551.072; Consultation 551.071. Real Property - Under Texas Government Code Section with Attorneys - Under Texas Government Code Section Receive information from staff and discuss, deliberate, and provide staff with direction regarding the sale of real property located at 1224N. Bonnie Brae St., 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 City ofDenton Page 3 Printed on 211212016 City Council Meeting Agenda February 16, 2016 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 present or potential administrative proceeding or lawsuit. H. ID 16 -262 Consultation with Attorneys - Under Texas Government Code Section 551.071 Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters relating to: the proposed leasing of Federal lands in the State of Texas around and near Lake Lewisville for oil and gas development; procedures for protesting of such proposed leasing, and; time limits associated with any such protest. 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. 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 16 -111 Denton Citizen Forester B. ID 16 -184 C. ID 16 -219 City of Denton Beulah Harris Day Recognition from the North Central Texas Council of Governments (NCTCOG) Public Works Council as a new Integrated Stormwater Management (ISWM) Silver Page 4 Printed on 211212016 City Council Meeting Agenda February 16, 2016 designee. D. ID 16 -278 National FCCLA Week 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 16 -189 BC Groves regarding red light cameras. 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 Agenda (Agenda Items A —Z). 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 — Z 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 16 -049 Consider adoption of an ordinance of the City of Denton, Texas providing for two -hour restricted parking spaces from 8:00 a.m. until 5:00 p.m. on Monday through Friday in the parking lot located on the west side of Railroad Avenue between Hickory Street and McKinney Street providing for an area of two -hour limited parking spaces; providing for an area of parking spaces only for the use of City of Denton employees or visitors conducting business at City Hall East; providing a repealer clause; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; providing that violations of this ordinance shall be governed by Chapter 18 of the Code of Ordinances of the City of Denton; and providing for an effective date. Attachments: Exhibit 1 CHE Parking - SITE MAP Exhibit 2 CHE Parrking Ordinance B. ID 16 -105 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for enhanced right -of -way maintenance for select City of Denton roadway rights -of -way and public land; and providing an effective date (RFP 5925- awarded to Denton Lawn Sprinkler, Inc. in the three (3) year not -to- exceed amount of $430,860 and D &D Commercial Landscape Management in the three (3) year not -to- exceed amount of $526,143 for a total three (3) year not -to- exceed amount of $957,003). City ofDenton Page 5 Printed on 211212016 City Council Meeting Agenda February 16, 2016 Attachments: Exhibit 1- Evaluation and Ranking Sheet Exhibit 2- Ordinance Exhibit 3 -D &D Commercial Contract Exhibit 4- Denton Lawn Sprinkler Contract C. ID 16 -114 Attachments: D. ID 16 -143 Attachments: E. ID 16 -256 Attachments: F. ID 16 -144 Attachments: Consider approval of the minutes of December December 15, 2015. Exhibit 1 - December 1, 2015 Minutes Exhibit 2 - December 7, 2015 Minutes Exhibit 3 - December 8, 2015 Minutes Exhibit 4 - December 15. 2015 Minutes 1, December 7, December 8, and Consider adoption of an ordinance providing authorization for and ratification of a Beautification lease Agreement with Union Pacific Railroad for the purpose of providing right -of -way maintenance along Mingo Road from Hickory Street to Cooper Creek Road; and providing and effective date. Beautification Lease with UPRR Ordinance Consider approval of a resolution of the City Council, City of Denton, Texas, stating the conditions and circumstances for the sale of 1224 N. Bonnie Brae St., Denton, Denton County, Texas, to Jose Alfredo Rivas and the public purpose achieved by said sale. Rivas Statutory Resolution - FINAL - 02122016 Consider adoption of an ordinance of the City of Denton approving the sale of 1224 N. Bonnie Brae St., Denton, Denton County, Texas ( "Property "), to Jose Alfredo Rivas ( "Rivas "), as Buyer, for the purchase price of One Hundred and Seventy Five Thousand Six Hundred and Ninety Eight Dollars and Eight Cents ($175,698.08) as stated in the One to Four Family Residential Contract ( "Contract "); authorizing the City Manager in accordance with Texas Local Government Code 272.001(k) to execute a deed to Rivas together with any other documents necessary to sell and convey the Property; and providing an effective date. (Hickory Street DME Substation) Rivas Sales Ordinance - FINAL W EXHIBITS - 02122016 G. ID 16 -161 Consider adoption of an ordinance of the City Council of Denton, Texas authorizing the City Manager to execute a Water and Sewer Main Pro -Rata Reimbursement Agreement between the City of Denton, Texas and THX Properties, LLC for reimbursement of the costs of building a water and sewer main, through pro -rata charges paid to the City; authorizing the transfer of funds pursuant to the agreement; and providing an effective date. The Public Utilities Board recommends approval (7 -0). City ofDenton Page 6 Printed on 211212016 City Council Meeting Agenda February 16, 2016 Attachments: Exhibit 1 - Final Plat Exhibit 2 - Location Map Exhibit 3 - Cost Exhibit 4 - Agreement Exhibit 5 - Ordinance H. ID 16 -167 Consider appointment of Number One (Downtown TIF). Attachments: Exhibit 1- Ordinance L ID 16 -176 Attachments: J. ID 16 -178 Attachments: K. ID 16 -192 Attachments: L. ID 16 -194 Attachments: board members for Tax Increment Financing Zone Consider a request for an exception to the Noise Ordinance for the purpose of the St. Paddy's on Walnut Street festival. Live music will be played on an outdoor stage located in the 100 -115 block of Walnut Street, for the purpose of a downtown street festival on March 11, 2016. An exception is specifically requested to increase sound levels from 70 to 75 decibels and for an extension of hours from 10 p.m. to 11 p.m. Staff recommends approval. Exhibit 1 Noise Exception Request Consider approval of a resolution allowing Denton Kiwanis Club, to be allowed to sell alcoholic beverages at St. Paddy's on Walnut, March 11, 2016, upon certain conditions; authorizing the City Manager or his designee to execute an agreement in conformity with this resolution; and providing for an effective date. Exhibit 1 - Resolution and Agreement Consider approval of a resolution allowing DI2- Dentonl, LLC, DBA Lone Star Attitude Burgers, to be the sole participant allowed to sell alcoholic beverages at 35 Denton, March 12 & 13, 2016, upon certain conditions; authorizing the City Manager or his designee to execute an agreement in conformity with this resolution; and providing for an effective date. Exhibit 1 - Resolution and Agreement Consider a request for an exception to the Noise Ordinance for the purpose of the 35 Denton Music Festival. Live music will be played in the Williams Trade Square, located on the 200 block of E. Hickory St., Dan's Silverleaf patio, located at 103 Industrial St., Harvest House patio, located at 331 E. Hickory St., and Lone Star Attitude Burger's rooftop patio located at 113 W Hickory St., on Friday, March 11, Saturday, March 12, and Sunday, March 13, 2016, from 12:00 noon to 12:00 midnight. An exception is specifically requested to increase sound levels from 70 to 75 decibels and for an extension for hours from 10 p.m. to midnight. Staff recommends approval. Exhibit 1 - Sound Variance Exhibit 2 - Secondary Sound Variance M. ID 16 -195 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 architectural design services in support of the design of the new City of Denton Fire Station# 4 to be located at 2110 Sherman Drive; providing for the expenditure of City ofDenton Page 7 Printed on 211212016 City Council Meeting Agenda February 16, 2016 funds therefor; and providing an effective date (File 6045 awarded to Kirkpatrick Architecture Studio in the not -to- exceed amount of $399,200). Attachments: Exhibit 1- Ordinance Exhibit 2- Professional Services Agreement N. ID 16 -196 Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a First Amendment to a Professional Services Agreement by and between the City of Denton, Texas and Texas CMT, Inc. /Gee Consultants for construction materials testing and geotechnical investigations for the City of Denton Street Department; providing for the expenditure of funds therefor; and providing an effective date (File 5351 in the additional amount not -to- exceed $219,550; aggregating a total not -to- exceed $277,550). Attachments: Exhibit 1- Ordinance Exhibit 2 -First Amendment O. ID 16 -197 Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric utility distribution capacitor bank assemblies to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 6005- awarded to Irby Utilities in the three (3) year not -to- exceed amount of $348,000). Attachments: Exhibit 1- Evaluaiton and Ranking Sheet Exhibit 2- Ordinance Exhibit 3- Contract P. ID 16 -198 Consider adoption of an ordinance releasing, abandoning and vacating a 1.470 acre public drainage easement granted to the City of Denton, Texas, by Wynne /Jackson Lakes Development LP., a Texas limited partnership on June 12, 2002 and recorded as Instrument No. 2002- R0073659, Real Property Records, Denton County, Texas and located in the B.B.B. and C.R.R. Survey, Abstract No. 158, Denton County, Texas); and declaring an effective date. [Abandonment of drainage easement to allow for subdivision lot sales] Attachments: Exhibit 1 - Location Map Exhibit 2 - Site Map Exhibit 3 - 2002 Drainage Easement Exhibit 4 - Ordinance Q. ID 16 -199 Consider adoption of an ordinance of the City of Denton, Texas approving and authorizing the City Manager to execute an Interlocal Cooperation Agreement between the City of Denton and Denton County for Ambulance Services and declaring an effective date. Attachments: Exhibit 1 County Ambulance Funding Formula Exhibit 2 Ordinance - Ambulance R. ID 16 -200 Consider adoption of an ordinance of the City of Denton, Texas approving and authorizing the City Manager to execute an Interlocal Cooperation Agreement between the City of Denton and Denton County for Fire Protection Services; and City ofDenton Page 8 Printed on 211212016 City Council Meeting Agenda February 16, 2016 declaring an effective date. Attachments: Exhibit 1 County Fire Funding Formula Exhibit 2 Ordinance - Fire S. ID 16 -202 Consider approval of a resolution of the City Council of the City of Denton, Texas to accept the Denton Enterprise Airport 2015 Master Plan for Airport development; and, providing an effective date. Council Airport Committee recommends approval (3 -0). Attachments: Exhibit 1- Master Plan Resolution DTO 2015 Master Plan Executive Summary & Exhibits Exhibit 3 - Master Plan Power Point T. ID 16 -209 Consider adoption of an ordinance approving assignment of a Commercial Operator Airport Lease Agreement between the City of Denton, Texas and Bert E. Mahon dated January 10, 1989 and as assigned to Harold E. Culp by City of Denton Ordinance 2009 -197 dated September 1, 2009, to Petersen Hangars, LLC; and, providing an effective date. Council Airport Committee recommends approval (3 -0). Attachments: Exhibit 1- Purchased JVC Hangars Exhibit 2- Purchased Culp Hangars Exhibit 3- Ordinance with attachment U. ID 16 -213 Consider adoption of an ordinance approving assignment of a Commercial Operator Airport Lease Agreement between the City of Denton, Texas and Triangle Aviation dated April 17, 2001 and as assigned to Charles N. Davis, III by City of Denton Ordinance 2006 -020 and as further assigned to Nebrig Properties, L.P. by City of Denton Ordinance 2008 -254 dated October 21, 2008 to January Aviation, L.L.C.; and, providing an effective date. Council Airport Committee recommends approval (3 -0). Attachments: Exhibit 1 Location Map Exhibit 2 Ordinance V. ID 16 -214 Consider adoption of an ordinance approving assignment of a commercial operator Airport lease agreement between the City of Denton, Texas and Bruce Brown dated December 6, 1994, and as assigned to Ralph Slater by City of Denton Resolution R95 -014 dated February 7, 1995 to Petersen Hangars, LLC; and, providing an effective date. Council Airport Committee recommends approval (3 -0). Attachments: Exhibit 1- Site of JVC Hangars Exhibit 2- Site of Slater Hangar Exhibit 3- Ordinance W. ID 16 -216 Consider adoption of an ordinance of the City of Denton, Texas, appointing Robin A. Ramsay as Presiding Judge for the City of Denton Municipal Court of Record; establishing a term of office for the Presiding Judge beginning on the 4th day of March 2016, and extending through March 3, 2018; providing for reappointment and term of office in accordance with the Texas Constitution and applicable state City ofDenton Page 9 Printed on 211212016 City Council Meeting Agenda February 16, 2016 statutes; authorizing the Mayor to execute a contract for term of office; and ratifying terms of contract; and declaring an effective date. Attachments: Exhibit 1 - Ordinance Exhibit 2 - Employment Agreement X. ID 16 -220 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 engineering and design services related to the Ruddell Street Realignment Project; providing for the expenditure of funds therefor; and providing an effective date (File 6064 awarded to Graham Associates, Inc. in the not -to- exceed amount of $532,284.25). Attachments: Exhibit 1 -Map Exhibit 2- Ordinance Exhibit 3- Contract Y. ID 16 -251 Consider adoption of an ordinance of the City of Denton, Texas setting a date, time, and place for public hearing to consider approval or denial of the land use assumptions and capital improvements plan for designated service areas in the City of Denton, and authorizing and directing the City Secretary to publish notice of such public hearing before the 30th day before the date of the hearing. Attachments: EX 1 - Ord Setting Public Hearing -IF Z. ID 16 -276 Consider approval of a resolution of the City of Denton, Texas authorizing the Mayor to sign a Letter of Protest, pursuant to 43 C.F.R. section 3120.1 -3, regarding the proposed auction by the Bureau of Land Management (`BLM ") of Parcel NM- 201604 -044 comprising 259 acres in and adjacent to Lewisville Lake, Denton County, Texas for purposes of oil and gas development; and providing an effective date. Attachments: Resolution authorizing letter of protest to bim over oil and gas leasing at lake lei 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. DCA15 -0008 Consider adoption of an ordinance of the City of Denton, Texas, to consider b 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 zoning uses in Subchapter 5 and to revise the 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. This item was postponed from the December 15, 2015 meeting. 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 16 -212 Consider nominations /appointments to the City's Boards and Commissions: Traffic Safety Commission. City of Denton Page 10 Printed on 211212016 City Council Meeting Agenda February 16, 2016 6. PUBLIC HEARINGS A. ID 16 -003 Hold a public hearing and consider approval of a resolution regarding the proposed site for construction, expansion, and use of an electric power transmission /distribution substation located generally south of the 2400 Block of Shady Oaks Drive, in the Mary Austin Survey, Abstract number four, in the City of Denton, Texas; as part of Denton Municipal Electric's service territory. [Brinker Substation] Attachments: Proiect Information Sheet for Brinker Substation EX1.pdf DME System Substation Map EX2.pdf Brinker Substation TM Line Easements Map - EX3.pdf Brinker Substation Site Map EX4.pdf Brinker Substation Resolution -EX5 B. DCA15 -0003 Hold a public hearing and consider amendments to Subchapter 35.3 Procedures, b Subchapter 35.5 Zoning Districts and Limitations, Subchapter 35.23 Definitions and Terms, and Subchapter 35.25 Electric Standards of the Denton Development Code to provide standards, procedures, and definitions related to Electric Substations and Switch Stations. Attachments: Exhibit 1 -Draft Ordinance C. Z15 -003la Hold a public hearing and consider adoption of an ordinance regarding a change in the zoning classification from an Industrial Center Employment (IC -E) district to a Regional Center Commercial Downtown (RCC -D) district on approximately 2.9 acres. The subject property is generally located on the west side of the I -35 Frontage Road, approximately 1,000 feet south of West University Drive (US Hwy 380), in the City of Denton, Denton County, Texas. (Z15- 0031). The Planning and Zoning Commission recommended approval of this request (7 -0). Attachments: Exhibit 1 -Staff Analysis Exhibit 2- Aerial Map Exhibit 3- Zoning Map Exhibit 4- Larger Context Map Exhibit 5- Future Land Use Map Exhibit 6 -RCC -D Permitted Uses Exhibit 7 -IC -E Permitted Uses Exhibit 8- Notification Map Exhibit 9- Applicant Outreach Letter & Responses Exhibit 10 -Draft Ordinance D. DCA15 -0007 Hold a public hearing and consider amending Section 35.7.9.5, 35.7.10.5, and a 35.7.13.5 of the Denton Development Code to include additional Fagade Materials as architectural requirements to the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District. The Planning and Zoning Commission recommended approval of this request (7 -0). (DCA15 -0007, Amended Historic District Standards) City of Denton Page 11 Printed on 211212016 City Council Meeting Agenda February 16, 2016 Attachments: Exhibit 1 -Staff Analysis Exhibit 2- Oak - Hickory HD Map Exhibit 3 -Bell Avenue Historic CD Map Exhibit 4 -West Oak Area HD Map Exhibit 5- Ordinance E. Z15 -0029a Hold a public hearing and consider adoption of an ordinance regarding amending Subchapter 35.7.5, the Fry Street Overlay District, to create a new sub district and development standards for a mixed use building on approximately 1.7 acres. The subject property is generally located between Oak Street and Hickory Street and 125 feet west of Fry Street. The Planning and Zoning Commission recommends denial of this request (6 -1). The applicant has requested that this item be postponed to next City Council meeting, March 1, 2016. Attachments: Exhibit 1- Staff Analysis Exhibit 2 -Site Location Exhibit 3- Zoning Map Exhibit 4- Future Land Use Map Exhibit 5- Draft Fry Street Overlay District Amendment Exhibit 6 -Fry Street Overlay District Redline Exhibit 7- Project Narrative Exhibit 8- Public Notification Map 7. 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 16 -230 William Jones regarding complaints against the Building Inspector and Police Department. 2. ID 16 -264 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. City of Denton Page 12 Printed on 211212016 City Council Meeting Agenda February 16, 2016 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 , 2016 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 13 Printed on 211212016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON Legislation Text File #: ID 16 -215, Version: 1 Agenda Information Sheet SUBJECT Deliberations regarding personnel matters - Under Texas Government Code Section 551.074. Review and discuss the evaluation, duties, discipline, procedures, and contract for the Municipal Judge. City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -162, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune February 16, 2016 SUBJECT Receive a report, hold a discussion regarding a resolution of the City Council of Denton, Texas to accept the Denton Enterprise Airport 2015 Master Plan for Airport development. BACKGROUND In December 2011 the City Council approved a grant offer from the Texas Department of Transportation Aviation Division (TxDOT Aviation) for an Airport Master Plan. The previous Airport Master Plan was completed in 2003, with many of the components being constructed to date. The purpose of the update was to evaluate the Airport needs based on aviation and socioeconomic trends as of 2012, as well as updated Federal Aviation Administration (FAA) standards. The firm Kimley -Horn and Associates, Inc. (KHA) was selected by a TxDOT Aviation Proposal Review Committee on March 18, 2012 as the service provider. Due to funding and approval processes, the analysis portion of the Master Plan concluded in 2014, with production of final documentation in 2015. Throughout this process, the Plan has been very dynamic in terms of adapting to the unprecedented growth and activity that has come to the Airport. It was recognized early on in the Master Plan process that aviation activity forecasts and demand /capacity analysis would require construction of an additional runway to accommodate the anticipated demand. Many meetings were held with TxDOT Aviation Staff and additional information provided by DTO Staff to proceed with development of a second runway in conformity with the pending master plan under an FAA grant. DTO is the eighth (8') busiest airport in the State of Texas based upon takeoff and landing of aircraft. The mix of aircraft from small, propeller training models to much faster corporate jets makes a second runway an important safety issue regarding flight paths and operating speed on a single runway. Conducting grant funding negotiations, proceeding with preliminary and detailed engineering, and, moving forward with land acquisition for the required Runway Protection Zone (RPZ), made the master planning a "moving target" which delayed final completion. TxDOT Aviation has offered the City of Denton a grant to fund design and construction of a second runway at DTO. The Grant is an amount of $6,980,000 with a cost sharing basis of 85% ($5,954,250) from TxDOT Aviation and 15% ($1,025,750) local funding. Preliminary engineering design as well as a full Environmental Assessment has been initiated in preparation of the West Runway Development. The 2015 Master Plan includes current development of runway infrastructure as well as a guideline for development of approximately 350 acres on the west side of the Airport for aviation business and private hangars. The complete 2015 Master Plan can be viewed on the Airport website at City of Denton Page 1 of 2 Printed on 2/9/2016 File #: ID 16 -162, Version: 1 I.Pubtl�: // www. cityofcleratora .cornlclepartmerats- services /clepartmerats- a- f /airisort /current- Isrc,��i acts /master- Islaza- pdate -3876> OPTIONS 1. Direct Staff to place the proposed resolution to accept the Denton Enterprise Airport Master Plan on the Consent Agenda; 2. Direct staff to include edits or alternate development options for the Airport. RECOMMENDATION Airport Staff recommends approval of the Denton Enterprise Airport 2015 Master Plan. ESTIMATED SCHEDULE OF PROJECT Receive recommendation from the City Council Airport Committee (CAC) on January 19, 2016. Receive recommendation from Airport Advisory Board on February 10, 2016. Present to Economic Development Partnership Board on February 10, 2016. Present to City Council in Work Session on February 16, 2016. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Recommended approval of resolution by Council Airport Committee (CAC) on January 19, 2016. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention F,XHIRITS 1. Resolution to approve the 2015 Master Plan; 2. Denton Enterprise Airport 2015 Master Plan Executive Summary including Table of Contents and Implementation Plan Schematics. 3. Master Plan Power Point Presentation Respectfully submitted: Quentin Hix Director of Aviation Prepared by: Dave Schaumburg Airport Operations Manager City of Denton Page 2 of 2 Printed on 2/9/2016 s:\Iegal\oLirdociiiiieilts\resolutioiis\16\iiiastei- plan resolution.doc RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, TO ACCEPT THE DENTON ENTERPRISE AIRPORT 2015 MASTER PLAN FOR AIRPORT DEVELOPMENT; AND, PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas approved a grant offer from the Texas Department of Transportation Aviation Division (TxDOT Aviation) to produce an Airport Master Development Plan; and, WHEREAS, the firm Kimley -Horn and Associates (KHA) was selected by TxDOT Aviation as the service provider on March 18, 2012 to produce the Master Plan; and, WHEREAS, KHA completed the Master Plan in conformity to the dynamic growth of Denton Enterprise Airport (DTO), including preliminary engineering planning for a second runway at DTO; and, WHEREAS, the completed 2015 Master Development Plan was reviewed by the Airport Advisory Board, the Council Airport Committee and the Economic Development Partnership Board and recommended by these advisory groups for approval; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The 2015 Master Plan for the Denton Enterprise Airport (DTO) is approved as the land and infrastructure development guide for DTO. SECTION 2. The City shall seek grants and funds from other financial sources to improve DTO infrastructure in substantially the layout presented in the 2015 Master Plan for the Denton Enterprise Airport. SECTION 3. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of )2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 of 2 Penton Enterprise /airport E Master Plan TABLE OF CONTENTS Section1 - Executive Summary .................................................................................. ............................1 -1 11 Introduction ..................................................................................................... ............................1 -1 1.2 Aviation Activity Forecasts ............................................................................. ............................1 -2 1.3 Demand /Capacity Analysis and Facility Requirements .................................. ............................1 -2 113.1 Airfield Facility Requirements ......................................................................... ............................1 -3 1.32 General Aviation and Support Facility Requirements .................................... ............................1 -3 1.4 Alternatives Analysis ...................................................................................... ............................1 -3 1,5 Implementation and Financial Plan ................................................................ ............................1 -4 1,6 Environmental Overview ................................................................................ ............................1 -5 1.7 Airport Layout Plan ......................................................................................... ............................1 -7 Section2 - Introduction ............................................................................................... ............................2 -1 2.1 Airport Background ......................................................................................... ............................2 -1 2.1.1 Airport History ................................................................................................. ............................2 -1 2.12 Airport Location .............................................................................................. ............................2 -2 2.1 .3 Airport Organization ........................................................................................ ............................2 -2 22 Previous Studies ............................................................................................. ............................2 -6 2.2.1 2003 Master Plan Update ............................................................................... ............................2 -6 222 2010 Airport Business Plan ............................................................................ ............................2 -6 2.23 2011 Forecasts and Capacity Study .............................................................. ............................2 -7 2.2.4 2008 Environmental Documentation for Runway 18 -36 and Taxiway Extension ......................2 -8 225 2008 Airport Layout Plan Update ................................................................... ............................2 -8 2.3 Purpose of the 2015 Master Plan ................................................................... ............................2 -8 2.4 SWOT Analysis .............................................................................................. ............................2 -9 2,5 Goals and Objectives ..................................................................................... ............................2 -9 Section 3 - Inventory of Existing Conditions ............................................................ ............................3 -1 3.1 Airfield Facilities .............................................................................................. ............................3 -1 31,1 Airfield Design Criteria .................................................................................... ............................3 -1 3.1.2 Airfield Pavements .......................................................................................... ............................3 -4 3.1.3 Runway System .............................................................................................. ............................3 -4 11.4 Taxiway System ............................................................................................. ............................3 -4 11 .5 Helipad ........................................................................................................... ............................3 -5 3.1.6 Instrument Approaches .................................................................................. ............................3 -5 11,7 Navigational Aids ............................................................................................ ............................3 -5 11.8 Airport Lighting, Markings, and Signage ....................................................... ...........................3 -11 Table of Contents Penton Enterprise /airport E Master Plan 3.1.9 Aircraft Circulation ......................................................................................... ...........................3 -11 3,2 Meteorological Data ....................................................................................... ...........................3 -12 12.1 Temperature and Precipitation ...................................................................... ...........................3 -12 3.2,2 Wind Data ...................................................................................................... ...........................3 -12 3.3 Airspace ......................................................................................................... ...........................3 -12 3.4 General Aviation Facilities ............................................................................. ...........................3 -15 141 Fixed -Base Operators ................................................................................... ...........................3 -15 142 Airport Businesses ......................................................................................... ...........................3 -15 14.3 Aircraft Storage Facilities ............................................................................... ...........................3 -15 14.4 Apron Areas ................................................................................................... ...........................3 -18 14.5 Aircraft Fueling Facilities ............................................................................... ...........................3 -18 3.4.6 Automobile Parking ....................................................................................... ...........................3 -19 3.4.7 Terminal Building ........................................................................................... ...........................3 -19 15 Airport Support and other Facilities ............................................................... ...........................3 -19 3.5,1 Air Traffic Control Facilities ........................................................................... ...........................3 -19 3.5.2 Airport Weather Information .......................................................................... ...........................3 -20 3.5.3 Airport Security .............................................................................................. ...........................3 -20 15.4 Airport Maintenance ...................................................................................... ...........................3 -20 15.5 Aircraft Rescue and Firefighting (ARFF) Capability ...................................... ...........................3 -20 3.6 Airport Access and Circulation ...................................................................... ...........................3 -21 3.7 Airport Utilities ............................................................................................... ...........................3 -21 171 Water System ................................................................................................ ...........................3 -25 172 Sanitary Sewer .............................................................................................. ...........................3 -25 17.3 Electrical Service ........................................................................................... ...........................3 -25 33.4 Other Utilities ................................................................................................. ...........................3 -25 3.8 Zoning and Land Use .................................................................................... ...........................3 -25 18.1 Zoning ............................................................................................................ ...........................3 -28 3.8.2 Existing and Future Land Uses ..................................................................... ...........................3 -28 3.9 Environmental Considerations ...................................................................... ...........................3 -32 3.9,1 FEMA Floodplains ......................................................................................... ...........................3 -32 3.9.2 Noise - Related Considerations ....................................................................... ...........................3 -32 Section 4 -Aviation Activity Forecasts ...................................................................... ............................4 -1 41 Introduction ..................................................................................................... ............................4 -1 4.2 Local Factors in Aviation Demand .................................................................. ............................4 -1 421 Airport Service Area ....................................................................................... ............................4 -1 Table of Contents Penton Enterprise /airport E Master Plan 422 Demographics and Socioeconomic Trends ................................................... ............................4 -1 4.23 Local General Aviation Market ....................................................................... ............................4 -3 43 Historical Aviation Activity .............................................................................. ............................4 -3 4,11 Touch- and -Go Activity .................................................................................... ............................4 -4 4.3.2 Historical Based Aircraft ................................................................................. ............................4 -4 43.3 Historical Aircraft Operations .......................................................................... ............................4 -6 4.4 Based Aircraft Forecast .................................................................................. ............................4 -7 4.5 Aircraft Operations Forecast ......................................................................... ...........................4 -12 4.6 Local /Itinerant Distribution ............................................................................. ...........................4 -15 4.7 Nighttime Operations Adjustment .................................................................. ...........................4 -16 4,8 Aircraft Operations — Latent Demand Adjustment ......................................... ...........................4 -19 4,9 Aircraft Operations Peaking .......................................................................... ...........................4 -19 4,10 Summary ....................................................................................................... ...........................4 -21 Section 5 - Demand /Capacity Analysis ...................................................................... ............................5 -1 5,1 Introduction ..................................................................................................... ............................5 -1 5,2 Airfield Facility Requirements ......................................................................... ............................5 -1 5.2,1 Airspace Capacity ........................................................................................... ............................5 -1 522 Airfield Capacity .............................................................................................. ............................5 -2 523 Potential Capacity Enhancement Scenario .................................................... ............................5 -7 53 Runway Requirements ................................................................................... ............................5 -8 5.3.1 Runway Orientation ........................................................................................ ............................5 -9 5.12 Critical Design Aircraft .................................................................................... ............................5 -9 5.33 Runway Length Requirements ....................................................................... ............................5 -9 53.4 Runway Dimensional Standards ................................................................... ...........................5 -10 53.5 Runway Pavement Strength Requirements .................................................. ...........................5 -12 5.4 Taxiway Requirements .................................................................................. ...........................5 -12 Section6 - Facility Requirements .............................................................................. ............................6 -1 6.1 Introduction ..................................................................................................... ............................6 -1 6,2 General Aviation Administrative /Terminal Facilities ....................................... ............................6 -1 6,3 Aircraft Storage Hangars ................................................................................ ............................6 -1 63,1' Conventional Hangar Area Requirements ...................................................... ............................6 -2 6,3,2 Aircraft Storage Hangar Demand ................................................................... ............................6 -3 633 Hangar Requirement Summary ...................................................................... ............................6 -4 6.4 Apron Areas .................................................................................................... ............................6 -6 6.4.1' Itinerant Aircraft Apron Area Requirements ................................................... ............................6 -6 Table of Contents Penton Enterprise /airport E Master Plan 6,4.2 Itinerant Aircraft Apron Area Demand ....... ............................... 6,43 Based Aircraft Apron Area Requirements ............................... 6AA Based Aircraft Apron Area Demand ......... ............................... 64.5 Aircraft Apron Area Requirements ............ ............................... 6.5 Vehicular Parking Facilities ...................... ............................... 6.6 Storage Facilty and Vehicle Parking Requirements Summary 63 Aviation Fuel Storage Facilities ................ ............................... 611 Roadway Capacity .................................... ............................... 612 Airport Maintenance ................................. ............................... 6.8 Aircraft Rescue and Firefighting ................ ............................... 6.9 Summary Section 7 -Alternatives Analysis .......................... ............................... 7.1 Introduction ............................................... ............................... 7.2 Non - Development Alternatives .................. ............................... 72.1 No Action Alternative ................................ ............................... 722 Transfer of Activity .................................... ............................... 7,3 Airside Evaluation Criteria ........................ ............................... 73.1 Environmental Factors .............................. ............................... 7.3.2 Land Acquisition Requirements ................. ............................... 7.3.3 Airport Operational Impacts ...................... ............................... 7.3.4 Flexibility for Future Expansion ................. ............................... 7.4 Airside Alternatives Descriptions ............... ............................... 7.4.1 Airfield Capacity Alternatives ..................... ............................... 7.4.2 Airfield Capacity Alternatives Evaluation ... ............................... 7.43 Taxiway B Realignment ............................ ............................... 7.4.4 Preferred Taxiway B Alternatives Evaluation .......................... 7.5 Landside Alternatives ............................... ............................... 7,5,2 Historical Development at DTO ................. ............................... 7,5.3 Proposed Loop 288 .................................. ............................... 7,5,4 Revenue - Support Land Uses .................... ............................... 7,5.5 Summary of Landside Facility Requirements ........................... 7,5.6 Landside Alternatives Evaluation Criteria .. ............................... 7.6 Airside Alternatives Descriptions ............... ............................... 7.6.1 Landside General Aviation Alternative 1 .. ............................... 7.6.2 Landside General Aviation Alternative 2 .. ............................... Table of Contents .......6 -7 .......6 -7 .......6 -8 .......6 -8 .....6 -10 .....6 -10 .....6 -12 .....6 -13 .....6 -13 .....6 -13 .....6 -14 .......7 -1 .......7 -1 .......7 -1 .......7 -1 .......7 -2 .......7 -2 .......7 -2 .......7 -2 .......7 -3 .......7 -3 .......7 -3 .......7 -3 .......7 -5 .....7 -10 .....7 -16 .....7 -16 .....7 -18 .....7 -18 .....7 -18 .....7 -19 .....7 -20 .....7 -20 .....7 -20 .....7 -21 Penton Enterprise /airport E Master Plan 7,6.3 Landside General Aviation Alternative 3 ....................................................... ...........................7 -21 7.7 Landside Alternatives Evaluation .................................................................. ...........................7 -25 7.7.2 Preferred Landside Alternative ...................................................................... ...........................7 -26 7.8 Preferred Airport Development Plan ............................................................. ...........................7 -26 7.8.1 Airside Improvements .................................................................................... ...........................7 -26 7.8,2 Landside Improvements ................................................................................ ...........................7 -26 7.83 Access /Aesthetic Improvements ................................................................... ...........................7 -27 7.8A Non - Aeronautical Business Development ..................................................... ...........................7 -27 Section8 - Implementation Plan ................................................................................. ............................8 -1 8.1 Introduction ..................................................................................................... ............................8 -1 8,2 Factors Affecting Implementation and Phasing .............................................. ............................8 -1 83 Other Study Analyses ..................................................................................... ............................8 -1 8,4 Post - Master Planning Process Activities ........................................................ ............................8 -2 8,5 14 CFR Part 139 Certification ........................................................................ ............................8 -2 8,6 Phased Implementation Plan ......................................................................... ............................8 -3 8,61 ! Planning Activity Level (PAL) 1 Projects (Estimated 2015 -2017) .................. ............................8 -5 8.6.2 PAL 2 Projects (Estimated 2018 - 2022) .......................................................... ............................8 -7 8.63 PALs 3 and 4 Projects (Estimated 2023 - 2032) ............................................. ...........................8 -11 8.7 Airport Activity Monitoring and Project Triggers ............................................ ...........................8 -11 8.8 Summary ....................................................................................................... ...........................8 -13 Section9 - Financial Plan ............................................................................................ ............................9 -1 9.1 Introduction ..................................................................................................... ............................9 -1 92 Capital Development Program ....................................................................... ............................9 -1 9.3 CIP Funding .................................................................................................... ............................9 -3 931 FAA Airport Improvement Program (AIP) Grants ........................................... ............................9 -3 9,12 State of Texas Funds ..................................................................................... ............................9 -4 9.33 Airport Funding ............................................................................................... ............................9 -4 9,14 Third -Party Funding ........................................................................................ ............................9 -4 9.3.5 Summary of Funding Sources ........................................................................ ............................9 -5 9.4 CIP Evaluation by PAL ................................................................................... ............................9 -5 9.41 ! PAL 1 - Near -Term Planning Horizon Projects ( 2015 - 2017) .......................... ............................9 -5 9,4,2 PAL 2 - Intermediate -Term Planning Horizon Projects (2018 -2022) ............. ............................9 -7 9A3 PALs 3 and 4 - Long -Term Planning Horizon Projects ( 2023 - 2032) .............. ............................9 -8 9.5 Summary ....................................................................................................... ...........................9 -10 Table of Contents Penton Enterprise /airport E Master Plan Section 10 - Environmental Overview ....................................................................... ...........................10 -1 10.1 Introduction .................................................................................................... ...........................10 -1 10.2 Air Quality ...................................................................................................... ...........................10 -1 10.3 Biotic Communities ........................................................................................ ...........................10 -2 103.1 Early Successional (Herbaceous) Habitat ..................................................... ...........................10 -2 1032 Maintained Grasses Habitat .......................................................................... ...........................10 -2 103.3 Agricultural Field ............................................................................................ ...........................10 -6 103.4 Upland Shrub /Scrub Habitat .......................................................................... ...........................10 -6 10.4 Existing and Future Land Use ....................................................................... ...........................10 -6 10.5 Endangered and Threatened Species ........................................................... ...........................10 -6 10.6 Hazardous Materials ...................................................................................... ...........................10 -9 103 Historic and Archaeological Resources ........................................................ ..........................10 -10 10.8 Floodplains ................................................................................................... ..........................10 -10 10.9 Noise ............................................................................................................. ..........................10 -11 10.9.1 The Integrated Noise Model ( INM) ............................................................... ..........................10 -11 10.9.2 INM Inputs and Assumptions ....................................................................... ..........................10 -13 10.10 Section 4(f) ................................................................................................... ..........................10 -15 10.11 Water Quality ................................................................................................ ..........................10 -15 10.12 Waters of the U.S. including Wetlands ......................................................... ..........................10 -16 10.12.1 Wooded Riparian Habitat ............................................................................. ..........................10 -16 10.122 Forested Wetlands ....................................................................................... ..........................10 -16 10.12.3 Emergent Wetlands ...................................................................................... ..........................10 -18 1013 Summary ...................................................................................................... ..........................10 -18 Section11 - Airport Plans .......................................................................................... ...........................11 -1 AirportLayout Drawing .................................................................................................. ...........................11 -2 AirportData Sheet ......................................................................................................... ...........................11 -3 Airport Airspace Plan Drawing 1 of 2 ............................................................................ ...........................11 -4 Airport Airspace Plan Drawing 2 of 2 ............................................................................ ...........................11 -5 Airport Airspace Profile Drawing ................................................................................... ...........................11 -6 Inner Portion of the Approach Surface Drawing Runway 18L ...................................... ...........................11 -7 Inner Portion of the Approach Surface Drawing Runway 18R ...................................... ...........................11 -8 Inner Portion of the Approach Surface Drawing Runway 36L ...................................... ...........................11 -9 Inner Portion of the Approach Surface Drawing Runway 36R ..................................... ..........................11 -10 LandUse Drawing ........................................................................................................ ..........................11 -11 AirportProperty Map .................................................................................................... ..........................11 -12 Table of Contents pentan Enterprise /airport N Master Plan Section 12 — Post Master Planning ........................................................................... ...........................12 -1 12.1 Introduction ................................................................................................... ...........................12 -1 12.2 Preliminary Engineering Report .................................................................... ...........................12 -1 12.3 TXDOT Aviation Capital Improvement Plan ................................................. ...........................12 -4 Table of Contents NMaster Plan LIST OF TABLES Table 1.1 Based Aircraft and Operations Forecast Summary .............................................................. 1-3 Table 12 Proposed Capital Improvement Program Summary ............................................................. 1-4 Table 13 Funding Sources by PAL ...................................................................................................... 1-5 Table 14 Summary of Potential Environmental Impacts ...................................................................... 1-G Table 2.1 Airport Governance Matrix .................................................................................................... 3-5 Table 3,1 FAA Aircraft Classifications ................................................................................................... 3-3 Table3.2 Existing Runway Data ........................................................................................................... 3-4 Table 3.3, Runway Lighting and Marking Systems .............................................................................. 3-11 Table 34 FueTonk|nvenbory .------------------------------------3-18 Table 3.5 Airport FBO Fuel Trucks ...................................................................................................... 3-1Q Table 4,1 Population Statistics .............................................................................................................. 4-3 Table 4,2 Denton County Employment and Per Capita Income Statistics ............................................ 4-3 Table 4.3, Service Area Demographic Projections ................................................................................ 4-3 Table 4.4 Regional General Aviation Airports Comparison .................................................................. 4-3 Table 4.5 Historic Total Based Aircraft .................................................................................................. 4-5 Table 4.6 Major Infrastructure Investments otOTO(3OO4-3O11) ......................................................... 4-5 Table 4.7 Historic Aircraft Operations ................................................................................................... 4-G Table 4.8, Comparison of Based Aircraft Projections ............................................................................ 4-Q Table 4.9 Based Aircraft Forecast Summary ...................................................................................... 4-13 Table 4.10 Based Aircraft Fleet Mix Projection ..................................................................................... 4-13 Table 4.11 Comparison of Aircraft Operations Forecasts ..................................................................... 4-13 Table 4]2 Aircraft Operations Selected Forecast ................................................................................ 4-15 Table 4,13 Historic and Projected Annual Itinerant and Local Operations ........................................... 4-1G Table 4.14 Revised US Aviation Activity (Calendar Year 3O1O) ........................................................... 4-17 Table 4.15 Annual Aircraft Operations Forecast Summary .................................................................. 4-18 Table 4.16 Aircraft Operations Baseline and Adjusted Forecasts ........................................................ 4-1Q Table 4.17 Aviation Activity Forecast Summary .................................................................................... 4-31 Table 5.1 Aircraft Fleet Mix ................................................................................................................... 5-4 Table 5.2 Airfield Demand/Capacity Summary ..................................................................................... 5-7 Table 5.3 Parallel Runway Configuration Demand/Capacity Summary ............................................... 5-8 Table54 Runway Length Analysis ..................................................................................................... 5-1O Table 5.5 Runway Dimensional Standards ......................................................................................... 5-11 Table 5.6 Taxiway Dimensional Standards ......................................................................................... 5-13 Table 6.1 Conventional Storage Hangar Area Required per Aircraft .................................................... G-3 Table 6,2 Aircraft Storage Hangar Demand .......................................................................................... G-4 T21ble of Contents I= EMaster Plan Table 6.4 Summary of Aircraft Hangar Requirements .......................................................................... G-5 Table 6.5 VVeighbsdAverogePodkingApronRequirements ---------------------'G-G Table 6.6 Itinerant Aircraft Parking Apron Demand .............................................................................. G-7 Table 6.7 Based Aircraft Apron Area Requirements per Aircraft .......................................................... G-8 Table 6.8, Based Aircraft Apron Demand .............................................................................................. G-8 Table 6.9 SummoryofAiroroftApronAreoRequirements ----------------------'G-Q Table 6.10 Vehicular Parking Area Requirements ................................................................................ G-1O Table 6.11 Summary of General Aviation Facility Requirements ......................................................... G-11 Table 6.12 Existing Fuel Storage Capacity ........................................................................................... G-13 Table 6.13 Jet A Fuel Storage Requirements (in gallons) .................................................................... G-13 Table 6,14 1OOLL Fuel Storage Requirements ..................................................................................... G-13 Table 7.1 Airfield Alternatives Evaluation Matrix ................................................................................... 7-5 Table 7,2 Londaide Facility Requirements .......................................................................................... 7-1Q Table 7.3, Londaide Alternatives Evaluation Matrix ............................................................................. 7-35 Table 7.4 General Aviation Facility Improvements .............................................................................. 7-37 Table 8.1 Airport Activity Factors and Actions .................................................................................... 8-13 Table 9.1 Capital Improvement Program Cost Estimates ..................................................................... Q-3 Table 9,2 PAL 1 Capital Improvement Program ................................................................................... Q-7 Table 9.3 PAL 3 Capital Improvement Program ................................................................................... Q-8 Table 94 PALa3 and 4 Capital Improvement Program ....................................................................... Q-Q Table 9.5 Funding Sources by PAL .................................................................................................... Q-1O Table 10.1 Federal and State Endangered, Threatened, and Candidate Species Potentially Occurring in DentonCounty, Texas ............................................................................................................................. 1O-Q Table 10.2 Noise Exposure Estimates for Noise-Sensitive Sites and Select Residences .................. 1O-15 Table 10.3 Summary of Potential Environmental Impacts .................................................................. 1O-18 Table 12.1 PER Project Cost Summary .--------------------------13-3 Table 12.2 PER Alternate Project Cost Summary ................................................................... 3-3 T21ble of Contents I= EMaster Plan LIST OF EXHIBITS Exhibit2.1 Location Map ......................................................................................................................... 3-3 Exhibit 2.2 Denton Enterprise Airport Organization ................................................................................ 3-4 Exhibit 3.1 Existing Airfield Facilities ....................................................................................................... 3-3 Exhibit 3.2 |LSorLOC Runway 18 Approach ......................................................................................... 3-7 Exhibit 3.3 RNAV(3PS) Runway 18 Approach ...................................................................................... 3-8 Exhibit 3.4 RNAV(3PS) Runway 3G Approach ...................................................................................... 3-Q Exhibit3.5 NOB Runway 18 Approach ................................................................................................. 3-1O Exhibit3]3 Airport Wind Rose ............................................................................................................... 3-13 Exhibit3.7 Airport Airspace Map ........................................................................................................... 3-14 Exhibit 3'8 General Aviation Facilities - North ...................................................................................... 3-1G Exhibit 3/9 General Aviation Facilities - South ..................................................................................... 3-17 Exhibit3.10 Roadway Access ................................................................................................................. 3-33 Exhibit 3.11 Airport Area Water and Sewer ............................................................................................ 3-33 Exhibit 3.12 Airport Area Gas and Electric Lines .................................................................................... 3-34 Exhibit 3.13 Airport Height Hazard District .............................................................................................. 3-3G Exhibit 3.14 Airport Compatibility Land Use District --------------------------.3-37 Exhibit3.15 Airport Area Zoning ............................................................................................................. 3-3Q Exhibit 3.16 Airport Area Existing Land Use ........................................................................................... 3-3O Exhibit 3.17 Airport Area Future Land Use ............................................................................................. 3-31 Exhibit 3.18 Environmentally Sensitive Areas ......................................................................................... 3-33 Exhbb3.19AirportAreoFloodpkain----------------------------------.3-34 Exhibit 3.28 Noise Exposure Contours ................................................................................................... 3-35 Exhibit 4.1 Historic Total Based Aircraft (1QQO-3O11) ............................................................................. 4-4 Exhibit 4.2 Historic Aircraft Operations (3OO5-3O11) ............................................................................... 4-7 Exhibit 4.3 Based Aircraft Projections Comparison .............................................................................. 4-1O Exhibit 4.4 Baseline and Adjusted Based Aircraft Forecast Comparison ............................................. 4-11 Exhibit 4.5 Aircraft Operations Projection Comparison ......................................................................... 4-14 Exhibit 4.6 Baseline and Adjusted Aircraft Operations Forecast Comparison ...................................... 4-20 Exhibit 5.1 VFR Hourly Airfield Capacity ................................................................................................. 5-G Exhibit 7.1 Parallel Runway Alternative 1- North Runway Alignment ................................................... 7-7 Exhibit 7.2 Parallel Runway Alternative 3- Middle Runway Alignment ................................................. 7-8 Exhibit 7.3 Parallel Runway Alternative 3- South Runway Alignment ................................................... 7-Q Exhibit 7.4 Taxiway B Proposed Modifications ..................................................................................... 7-13 Exhibit 7.5 South Taxiway B Alternative 1 ............................................................................................ 7-13 Exhibit 7.6 South Taxiway B Alternative 3 ............................................................................................ 7-14 T21ble of Contents I= Penton Enterprise /airport E Master Plan Exhibit 7,8 Preferred Airside Alternative — Parallel Runway and Taxiways ............... ...........................7 -17 Exhibit 7.9 Landside General Aviation Alternative 1 .................................................. ...........................7 -22 Exhibit 7.10 Landside General Aviation Alternative 2 .................................................. ...........................7 -23 Exhibit 7.11 Landside General Aviation Alternative 3 .................................................. ...........................7 -24 Exhibit 7.12 Preferred Airport Development Plan .................................................... ............................... 7 -28 Exhibit 8.11 Overall Project Phasing Plan .................................................................... ............................8 -4 Exhibit8.2 PAL 1 Projects ........................................................................................... ............................8 -6 Exhibit8.3 PAL 2 Projects ........................................................................................... ............................8 -9 Exhibit8,4 PALs 3 and 4 Projects .............................................................................. ...........................8 -12 Exhibit 9.1 20 -year CIP Project Allocation .................................................................. ............................9 -3 Exhibit 9.2 20 -year CIP Funding by Source ................................................................ ............................9 -5 Exhibit 10,1 Texas Nonattainment Areas ..................................................................... ...........................10 -3 Exhibit 10.2 8 -Hour Ozone Nonattainment Areas ........................................................ ...........................10 -4 Exhibit 10.3 Airport Habitat Types ................................................................................ ...........................10 -5 Exhibit 10A Airport Area Existing Land Use ................................................................ ...........................10 -7 Exhibit 10,5 Airport Area Future Land Use .................................................................. ...........................10 -8 Exhibit 10.6 FEMA Flood Hazard Zones ..................................................................... ..........................10 -12 Exhibit 10.7 Noise Exposure Contours —2012 Baseline Condition ............................ ..........................10 -14 Exhibit 10.8 Airport Area Wetlands and Surface Waters ............................................ ..........................10 -17 Exhibit 12.1 Projects Included in the PER .................................................... ...........................12 -2 Table of Contents pentan Enterprise /airport E Master Plan LIST OF APPENDICES Appendix A: Master Plan Kick -Off Meeting Minutes Appendix B: Airport Building and Facility List Appendix C: Technical Memorandum on Airfield Demand /Capacity Analysis Appendix D: Surface Transportation Master Plan Appendix E: Drainage Master Plan Appendix F: Water /Wastewater Master Plan Appendix G: Airport Development Plan Cost Details Appendix H: List of Rare, Threatened, and Endangered Species Appendix I: GeoPlus Oil and Gas Report Appendix J: Noise Analysis Technical Report Table of Contents pentan Enterprise /airport E Master Plan SECTION °1 - EXECUTIVE SUMMARY 1.1 INTRODUCTION Denton Enterprise Airport (DTO or the Airport) is a general aviation airport owned and operated by the City of Denton, Texas. DTO is one of 11 reliever airports in the Dallas -Fort Worth area, and one of 24 reliever airports located in Texas'. The Airport undertook an Airport Master Plan Update to evaluate the aviation needs based on aviation and socioeconomic trends as of 2012, as well as updated Federal Aviation Administration (FAA) standards. It is important to note that due to funding and approval processes, the Master Plan analysis concluded in 2014, with production of the final documentation in 2015. Prior to the current study, the Airport Master Plan was previously completed in 2003. Many of the recommended components of that plan have been completed, including land acquisition, a runway extension, taxiway improvements, and a new terminal building. This document describes the analyses and assessments conducted during the Airport Master Plan process and provides the results of those efforts. The Airport Master Plan's analysis and findings span approximately a 20 -year period, however, certain aspects of the recommended plan took into consideration expansion beyond the final planning horizon. This planning process involved airport stakeholders and user engagement from a wide array of sources in order to develop a plan that not only suits the Airport's facility needs but also the needs of its users, the community, and the region. The intent is to maintain a flexible framework, to allow for contingencies which are increasingly a part of airport development, and to ensure the program is not rigid and can be modified to respond to circumstances that cannot be reasonably predicted at this time. The Master Plan elements were conducted in accordance with FAA guidelines established in Advisory Circulars 150/5070 -6B, Airport Master Plans, and 150/5300 -13A, Change 1, Airport Design. The plan also reflects the requirements of the Texas Department of Transportation Aviation Division (TxDOT Aviation). Specific elements included in this master plan are as follows: • Inventory • Activity forecasts • Demand /capacity analysis and facility requirements • Alternatives development • Implementation plan • Financial plan • Environmental overview • Airport layout plan drawing set 1 Texas Airport System Plan Update 2010, Texas Department of Transportation, Table 3. Executive Summary pentan Enterprise /airport E Master Plan Master Plan study activities and coordination during the course of the project occurred at various strategic milestones throughout the project's duration. These activities included engagement and outreach such as stakeholder meetings, Airport staff meetings, public information meetings, and a Strengths/Weakness/ Opportunities/Threats (SWOT) Analysis. In addition to the traditional Airport Master Plan tasks, the project also encompassed several related and supplemental analyses including: • Surface Transportation Master Plan • Drainage Master Plan • Water /Wastewater Master Plan These analyses are included as appendices to the Master Plan. The following briefly outlines the major findings and recommendations presented in the Master Plan Report. 11.2 AVIATION ACTIVITY FORECASTS Projections of aviation activity were developed for a 20 -year planning period (2012- 2032). These forecasts cover short -term (2012- 2017), mid -term (2018 -2022) and long -term (2023 -2032) periods. These projections were used to evaluate the capability of the existing Airport facilities to meet current and future demand, and to estimate the extent to which facilities should be provided in the future. Table 1.1 below highlights the projections of based aircraft and annual aircraft operations through the 20- year planning period. Table 1.1 Based Aircraft and Operations Forecast Summary 2012 375 169,000 17,100 552 75 2017 (PAL 1) 476 206,300 20,800 671 91 2022 (PAL 2) 506 220,700 22,300 719 97 2027 (PAL 3) 556 235,100 23,800 768 104 2032 (PAL 4) 611 252,600 25,500 823 111 Notes: (1) Data from Table 4.9 (2) Data from Table 4.16. Numbers rounded to nearest 100. (3) Peak month operations equals 10.1 percent of total annual operations. Numbers rounded to nearest 100. (4) Peak month average day operations equals peak month operations divided by 31. Numbers rounded to nearest integer. (5) Equals 13.5 percent of PMAD operations. Numbers rounded to nearest integer. Source: Kimley -Horn and Associates, Inc., 2014 1.3, DEMAND /CAPACITY ANALYSIS AND FACILITY REQUIREMENTS The objective of the demand /capacity and facility requirements analysis was to ensure each of the Airport's functional areas has long -term capacity, flexibility, and growth potential to enable them to respond to changing demand scenarios. The projections of aviation activity presented above in Table 1.1 were used in the demand /capacity analysis for the development of airport facility requirements. Executive Summary sm pentan Enterprise /airport E Master Plan 1.31 AIRFIELD FACILITY REQUIREMENTS The components of the airfield, including runways, taxiways, and navigational aids, were analyzed for their long -term ability to accommodate the anticipated demand. As a result, the following recommendations were made for the airfield facilities: Construct a parallel 5,000 -foot long parallel runway for airfield capacity enhancement, designed to RDC C -II standards • Construct a taxiway network to support the new parallel runway 1.12 GENERAL AVIATION AND SUPPORT FACILITY REQUIREMENTS General aviation facility requirements were developed for hangar space, apron space, vehicular parking, and support facilities, including fueling facilities and airport access. The following requirements were developed for general aviation and support facilities: General Aviation Facilities • Develop additional conventional /box and T- hangars to accommodate a projected deficiency of approximately 250,300 square feet • Develop additional conventional hangars to accommodate a projected deficiency of approximately 390,000 square feet • Provide a minimum additional apron area of approximately 830,100 square feet • Provide additional general aviation public vehicular parking of approximately 408 stalls or 122,400 square feet Support Facilities • Expand the Airport's Jet A fuel storage facilities through additional tanks, expanded fuel farms, or increasing frequency of fuel deliveries • Improve the intersection geometry for FM 2449 at Underwood Road • Raise the bridge above the floodplain on Airport Road near Western Boulevard • Raise the bridge above the floodplain on Underwood Road near FM 2449 • Widen Airport Road to four -lane divided from Denton Enterprise Airport to Western Boulevard • Widen Airport Road to four -lane divided from Western Boulevard to Bonnie Brae Road • Signalize the intersection of Airport Road and Western Boulevard when warranted • Evaluate ARFF equipment and building needs for development when warranted 1.4 ALTERNATIVES ANALYSIS The alternatives analysis process consisted of developing alternatives to meet the projected needs of the Airport in each of its functional areas. Three airfield alternatives were developed as airfield capacity enhancement scenarios, including various alignments of a new 5,000 -foot long parallel runway constructed to RDC C -II standards. Additionally, several taxiway alternatives were explored to mitigate safety issues with direct apron access to the existing runway. Three landside alternatives were developed, which included various spatial configurations of facilities to meet projected needs for hangar space, apron space, fixed -base operators (FBO), and support facilities. Executive Summary sm pentan Enterprise /airport E Master Plan After analysis by the Master Plan Advisory Committee, Airport staff, local agencies, and the consultant team, an overall Airport Development Plan was created which combined the preferred airfield and landside alternatives into an overall long -term airport development scenario. The proposed Airport development includes the following improvements: • Addition of a 5,000 -foot long west parallel runway, constructed to C -II standards at 100 feet wide • Relocation of taxiway connectors A2 and A6 to improve access to the new runway • Realignment of Taxiway Bravo, and removal of direct access taxiways between the apron and runways • Additional apron space • Additional hangars, including conventional, box, and T- hangars • Roadway capacity improvements on Airport Road and Underwood Road • Improvements to Hickory Creek bridge crossing • New access road to connect Tom Cole Road to Jim Christal Road, allowing western Airport access • Dedicated areas to be used for non - aeronautical business development or general aviation development beyond the planning period 1.5 IMPLEMENTATION AND FINANCIAL PLAN Following the development of the Airport Development Plan, an Implementation Plan was created which assigned project phasing to the development projects. The Implementation Plan also provides recommendations on post- Master Plan study activities that should be considered in the future. The Financial Plan outlines the proposed improvements over the 20 -year planning period. Cost estimates were developed for the projects in the Airport Development Plan, and each project is listed in an overall Capital Improvement Program (CIP). The CIP is broken down by phase, and analyzes funding sources for each project and the estimated federal, state, and local funding share of each. It is estimated that the total CIP for the Master Plan's proposed development will be approximately $150 million. The proposed CIP summary is shown below in Table 1.2. The summary of anticipated funding sources by PAL is shown in Table 1.3. Table 1.2 Proposed Capital Improvement Program Summary Airfield $21,850,000 $9,410,000 $2,230,000 $33,490,000 General Aviation Area Surface Transportation Facilities Miscellaneous & Maintenance Capital Improvement Program Totals Source: Kimley -Horn and Associates, Inc., 2014. Executive Summary $25,410,000 $30,580,000 $660,000 $12,680,000 $2,780,000 $9,745,000 $50,700,000 $62,415,000 $27,320,000 $0 $7,150,000 $83,310,000 $13,340,000 $19,675,000 $36,700,000 $149,815,000 pentan Enterprise /airport E Master Plan Table 1.3 Funding Sources by PAL 1 $50,700,000 $300,000 $27,490,000 $4,810,000 $18,100,000 2 $62,415,000 $750,000 $21,588,000 $17,287,000 $22,790,000 3 -4 $36,700,000 $1,650,000 $12,084,000 $1,526,000 $21,440,000 TOTAL $149,815,000 $2,700,000 $61,162,000 $23,623,000 $62,330,000 Source: Kimley -Horn and Associates, Inc., 2014. 1.6 ENVIRONMENTAL OVERVIEW The potential environmental impacts that may result from the implementation of the projects in the Airport Development Plan were evaluated. The Environmental Overview evaluated key impact categories as listed in FAA Order 1050.1 E, as listed below. • Air Quality • Biotic Communities - Fish, Wildlife, Birds and Vegetation • Existing and Future Land Use • Endangered and Threatened Species • Hazardous Materials • Historic and Archaeological Resources • Floodplains • Noise • Section 4(f) • Water Quality • Waters of the U.S. including Wetlands The Environmental Overview is not intended to be a formal environmental impact statement. Rather, its purpose is to ensure environmental factors are considered and to point out those areas that may be potentially affected by the planned development at the Airport. Based on site reconnaissance, review of available data obtained from federal, state and local agency databases, and review of other supporting documentation, a summary of potential environmental impacts anticipated as a result of the proposed development and operation of the Denton Enterprise Airport are provided in Table 1.4. Executive Summary pentan Enterprise /airport E Master Plan Table 1.4 Summary of Potential Environmental Impacts Air Quality Potential impact to existing Nonattainment Area for 8 -Hour Ozone Biotic Communities Impacted communities are likely to be regularly maintained areas, agricultural fields, and some natural shrub /scrub habitat. No significant impacts anticipated Existing and Future Land Use None, consistent with existing and future land use plans Endangered and Threatened None anticipated, no listed species observed or Species documented in study area Hazardous Materials Not significant, cleanup of one reported leak completed in December, 1999 Historic and Archaeological None anticipated, no resources present Resources Floodplains Potential minor impacts to 100- yrfloodplain Noise None anticipated, noise sensitive sites outside of DNL 65 contour Section 4(f) None anticipated, no Section 4(0 resources present Water Quality Potential impacts to Dry Fork Hickory Creek and Hickory Creek, these water bodies are not listed as Impaired according to CWA 303(d) list of impaired waters Waters of the U.S. including Potential impacts to wooded riparian habitat, Wetlands forested and emergent wetlands, and freshwater ponds. Source: Kimley -Horn and Associates, Inc., 2014 In general, the result of the Environmental Overview was there are no major environmental impacts anticipated as a result of the proposed Airport development. A full Environmental Assessment is required prior to implementing any of the proposed development projects for which federal funding will be sought, including the development of the parallel runway. Executive Summary pentan Enterprise /airport E Master Plan 1.7 AIRPORT LAYOUT PLAN The improvements as depicted in the Airport Development Plan are incorporated into an Airport Layout Plan (ALP) drawing set. The ALP is a group of drawings which serve as the primary tool for providing guidance and direction on the future development at the Airport. The various drawings depict the recommendations contained within this Master Plan Update with regard to development at Denton Enterprise Airport. The ALP drawing set includes the following sheets: • Airport Layout Drawing • Airport Airspace Plan • Airport Airspace Profile • Inner Portion of the Approach Surface Drawings • Airport Land Use Drawing • Airport Property Map The ALP reflects improvements recommended through the 2032 planning horizon, including a west parallel runway and taxiway system, hangar developments, apron space development, and airport support facilities. In addition, new roadway access to the proposed western airport development is shown. Executive Summary - g £ } v + m 0 � 0 CL k ) £ � co 0 > O / _ � E .g co E 0 E a) CL. E i v 0 0 J Q Qn m W C) � c d N N 0 7M5 :0 N co .N a) E a) Q E h r i ut �` uai Q m Q 5 O O (A N t O s o o N L_ r m ` T in c°0 z° N Q W v �- L. o v J c N R� 2`> � .. ' ti .. 3 2 a3i Lij Z W o o c U o U c U c U o U c U v 0 0 J Q Qn m W C) � c d N N 0 7M5 :0 N co .N a) E a) Q E h r i ut �` uai 04 ££ } < \/ / j § ZJ § *) .2 + 3 E 0 E a) CL. E \\ \� � ;) }0 of, w {\\2( » }\ \[ U) «; g \7f @ { /( ;EE \ \ \)) }))! \fG «: - ;)) »i{f /0 ®� / 0 ! f { � 04 ££ } < \/ / j § ZJ § *) .2 + 3 E 0 E a) CL. E \\ \� � 'E � \ ) b 00 ,i. 'I- tf 0 0 C: a) 6 w co mc Cu x cy) LLJ a) E a) CL E 0 22 E 0 o o Ir } / }( }$0 U) < > < uj Z U) W ILL 9 < o _j w > U) lo w W W U) , CD C) m-- r-- M---- b 00 ,i. 'I- tf 0 0 C: a) 6 w co mc Cu x cy) LLJ a) E a) CL E 0 22 z LU I I I I I I I I I 1� a iv i L■ C e� ID om C z LU I I ° c 0 cc 0 w 0 qr 0 N CD 00 C4 CO) MEMO= cn Q I ui E cu E Z I p um LI.Z CL it iu IT LAJ 04 1. cn Lo ca q cm ui cs CL cm Cq con R Ln 0 0 0 Ln 0 0 0 LO 0 r- Ln N 0 p- Ln cm P. Ln 04 04 04 N z LU I I E5 11-1 z LU U 2� I I IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII LL cn C'z E w -a E uj E Z w > ac 2 : cw E cc ci UJ CA CJ LO z ui E T E ;E 81 cm CL CL Q CD 0 °0 0 0 0 Lo 0 ILM 0 In 0 Ln 0 LO 0 n U7 ra 0 r. Ln 04 0 n L" E5 11-1 z LU U 2� I I I I ("5 LU I I �'. �s s� I I I I a) O O C14 0 z LU I I 0 LO C14 0 1.0 -C on C: C� 1;3• LIl N C� fyi Lf) I;t 0 00 —1 ro V) Lf) Lf) ;I- Lf) ro qll)- qll)- r,4 ro I;t >- Ae 0 41 Lu O _0 OD c u u c m c a) a) cr- CL 0 4- 41 00 1.0 1.0 O C) ;I- C) O ro cr Lf) M C14 O r- 0 Lr� 6 41 m 0 fo C) r-i -C t C14 lo C) x A-- I;t rn CY) C14 CY) 00 V) -j Lr r» V). r» tn tn Uuo 00 C14 I;t I;t C� C� 00 Lf) C� C� 0 Lf) r-i C14 0 rn Lf) 1.0 ;1- 00 r-i rn LL Lf) rn r-i Lf) Itt rn -Fo •j)- •j)- 06 r'A V). ;F 0 z LU I I cu N -C on C: on 4- (Z N 0 X C) m OD c 0 41 Lu O _0 OD c .2, LU 0 c u c m c a) a) cr- CL 0 4- 41 0 x > 0 cu m an cr u x cr- LU 0 co 41 m 4� u cu _0 -C t N u 0 c 4- a) 0 > m a) c: 0 0 -j z Z cc u z LU I I I I City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -210, Version: 1 Legislation Text AGENDA INFORMATION SHEET AGENDA DATE: February 16, 2016 DEPARTMENT: Parks and Recreation ACM: John Cabrales, Jr. SUBJECT Receive a report, hold a discussion, and give staff direction regarding the establishment of a Teen Council to provide a teen perspective on programming and community issues related to the Parks and Recreation Department. BACKGROUND The Denton Teen Council was originally formed in the summer of 1998 by the members of Adults for Youth in Denton (AFYID) organization. The Denton Teen Council started with 23 members. In 1999, the Executive Teen Council Committee was created with members elected by their peers in the Teen Council. In 2000, the oversight and supervision of the Denton Teen Council was transferred to the Denton Parks and Recreation Department due to the dissolution of AFYID. The Denton Teen Council was a very active group being involved in several community service projects (i.e., graffiti removal, bingo nights at The Vintage, etc.), creating and implementing numerous teen events (i.e., Battle of the Bands, Disco Inferno, Smart Rave, Back to School Pool Party) and implemented various fundraisers collecting over $12,000 (i.e., Brave Combo Concert & Silent Auction, Texas Motor Speedway, etc.). In addition, the Denton Teen Council would provide input to the Denton City Council on issues such as implementing a teen curfew. Due to the layoffs of several staff members and reorganization within the Denton Parks and Recreation Department in 2005, several programs, such as the Denton Teen Council, were eliminated. In 2014, Denton Parks and Recreation staff met with over 200 teens from Denton High School, Ryan High School, Guyer High School, Harpool Middle School, Strickland Middle School, and McMath Middle School to discuss the creation of a Teen Center. Through conversations with the teens, it was apparent that there is a significant gap in services for teens in the City of Denton. Many of the teens expressed that they want to have a voice in matters related to their age group and feel that more programs and services for teens are needed. The teens expressed tremendous support for the implementation of a teen council and a teen center. Some of these meetings were attended by City Council and Park Board members. The mission of Denton Teen Council is to develop youth leaders committed to learning about local government and the roles they can have in it, making a difference in our community and the lives of youth, recognizing their voice, and representing other youth in the City of Denton. The goal of the Denton Teen Council aims to empower, enlighten, and inspire all young people within the Denton Community. Their mission is to provide a youth perspective to the Parks and Recreation Department on City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -210, Version: 1 a wide variety of community and youth- related issues through research, peer discussion, and community interaction. OPTIONS The City Council may approve the implementation of a Teen Council, deny the request, or ask staff to make modifications. RECOMMENDATION Staff recommends approval of the implementation of a Teen Council. ESTIMATED SCHEDULE OF PROJECT Teen Council members would be recruited during February and March of 2016. Recruitment will take place throughout the City from Denton ISD, private schools, home schools, etc., with a goal of including representation from minorities and low socioeconomic status youth. Applications will be reviewed by the City Council in April and each City Council member would appoint up to three members to the Teen Council. All other members would be selected by City staff. The Denton Teen Council will have 25 members with an Executive Council Committee comprised of members elected by their peers within the Council. The members of the Teen Council will be notified in May 2016, with the first Teen Council meeting taking place in September 2016. PRIOR ACTION/REVIEW There was no Prior Action/Review. FISCAL INFORMATION N/A Related Key Focus Area: Choose yin itein, Related Goal: Choose yin itei n, EXHIBITS 1. Teen Council Application 2. Teen Council General Information Sheet Respectfully submitted: Emerson Vorel, Director Parks and Recreation Department Prepared by: Kathy Schaeffer, Athletics/YTS Program Area Manager Parks and Recreation Department City of Denton Page 2 of 2 Printed on 2/12/2016 jenton F KI R The Denton Teen Council offers opportunities for motivated students to become involved with their community. The teen council members will work on projects that can benefit the City like community service projects, fundraisers, and teen events. Some members will travel and attend the Youth Advisory Summit. Each City Council member selects three members, and City staff selects the rest of the teen council. Exhibit 1 0 requirements What are the o Denton • Must be entering grades 8th -11th • Between 13 -17 years old • Attend a state recognized school or homeschool • Attend all meetings for a full school year • Attend at least one summer project • Must be a City of Denton resident • Must have full parent /guardian agreement Develop youth leaders who are committed to learning about local government, making a difference in their community, and representing other youth in the City of Denton. Denton Teen Council aims to empower young people within the community. Through peer discussion and community interaction, the council provide a youth perspective to community and youth - related issues. JIw DEN 'L !N LP N WL To apply to be a part of the upcoming Denton Parks and Rec Teen Council fill out the application below. Attach additional documents as needed. Applications are also online at www.dentonparks.com. The attached waiver must be signed and included in the application. Email the application back to Sara Travis at sara.travis@cityofdenton.com before April 15, 2016. Name: Address: Phone Number: School: Email Address: Age: Grade: Are any of your friends or family employed with the City of Denton? Yes No If yes, please tell us your relation to them, their name and job title: Meetings will be held on the second Tuesday of each month at 5 p.m., and attendance is important. Do you have any conflicts with this time? Yes No If yes, please explain your conflicts: Please answer the following in the space provided. If needed, attach additional documents. Please limit your responses to 75 words or less. 1. List your community involvement, extracurricular activities, awards, organizations, etc. 2. What issues do you think teenagers are facing in the community? 3. If selected, what do you think you could contribute? In.— F—' DEN I ON 4. How do you feel your personality and leadership style would help the Denton Teen Council? 5. Explain a time you had to deal with an opinion that was different from your own. How did you resolve the difference in opinion? 6. How do you handle multiple responsibilities? For example, how do you balance school work with family, and extracurricular activities? 7. What values do you publicly display through social networking sites, pictures, bumper stickers, clothing, etc.? How do you present yourself to the world? 8. Is there a specific area of local government or City Council that you find interesting? Why? Applications will be not be accepted without the signed waiver and all answers complete. An in-person interview may be required before members are finalized. By typing my name below I verify that all information included on this application is true and correct to the best of my knowledge. In.- F-0, DEN I ON Exhibit 2 Denton Teen Council General Information Mission Statement: The mission of Denton Teen Council is to develop youth leaders committed to learning about local government and the roles they can have in it, making a difference in our community and the lives of youth, recognizing their voice, and representing other youth in the City of Denton. Goal: Denton Teen Council aims to empower, enlighten, and inspire all young people within the Denton Community. Purpose: Through research, peer discussion, and community interaction, provide a youth perspective to the Parks and Recreation Department on a wide variety of community and youth- related issues. Qualifications: • Be between the ages of 13 -17 • Must be a City of Denton Resident • Must be in the 8h thru 11th during the 2016 -17 school year. • Attend a state - recognized school or home school. • Applicants may be required to interview Commitment: • Must be able to attend all meetings for a full school year (school year is defined as starting September 1 and ending May 31) • DTC meetings will be held on the 2nd Tuesday of every month at 5pm. • Assist in community service opportunities throughout the year • Attend various special events and fundraisers throughout the year • Be able to attend at least one (1) summer event/project • Accept mentoring from peers • Create, organize, and administer events /activities • Make presentations to peers and civic clubs • Attend the Youth Advisory Summit if selected, may require travel. • Help to promote the DTC • Keep parents /guardians informed of scheduled activities Appointment: • Each member of the Denton City Council may appoint up to three members each year. • All other members will be selected by City staff. • Teen Council will have up to 25 members • An Executive Team will be elected by their peers that will include a President, Vice - President, Treasurer, Secretary, Historian, and Marketing • Recruitment of members will only take place once a year Focus of Teen Council (but not limited to): • Provide feedback on PARD- related issues such as homelessness, litter, curfews, opinions on new park development (i.e., water park, skate park), bike lanes, etc. • Creation and implementation of Teen program (i.e., Battle of the Bands) • City Beautification projects (i.e., Graffiti Removal, Clean -ups) • Provide Summer Lunches and activities to children in need • Community Service Projects (i.e., graffiti removal, fundraising) • Attend and /or host a Teen Leadership conference • Be involved in the creation of the Denton Teen Center • Mentorship program for middle school age youth • Address issues the teens deem important for the future of the City of Denton • Promote DTC through social media sources City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -217, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet City Secretary Bryan Langley February 16, 2016 SUBJECT Receive a report and hold a discussion regarding the recall petition against Kevin Roden, Council Member for District 1, and the reasons therefor; and regarding the insufficiency of the recall petition and the City Secretary's declination of certification to the City Council. EXHIBITS Exhibit 1 - Recall Petition Exhibit 2 - Letter to Committee of Electors Respectfully submitted: Jennifer Walters City Secretary City of Denton Page 1 of 1 Printed on 2/9/2016 z u z D 0 U V cc.o Q z LU 0 0, CII , ll� LU �z U- 0' 0 2 LIJ ry LLJ 0 L LLJ V LLJ nol 0) C) X 0 C, x Z Z CL m - 0 CD C:> U C\l W LO W Z >1 U. 0 0 LL, 0 Z . < p Z z z F) 5 cr 0 cr z 0 < Lu z > r) z 0 CL a M CD z < kn < F-: < z FM LU Z 0 r4 ZZ s uj Zw V) a O NC 0 > N 0 0 U G, 0 u 66 < z a =) 0 C.: z M) Oo uo Z LIZ, m u :z o Fa o Z z a, 0 N 0 z <Z 0 z o CL 0 0 ,4 rn 0 0 -9 C, N 04 C%4 04 N N N N to to CD to lSl (D (D w to 11V)l to aJ N) > 'a co m cc ca co m co ccl 0 0 0 0 0 0 0 < < < or 1 g c<r 0 - 9 9 2 9 2 0 0 0 0 0 - 0 u u u u 0 0 0 u u u u •0 C) 0 0 C) 0 0 0 c C) N r4 (-4 r, r-4 rl N N Lp m cl z CL zo J" > 7-7 O 0 , LA o o E o ry �2 rn N mot' c, 0 E2 -o 5 0 n z. 144 ti 91 o 'a E vv u E c 75 o -I0 b 1 d z CQ G J V z Z) 0 f-i I- V L!1 Q z W �0,/ Id.. z w LL- O J w W O LL O F- LU U LL J J Q V W N x Z O �NyW w z Q z N 4 w V Z m 0 o LA m 0 X F- Z O Z z ❑ O z O ce z V z z W z a 0 O � O Q Q Z O N W t0 Q Z 2 Z N A W l/1 1 CO Z u Q_Q < 0 a = 4 O � 0 O N • N W f 0 LPL f H rn O 2 / � 0 h ce o W o O z 1- W o w W W O h H Z N W Z = d L � Ol O N h H Z z V 0 a w � v Z O � D Z w W O � C) � Z V � 4 ❑ O � N 4 w G o Z) 0 � V x m V F z F- i� O N_ J W O 0 of W Z w V Y w z O z V .. w z 0 Q H a w O w z 5 Y El N u, N Lo N u> N L N it) N ul� N LO N ,n N ,n N In N to to n w ti to n (a fq Q v a u a V a u a u a V CL v a u CL V a V a d p Z V Z u Z U Z w V way' w V F- w V ~ Z V Z V Fes- w V ~ w V vi vt 'n vt v vi n ui n 0 r� r� .` _� fir,.. l� "J r.� t'y, .. ✓� !... ::� 1 4. Z • Of E 1"N ry 1H r• r•I � 1H rl r•I ri w R rN ri r•I r1 r♦ r•I 0 N N 0 @ O p 7 a C ro � a� y� o v m at1 m "C3 m a c ° r o C v° s > a w v � a Y v C ° E o e c % O s ro 3 u b a Y r v Jc �v o r d a _ a N O C 01 E C n e \ aC a C91 v ro Y Y 3 c e a a C a m Y ro G v 7 > y O O o .-o Q a J O l d N Z y N .q �4v~t,O141111711I!!!� > v t c a az -• o Yo�ON s. c v c a a ° C ,o CN v v Y �n m v I V Y h a O O Ln C N ro a v `c Y E ° a c c c `• 'm � ro � � o (U rn z D 0 u U V) C) V) z uj 0 0 ry z 5 LU �z LL 0 0 2 LU Qf LU 0 z 0 F- LU C1 Y— Z O LA Z 0 O fG 2 N z O H O x 0 z z x z 0 1 z tr x 0 Lq Z 0 0) C) C) vi z V) ti Ol O z z z z u z :1 0 V LA z LLI a 0 0� z 5 ui O ICY 0 1, 'A In z 0 Z ui ui z 0 z O tr .2- N Lo 0 in w Lo LO LO to W) U) LO N (D r- 04 N 04 w 04 to N w N w N w C*4 04 4 4 0 '0 a- (f lu 1� -u :5 CL u CL :s a a- a z z tj z u u z u z u z u U) Lf) Ln Lf) Lf) Ln 'r LA ti Ln Ln � ry) m iz 0 <D IV LA \zs, ............ . \.O . I�z . ............. �b Iz 7E _0 O ci 0 o wc, -o 75 ea nn WE 2 7S O w c cc 0 z c E b 4v- a) t7� fi w o -a n- 0 r ai 0) a z Q 2 lJ z D 0 V U In 0 V) Q z W 0 0 z W LL 0 0 W ^ li W W 0 LL z 0 LU W CL J J Q U W z O R o a N l0 Q n r H G V Z w r� z z Y � V1 Z Z z O w w V Q 2 o V z 0 o � m vi LL v a7 � 0 z a m z � _ J � �} a 2 Z o z z O V o < o z F R w V O CL Q N H O Ln Q Q Ol Z N LL O w0� w Z li w O �Z j � o u z �n m Z W Z V O = J o u 2 W 0C N W S M � LOL < N LL c Q o -a` ° II'on w V l� W o O Z I = w w m LD w F- w Z w tV 'y w O o u N Z r w n � z O Z V O Z V o O w ZL W W W Q Q d cl�n z Y d' 0 N V w m 2 0 z LL O W U Z Q Z D O 4 t z Z 0 K z w Y w N� C C � O � v a � m T � a c o t N O a a > a v Y v o E �o L m 3 Y o v a .0 0 0 L n d m c v v c_ v � L c v m v m s. v r � 3 c a c Q n c 7 O -oo � a 0 v Y w c 7 � � Q v w p � a T W L E Q c m ' c Y W N E C O ,0 m o � v �d o c E v C C o d O O" a m o v E v .. y C Ol v f ; v C O1 A ft v N C Ot VI In � E C E ° T N � Y O N C � f6 C C �eC WO! O a�Cai ra ! U F 2 v ' v o.✓ N � a v O vv Z 7 t6 O 0 in in a z° d Z w P Ij f!! N p L F n./ V `v C} C V s _ L U y V Z ZZ iz w d �"� rrt r-i r-I rl r-I r-I rl rl N N� C C � O � v a � m T � a c o t N O a a > a v Y v o E �o L m 3 Y o v a .0 0 0 L n d m c v v c_ v � L c v m v m s. v r � 3 c a c Q n c 7 O -oo � a 0 v Y w c 7 � � Q v w p � a T W L E Q c m ' c Y W N E C O ,0 m o � v �d o c E v C C o d O O" a m o v E v .. y C Ol v f ; v C O1 A ft v N C Ot VI In � E C E ° T N � Y O N C � f6 C C �eC WO! O a�Cai ra ! U F 2 v ' v o.✓ N � a v O vv Z 7 t6 O 0 in in a z° 0 0 0) Q0 X CL Z z z < Z Z 0 CD V10 z X D F- 0 Z. U -7 0 F- u W Z Z IL C) CD V) z LU (R:1 0 0 V) Z z 0 Z tD uj 0 < z < 5 0 0 u Ln LU LA cr� w 0 LU UJ LLI 0 Iz LL Z o O -Z LU 74' 'o 0 o 0 < Z z O O Z z n 0 V ri O z uj a 0 w z 5: LU O 0 cc w 0 1, vi im z n 0 Ix 0 Z z S N Ln 0 CD 2� LO frL FR �4 V C V Ln c— <Z> (-4 E Li m —3 CNA Zl- (D .2) cu 1.0 rl rl ti "0 Y 0 0 t Al –0 L IV 6 i9 0 u LL 0 E 0 .0 O -0 E E 0 O C) g: 0 I E (D 17 2 V 12 -0 0 0 E 0 3: V) wU a, ro CL O Z Z Z M 0 ui M o Z X 0 0 U z 0 O u LU la 0 cc� ui Z Z 0 0 "Lu ❑ LL 0 m Z O< < tue --j > O 0 u V) uj � ce 0 LU M LLA LLI O LL z Z 0 o F— Z- uj X CL —j —j ry U LU Of a, 0 x 0 z z 0 O F- U N LL mil' K w as uj uj > 0 Z LLI Z Z 0 o F- Z U Z F- < 0 Z = F- Z 0 P U z Z 0 u u < 0 �A (D U u U X z U 0 z 0 u O 0 C;: z W) 0- MI) 0 W) 0 CN CH, 04 N C14 co to to rs r- n rl n C0 33-Z z z U Ln �lx Z* 6, N F I- z r- � A CD II C, I�T = '0 0 c 0 0 0 10 tf -0 Y at cc 0 c� 0 12 0 E c E O C) w) 0 0 NI 0 d� (v T" E N o vU 0 Z 0 U') J N It w Z W = 4 Z 0 o 0 Z o Q) r a O = Z z o z ° z o Z 2 = Z 0 o Z O d o 0 �_ � � O � V N Z �v 4 �W m m W V o °> •o z h S Z x o c 0 O U ° Q m U z o o Z Z Z U °� w o zo o z V 0 7 DC Z e-I 6Q w V O Q 0 p N_ C ? V z Q Q rn z = 2 H Y LLJ rID In LL in O O vV� p E LL C Vx- Z Z 0 Z ° Z w� WO LU a r7 Y ? o �z LL m N VN�^1 0 LL W Q O O a Q 2 ° y L V J 2 = i N W Q o "^ G Q w LL 4 F, p O LIJ 0 U C) N 7 i Q l = W � w i W - ^ rrw V N. O o O LL' W ° z Z w S � Z m 0 w z � CL n O J N It w Z W = 4 0 N c Z Z o � o o D � Z w w m o_ � o ri o CL 41 v C v v C � O d `CJ VZ> O ' °o E m 3 d « O O M1` M v � C of c � v � r w c� o H ? y C Y d 0 m a Qj zz- rl N N IV f r-I r1 rK r-i ri rl H ri r1 rl a. �;� o_ N c c �m a� � &Q� o° Y c 0 `a z E N v v V a 0 C �6 O `o 3 V) c� 0 z 0 z O Z a- p O o V Z X c Z. r--1 z V) z LLJ 0 Z 0 > LU LLJ U- o O 5 0 0 u en V) UJ rlK 0 LLJ V C4 ui -j W wj F- 0 LL 0 1 LL z z 0 LLJ ry (n C) 0 z 0 < O Z Z Z z m 0 '4 Z LLI z 0 0 LL 0 a Z m 0 0 z F- z O .z 2L r ro 0 t -SL (D fn 0 �j cc 0 Q1 \A sz� t M 40 ,Zk E C O N m LO <z y 00 N -1r, E -0 0 Z O E 0 vi 0 z z o w z M u Z 0 C) CQ U r4 z O Z. O Z u w 2n —Z Jw z CL < g O (A z Q LLJ 0 xx Z Z 0 10 Lj LL Z LL 0 LLI <m 20 u 0 Ou Lij ry 0 rn LU v IN LU uj LLI 0 0 LL z Z 0 O LLJ CY-1 O O C) o z 0 ,4 Z Z 0 8 'n 4 Z 0 ce. z 0 0 2 Lu 0 LL 61 11 Z tb N L>l m 0 0 c 0 0 A CL 12 41) Jo� r_ x rl UJ S .1Z cc > CL -E LL) 0 z < Z, 0- LU 2 C m z Z L) Z6 Ell F , � cc 01 Eo uw UM 8, If 6 2 12 w 0 Or 4 u E :L T z CC- u 110 < z cc E 0 tb N L>l m 0 0 c 0 0 A 0 0 .4 ici 0 2o z z Z 0 JI Z�) IV 0 V Z' fn 0 z cc 0 IU U < uj > IQ, W o LLI Vw u .�j c z Z u- c c o LL, u z -0 1 ! i z c o ca z z 0 z 0 z, u <z LLI ry, o Z Ln �z co C < z m Z W T ui 'T CD ce R Z 0 Z Z > W.1 > 12 u LU z 0 L Lu a rc v 0 > U c <> 0 " u z ce f7- Ln c LU m en o C) z a LLJ V N =) w lo < 7- J - w 2 uj X o Z af 0 0 0 c, w Z L Z Lu m U z -o O � w 0 t 'o tA z z o LLJ 4b lo a) �4 C) C) — - o M CC f, z z LU 3: 0 z j z 0 c "i Z 0 0 75 -00 I � O N �D Ql h m a z O r �y Z a a w V Z o_ 2 O o 0 � m z d o 1 1 N z x O O V Z � o � m 4 � z Vl w w CL C p o 0 Q � m z o LLJ Q N O i Z z Z O OR };w W w Y a W m Z Ou W = t O J F 2 j g N Q 0 m C V' LU Va C w o V J h W SWS r OLL O Z Z o w O L.1J V a r J d d V w O N r, h Q Z o O c O z � z m a o 0 Z a Z O V r r O Q Z W w Z W O 0 N O LL V, 0 z O O r W w V- ) o � N tr �W �m w z Z i LL 0 ^ 0 = z i z J OZ ¢ W Z > O Q Z v z m �¢ (D Z U u L w r Z w W � Q ry, u z Z u a o o w < N a J u ^ Z � V 2 m V r-1 w � o J p z O 0 �cr w s w u7 o z V w z Z 0 r 0 w 0 s n fl '�" ham/ � ca �J 1 � O y N c 9 A � a a� .,.L. •v O S S V) a a c E o ° E o `O o .. w. v � ` � c m c V � m n v ` Y � a, y J Li ° v o ILI o c v x �.• h' E c °� ? d C11 � y O , A. p d 2r" ,y ry � a o o � •E � �"`" s � v a `0 d I o m O C N ^j E ° lei rl H 1"I py TI TI �"� TI t"1 c, m � _ o i V o_ 0 Z In Z -I i rn 0 N N � F- a z 0 W w F z Z N Q V w Z a x ,r z CQ G V z O V _V V) Q Q z W M ry `z W LL O J 5 O .W LL W 2 N- W O LL z L0 r ^W I..L J J Q V W 0 0 Q` Om = C � V N LL � V LU � W � OJ 0 O LU W ° o Q Z © v�l' LL Fx- ii z o m d a ~ g w U � Z o c Z �? g Z w o W z o zz O 0 2 ti O O z C �- H V O L D o V m 0 m < iA Q = rn z z 'y C) W z U rl h ��// v LL � O W F >C 7 N Z m 1 Q 0 7n w x j 0 7 U : � N yr Z � W N d O Q i 0 O Z n W o v i h w LL 0 4 l l Z H W = V m V w � C J ~ V) V J l7 Z V_ In TL � ry 'i Ol h Fx- O Z z V p O < Z � w O � 0 O ,y m Z 0 0 Z w 0 W z N n I n I n to to I r 1 ( n n I nto. to El Q` IA Q Ln © v�l' J i z ii z N d 7 R < <�' � I M ¢ aCi rl 00 C> rl qr r•I ti O O O 3 El IA © d 7 R t � M C a7 a rl rM r-1 rl r-i r•I ti cn H r-I 3 El IA i d 7 R t � M C a7 a rl rM r-1 rl r-i r•I ti cn H r-I 3 El k6 O v N v a v Y -0 0. ti MoD' x o F. c a o � Ll( °b 0 V a a m a a a Y E a° o E C C r-� Q o � Y v N p v v �N O C « rn E c y Z o a � m v m T, .3 UJ � A Y v o 7 u N Z •� N .i) Y � N � C 16 v @ i m N v O E p 2 ^ n a O .T d - u a a L c 0 V L a Z E w a a � � 41 dl o a a o O 'v vi C C '0O O v L v 'v y � o v � � 9 m � a v_ aL�i 4.3 61 OC v v � p d C >, m z Y o i 7 R � C a7 rl rM r-1 rl r-i r•I ti cn H r-I k6 O v N v a v Y -0 0. ti MoD' x o F. c a o � Ll( °b 0 V a a m a a a Y E a° o E C C r-� Q o � Y v N p v v �N O C « rn E c y Z o a � m v m T, .3 UJ � A Y v o 7 u N Z •� N .i) Y � N � C 16 v @ i m N v O E p 2 ^ n a O .T d - u a a L c 0 V L a Z E w a a � � 41 dl o a a o O 'v vi C C '0O O v L v 'v y � o v � � 9 m � a v_ aL�i 4.3 61 OC v v � p d C >, m z Y o rl rM r-1 rl r-i r•I ti ti H r-I k6 O v N v a v Y -0 0. ti MoD' x o F. c a o � Ll( °b 0 V a a m a a a Y E a° o E C C r-� Q o � Y v N p v v �N O C « rn E c y Z o a � m v m T, .3 UJ � A Y v o 7 u N Z •� N .i) Y � N � C 16 v @ i m N v O E p 2 ^ n a O .T d - u a a L c 0 V L a Z E w a a � � 41 dl o a a o O 'v vi C C '0O O v L v 'v y � o v � � 9 m � a v_ aL�i 4.3 61 OC v v � p d C >, m z Y o 0 Z o C, o _1 D v n H CL V Z 2 w Z 2 O z 2 Z = w w V O Z a z x � o � v O V N Z `�v Q U UJ W � CO w Z n =z o o a m w U Z = z r� z O z O 2 H =, u ° O z p U W z v z O i ri } V) W o Q o z V Z VI 0 m �S Q Z Y Z w ° W z U{ O X 0/ V Z 2 w Z O z Z z > w O Ci ) Y w : ¢ 0 hwh� W = GG Q z 0 V Q 'c�cC QUa' N rL ° V } C N W UM O O M �= Z C Q LL 4 w N O �/ D p L�f- O o Z ° w w N z 2 LU ° ° OC W U W W F- 0 �. m LL 0 Z o O 4 U U- z Z r w 6 w m U Z a N b 0 F ° d ti z K J d Z z w �w cr- O Z O V N Z W � n � Z O U O w w z N K N O G = D z w w w p 0 d o S 0 � M Y v -V a N ^` `4-^'s VG O (fin v o � o O z L 'V �O Qp Oy. az io az V ro T .�O 0 a O a a > a Y 0 c c o 3 A C o L Nm - O -may b L ry r v �'T m � Y d � C �y d C N .ro Y v _ Q L , - v 5 v � O w Y O m v W Z N �_ Vs•.'w, M x� z Q c c ri 0 0 c 0 0 0 0 0 0 0 CL 3 rl rl ti ri � ri o � o O z L 'V �O Qp Oy. az io az V ro T .�O 0 a O a a > a Y 0 c c o 3 A C o L Nm - O -may b L ry r v �'T m � Y d � C �y d C N .ro Y v _ Q L , N " o u E c ^ V) a � a y Z a o '3 c E a v o a d O A O n E m c o c .- C N � d v Y v v T � v C � m � H � m c O k d � ,. N w v c ; E °v ro «. T i0 m i - v 5 v � O w Y O m v W Z N �_ Vs•.'w, M x� Q c c N " o u E c ^ V) a � a y Z a o '3 c E a v o a d O A O n E m c o c .- C N � d v Y v v T � v C � m � H � m c O k d � ,. N w v c ; E °v ro «. T i0 m i w W N �_ Vs•.'w, M x� 0 0 c 0 0 0 0 0 0 0 N " o u E c ^ V) a � a y Z a o '3 c E a v o a d O A O n E m c o c .- C N � d v Y v v T � v C � m � H � m c O k d � ,. N w v c ; E °v ro «. T i0 m i w x� 0 0 c 0 0 0 0 0 0 0 rl rl ti ri � ri ri rl rl rl N " o u E c ^ V) a � a y Z a o '3 c E a v o a d O A O n E m c o c .- C N � d v Y v v T � v C � m � H � m c O k d � ,. N w v c ; E °v ro «. T i0 m i Z O O w 0 0 N O h 0 `0 U O = �w �a Z _ z z O �z w V O z d 00 z� z� Q V C w z =m LU _ rn w V °> o z h x Z Z) ° w 0 0 o a m 6 u z r-I z ° 2 Z z o o z o m a V Z } LU O p Vl w Z V O F Z ° Z C o U Z Ln v C, � m m Q Q = z uj O W z U O O L C[ 2 w 2 w z w z Q Z Z z z gg = W z a L} a Q 2 Q Q Z LL 0 o a J�,{ =x 2 p GG w N N W S O r z r� K l7 G Q LL Q LU 0 p O p z ° w LLJ V N = N 10 J w u ~w x cc w cG o p ° u° 0 w x W O w m U 0 Q G ~ o p a z w W ° n- rL n C Q U Y V w 0 LJJ w o`^ o N w l0 p hx � F 2 Z V O = 0 � o O s N > ¢ 2 O z w w w p m d � 0 z O rj m Y �i N z 1, CL { `4 LE ,u x.06 � � v iz n E c r ` � y o c E c � z � c m v v m J , _ c d Co a o c t+� z v ^ 7 ^ cJ, y C as o Q °° 0 C o 1 v x ,w m _ n i O P-4 rl rl ') Y c `�S Z 0 o w 0 o N o h ro x a V z o i W w r o z z z � z = w w V d O Z o_ (D 0 oo 'It m ¢� N z K d Q LL LU C W G = to J rn W Z O Z x LL D r O O o q W Oz V r—I z a Z Z p V "u z V ¢ O .1 o 7 a > F w ~ "a v o r C) a ? In CD c/1 a ° m a Q Ln m Q = z Z o z r W W Z Ox 0 w X r Li. w Z Z w Z =- O _ z Z z W w H uj C6 V- W O p Q q N ^2 O U v N O 0 � M Z ce a u°. W 'an w a, LL O O OLL W O ° ° L= G W w d W N z z o 0 0 H '04 V _ 2 � W m U z cc r2 O w ~ C r a 0 H e'r'r -'. 6 z w J = a O a O Cf J ti w 2 J N S Q � Y W = a r r O z Z. � w O V r-4 Z r h X LL r Z O Z V O z = r V ❑ 0 Q Q = 0 Z W W w C o � � 0 ,,..j m Y N¢i N a c O�< z T a o QDQ� 0 �0 d > d y a � c ° E o � R � C Y L c o e v a o w ,J o v4'r`t a a W R 6 s N a v _ iwy C a � j « vvc Q � C o o n a L 10 h 7 v a c >, c E '6 ` Y N O E n a °y V � « Z c E v v � � w o a n 0 o v m R o c a o' a a a « 3 a 0 R T. r C Q 2) c ll v Y C ) O1 � a hi m w 'v c E o R C N o a cc �. V a CD a lllz� CL At d IA a 5 ra � /n'i ° M EXI • `` Q �� 3 � V..4 N¢i N a c O�< z T a o QDQ� 0 �0 d > d y a � c ° E o � R � C Y L c o e v a o w ,J o v4'r`t a a W R 6 s N a v _ iwy C a � j « vvc Q � C o o n a L 10 h 7 v a c >, c E '6 ` Y N O E n a °y V � « Z c E v v � � w o a n 0 o v m R o c a o' a a a « 3 a 0 R T. r C Q 2) c ll v Y C ) O1 � a hi m w 'v c E o R C N o ry- 16 w O CQ z D 0 u C) V) z U-i Q 0 c� Li_ z LU �z LL 0 0 2 LLJ cl� LU T- 0 LL z 0 F- LU cl� m C) X 0 Z Z Z x - 0 o O m O 0 Z 0 z O O ry F- z z m z < O iJ N a, C> N vW 0 o V VI x I-- af 0 z ❑ z 0 < Z 0 C) ,4 z 0 C'J MLI L > 0 Z U- 0 LU L) C, Z 0 < z Lu Q K 0 Z < CO Z u LL z < Z o 0 u o 0 o ro 2 ro va o E o 0 ai o il Z 5 eo A, 0 o .2 ;L 7E Cll Si ro T m O ZO SOP 3>: C) 0 o 0 z Ir: 0 E 0 3: V) 2 0 z (D CD ri C T9 NJ CL U) 0 'a CDu CD 11-1) ILI 0 17s— co 0 m cv) 'ZI m zz SQ, ro 2 ro va o E o 0 ai o il Z 5 eo A, 0 o .2 ;L 7E Cll Si ro T m O ZO SOP 3>: C) 0 o 0 z Ir: 0 E 0 3: V) 2 0 z 0 N v n rn � a z O C w F z 2 a Z = Z V w Z a O o 0 � M Z Q O V z x O o v z ,-i Z O L J z t/i u+ w a p o 0 v m z rn W 0 O W Z Z z o 0 N VI 0 m Z O W 3: V W = J _ Q C V4 c ry N N O ° ^ G Q W vi C 10 0 W v =W n J W X ^' W F- O W O z 5� O �, w 0 � H J oz W a a J v Q U W ry z 0 z z p o z O a O Z Z C Z m a wo N w W m LU � W O Z 0 .o 4W U >Z .Z 'o w e _ Z J Z 0 4 co i C7 C_ Z Y L- L = L 1" ti z 3 a Z d a' Z J J N o V 5 N N 4 � O Ow � W 4 J w V Y G m l.1 rl w_ C h � J Q Z zC� W Z Y 0 � w � z w Y N o N G r J_1J r Z d N r a` N 4� v CL Q of � d c H rl rl rl rl N H rl rl rl y � 'O Z r O N yip v- o Ct �-5 �i O K 0 5 qi C O 0 a 0 N m m O m" "O VN1 0 G r r Z d a` N u � ov v of � N yip v- o Ct �-5 �i O K 0 5 qi C O 0 a 0 N m m O m" "O VN1 0 V v v � O 0 = F- EE U 'p N m �Z g a Z ll r r u � ov v of � d c H rl rl rl rl N H rl rl rl y � 'O Z r O V v v � O 0 = F- EE U 'p N m �Z g a Z ll o o w PJ 0 p rL } � � C 'a V a z o w z o � Z � Z q Z p4 = V p w a Z a 13 x O o m G o z W = m J 0 � W ^V ° o Z 2 Z D o 0 O Z Z m o a � v Z az _ Z s V w z O a O m V z > a O :E ri O �— z Y ~ V1 w z V Oy F V z c11 y m < Q a = Z Z O, Z ' Y W o W Z U O E O ry W Z w Z Z O Z ., N z � Z 1 7 LU W �k G a W Y Z a LLO m Z W Z JI W W x V W 2 J G LL O �( 7 Q V w 'dj r2 N N W D O ° °� ? a LL Q LU C o O o FOF g Z o w W U N = W 4 n W FX N. Z 0 0 v° O o r w � w � w m V Z Q W _ O w Q C ~ a o o ) 1 a z O w W d 0 0 J v z Z W N w r O Z O V N w t0 p F Z O z u 0 2 N O 0 CC N J Q O < _ O z Z � w w O ma �� z 0 rj m ]C Z E 0 a �- �� N M v~ � L 3 n� 0 IV v � �'14 CI N m C q1 �' `O S O N O N O O N N N � c O N O N C N O � N o.1 rCi c 0 o '' `✓t O� r C ` O zz, � a s � � tv-� 111 G� C3'� � ``� y`f�, -`. —,. ,, •. m O C c G. v �y � � co 1 ". C4 and v - Z E 0 a �- �� N M v~ � L 3 n� 0 IV v � �'14 CI N m C q1 �' `O S O N O N O O N N N � c O N O N C N O � N o.1 rCi c 0 o '' `✓t C ` O zz, � a s � tv-� 111 G� C3'� � ``� y`f�, -`. —,. ,, •. m O C c v �y � � co C4 VV v - L' V O r o ro Z E 0 a �- �� N M v~ � L 3 n� 0 IV v � CI N m C `O S O N O N O O N N N � c O N O N C N O � N o.1 rCi c aSl � way y`f�, y v � � C4 VV v - L' V O r c N O ) � i Ln m Y Y o �Q o ° a o 0 C y v y M k @ N O C � 16 LJ' S O N O N O O N N N C N O N O N C N O � N o.1 rCi c y u o T- c z 0 < 0 . r z 0 Z C, C\, 0 z LL N 3 j �` 0 LU co Ni- (z-3 LLJ , ;, > U 0 z Z Cc: D U, 0 0 4z 'o Z, z z z 0 U0 16 0 r) z z C, z ca s < Z) W W t5 0 WJ z 0 2 LU 0 7' Z R Z LD P ) - Z 0 p z Z S 7E M W LL 0 —j > (L 0 0 0 u w WN. 0 cr a 2 "It < LL uj - 6 E U, Ou Z. C: 0 < = 2 UJ X ul N. =ZD, o 14 :6 -6 Z LL z -E Qr, Z 0 oz C" O� LU 0 cr, < LLJ 3: 0 0 J z z 0 CC, Z 0 4 0 cr z 75— 8080 C7- 0 CL Q� o O x 0 a" c `Z z z 75 z iE u E 0 Z 0 z < U3 Z Z> :3 cc go LU ci U 1 8 a z n = Z x o U- Z) 0 0 ZC Uj Z' X0 z 5 cd i co t z z ZUO Z< 0 < Z W > z 0 Pm a Z < LM < z L) 0 t uj p 0 Cd LU Z Zo CG l7 gz oz- C6 7S > ca w C6 0 U- > 0 0 0 0 u 2 LU 16 0 rn Z 0 7F: W lu- UJ X (D 2 0 o o V' Z r4 w 7s ZZ: IV, t 0 CL = E z z < u LLJ Q) Z 0 0 z O Pn T I'l 2 Z < 0 < 0 W z C-6 (-6 E 8 Si N C, Cd 0 o F o 0 w o ° N �o O i4 U a z o = z 'z 0 z 2 °s '� z O = z w U z a Z m x O m D p ui V N Z �v Q U 2 w m W Z ^ =z O p o Q m w V z z r—I z 0 � z z V � z O Z Q O f r-I Z > f - z H K w z V rOr 0 v� u Z °m a m 4 < < m z r Z Z Y W ° W z O r O 0 O O cl� w = W Z z Z Z z ° w w \w a C2 ? Q se °GG u N W S w 0 Q W Q LJJ O 0 o ° o z o W w u N m e O 2 J ^ W F— w F l9 z LL O O z O O �_ V w Z of ° W m U Z t� O a W W x � O F O z z J c z Q � Y L11 H w N O Z O V N w � Q ^ z 0 Z V O z H _ ° v~ O m � Y Q 2 Z W W z O m a � � ° 5° Y a Q C \�• Z j m Z 1 C � D Iz 1H 1H 1H r-I ti I� Ilk 1"H 1N c c" In M Zr o R A � c a o _ a as � y u °a V � v A a ai � o o � o a n a = � a a T r C y o qv c c m 3 �o v a u a d r a p d L � c m c � c L C a m a a v C 'j cc A 0 v Q v d /l p a LL E Q c z m c y Y H 6 E c v v - ` A a « � o c E v e � � u o a 1 o p m � C m + .a a' 3 m m v . C E ° c T N m O N G O J v v Q � .O o• H N w " Z.. «.W Q o � m k 1. 1 Iz 1H 1H 1H r-I ti I� Y'H 1"H 1N r-1 ti ti ti ti •..+I ti rl H iH m c y Y H 6 E c v v - ` A a « � o c E v e � � u o a 1 o p m � C m + .a a' 3 m m v . C E ° c T N m O N G O J v v Q � .O o• H N w " Z.. «.W Q o � m k 1. Z VI O O W O � Lf d Z O S z z 0 z °� Z z O V w a 0 Z a z 0 m F O v V N Z �v d uffi m n o w u °> o z =z Do LL O V a m " o i� z l7 O Z z v I— p z z v � o z o z ~ w V O ti Z a `2 Z 0 0 Z un < Q ¢ ¢ 0 z m Z ~ Y W ° W Z U h 0 0 z z Z o Z Q W 0 m z LL W L W = V 0 W = J L W {. O j V N J t x o j0.5 W� O 0 M e z C tm 0 U G c LL q LU �2 O 0 w N o z o W G a 2 J O w U ++ x W ix- y LL � oO LL o O v° F S w z O a b z � z LU u a p 0 a N O z C J v w z Q Y U V Q W S E 0 N O Z O V N w z O Z V O = Z �- z H lal o O z N 0 Q = ;E z Z °o a c cz ° 5 O ~ � Y a Q L. .1 .0 f '� .t. M m CD �`w � •J•�.V yS'Y -01 \+ �• Z` � rl `.. ti rl ` Q a Q L. .1 .0 f '� .t. M m CD <i u .g N o a a Y v a y Y �ro w 'V � o o � �a a �- a � a v T C W ro ° E c e a L L u a >, v � a v _ a c c fi c v 's d � v a � Y v a � c ro m a e a Y - ro r 5 d � o dn ro o i Q � v 5 m w O n �`„ c f yS'Y \+ �• Z` rl `.. ti rl ` Q rl ri rl ri (J -r C °v <i u .g N o a a Y v a y Y �ro w 'V � o o � �a a �- a � a v T C W ro ° E c e a L L u a >, v � a v _ a c c fi c v 's d � v a � Y v a � c ro m a e a Y - ro r 5 d � o dn ro o i Q � v 5 m w O n � roe y L � � Val u a v La, u � a e c a a o a m Q p m� C ro O c ar a L-. a a 3 d 0 ro � C ro a a a t .. N c `o w E ° v T N aL+ O N c O (o G N O V E n m E V 0 9 v a � O W o' w x �- �n F m ` .rsras€sa O v .o) rl .--I ti rl v-I r-1 rl ri rl ri � roe y L � � Val u a v La, u � a e c a a o a m Q p m� C ro O c ar a L-. a a 3 d 0 ro � C ro a a a t .. N c `o w E ° v T N aL+ O N c O (o G N O V E n m E V 0 9 v a � O W o' w x �- �n F m ` .rsras€sa O v .o) O (D . V� E -0 S 1 26 .0 ul S.- 0 Z �2 �lz F�-ti L < 0 t,j Of ZR C), O CL ;F4 z c u U 0 Lli LU (D D LL o 0 w z 6 z E < 0 z Z:, Le 0 cc 0 z 0 < z U , Z > Z C) < LA �z < Z 0) z z LU 0, uj z 0 o LL -Z Z0 Z ID cn z 0 oz 0 U- w 0 w z > 0 § w C) U 0 0 cl: 2 Q LU 0 L" z C) t LLJ u w LU uj LU x ID 2! c 0 2f 0 C) u LL z U 0 C CL u E c cG z z C c < Lli 0 .21 0 ,4 IC O (D . V� E -0 S 1 26 .0 ul S.- 0 Z �2 �lz F�-ti L < 0 t,j Of ZR Z _ U IZ CL z u O = % a D ? Q v Q = z z O v� z to \ _ Z rri N du k -y ui ,� x _ `� co Lu � x Z p z Z m O (1 o a W g x Z e DO r I\l v w z d u z z In Om m < co Q ¢ a a z m Z H z W O W z Qd N 0 O K � 0 LL Z Z O t ,z W 5 LU z Y 0 m Z LJ W x V N m y Y t a o ui LL A O o =° 9 W J W X � �L ° z 0 O p W Z �- W O �Wce ro :/1 N 4 4 V. ° � J a z Q z W z •:,' J W W {4 w �y O w•. � _ W G - ..• C �O �O �O \O �O �O LO \O > ¢ � x ° w \ ti 1 1 \ \ -N- w w fn ^^ r 1 M M M Q 7 G FOr a Q � A v a i — Bf u m a 0 0 r _ a i u � a o cT 5 61 � E 9 c . L � o o. v « d a 0 x. v D i a c rn c � c d L C v Y� O1 v 6 3 � v Y m « T j o v a C N v C N a � v a E � 2 c � a a E c v v •L qv. c E � 4 c 0 a0a c o�� C � D� v N 3 w v c ' M A a cn a E ° c = ' « 0 N 7 C O N 0 E z v s a N O4 � L.O LIJi � a tea: �x Z ��uroE ca IIpa d Z 0 z Z iy Z Z y O v 7 Z z Q ® J CD wc �z F Y� o V w 00 Z l7 V C, v S o W ui s V °> 0 z x z x LL b U Z o z m \ \ \ \ \ t v 0 2 rl Nz v cr o a V w z O a O CL o r� z 7 tC \. \ \ \ \ '\ \ \ \ �• s a N z V O 1' 1 `. v 0 o N V Z a °m m Q c z Q a a a m x z v LLJ z ° w Z ° O v m 4d i O x �Y ~ w = V \ 3 c z0 o Y N w - LL � m OZNN�-++ Y Ay1 yt QO p W =s ¢ d O Q 0 O U o , J11 OZ Q 0` Lu p F P LL V 7 ¢ �n "ti m .10, vZiL oa W X Z C N Q Z 3 W W H W .N.'7 S N O .b N N CG E. O O.. O- _v .Y L m ", U O Z Or O Z U LL lu Z c tg- .j per• v� o .3 Y +. �a�'"" d o w z z LU 3 o J = v xN O v _ w o v J a = O C? O O O w f0 0 z Z On m a \ o � n 5 ® o n rti ti H H r-I rl H r�l rl t �0 "I C) a z Q u z 0 u u VI 4 z W r) 0 z W W 0 J 0 2 uj cy- W 2L ^r LL 0 LL- z 0 W CL J J Q u W cr- rn O N O W Z ,�Q O F z Z N 4 Z U Z d O o 0 Vf M 0 x O z_ z O v z z �z Z a a M O N ti C W Z CZ O U U � CL 0 m Z W V Wt = G O v N N O ° V Q 0O G N W 10 J W x 'W F" LL O w W O � i� z x d N v N ~' Ol O O Z Z Q W � K > Z O Z W w m a °o N N 7 O +�A s F °.S hS O w � U O w .Q a w LU w J m W D X W 7� a VI '^ 2. o'a ao" F, Z� m �b z a � o N ri U 2 d d � c vi a a y m Z O JJ ° d Q�lU� M �✓ M T D v N V N v w LU © p O Q q q v w � p z ° � Z a z_ z O d a — C V z O] Q 0] O C Q c m Z Y E t v q Z O l JJ Q N A LL Y d r U v w a O V y G a y c � O �, •- li � E c m w� V O O H O � � m V O r p p d '' o a m Wz z Z C V w < V1 N m v v d O z V (, 7 C Z wQ � � N Y _ • z o- N N 7 O +�A s F °.S hS O w � U O w .Q a w LU w J m W D X W 7� a VI '^ 2. o'a ao" F, Z� m �b N O c 0 a) o S. o E LIJ 4:,) o'? �Imo' Z 5'�� Ek 111V �o x iE u CD uk- z o u] co uj O u- 0 Lu Iz zo z o z 0 Z, P 0 z 4 0 z< - z z Q 6 Z V) 7 0 15 . < < Lm 2: Z Z z Lu LU z 0 O Z 0 2 Z z co 0 z, LL o LZ u VA O < o u L6 LLJ a 0 LU uj o —o uo 0 z� 'z- o w zr- z lo LU CL c) -o z z u ui LL u o I z z 0 < z E o N O c 0 a) o S. o E LIJ 4:,) o'? �Imo' Z 5'�� Ek 111V February 2, 2016 Committee of Electors: Robert Doyle Cain Michael Olivares Zachariah B. Riggs Daniel Robertson John Christian Kizer 215 E. WK/NNEY DENTON, TEXAS 76201 • (940) 349 -8307 • FAX (940) 349 -8596 OFFICE UF7RF-C7T77WA-1VA= Re: RECALL PETITION FOR THE REMOVAL OF KEVIN RODEN AS DISTRICT 1 COUNCILMAN Dear Committee of Electors: I have completed my review of your petition submitted to my office on January 26, 2016. The Denton City Charter charges me with reviewing your petition for sufficiency under criteria set forth in the Charter. I find your petition insufficient in that it fails to meet ALL the requirements of the Denton City Charter. In particular, your petition does not meet the requirements of Section 4.03 "Form of petition, committee of petitioners" which details the information required in the "Affidavit of Circulator." That section reads as follows: Sec. 4 -03. Form of petition, committee of petitioners. ... Attached to each separate petition paper there shall be an affidavit of the circulator thereof that he, and he only, personally circulated the foregoing paper, that it bears a stated nuinber of signatures (emphasis added), that all the signatures were appended thereto in his presence and that he believes them to be the genuine signatures of the persons whose names they purport to be. Pages 4 through 19 and pages 21 through 27 did not bear a stated number of signatures in the Affidavit of Circulator. Those pages are not in compliance with the above referenced Charter requirement. "Dedicated to Quality Service" www.cityofdenton.com Furthermore, your petition does not comply with Section 4.13, "Filing and certification of petitions, recall election" of the Denton City Charter, which details the number of qualified voters needed to sign the petition. That section reads as follows: Sec. 4 -13. Filing and certification of petitions, recall election. ... and whether the petition is signed by qualified voters of the constituency of the councilmember who removal is sought equal in number to at least twenty -five (25) percent of the number of the votes cast for that councilmember and all of his opponents in the last preceding general municipal election in which he was a candidate. The number of votes cast in the last preceding general municipal election for Council Member Roden and his opponent, Doyle Cain, equal 528 of which 25% equals 132 qualified signatures required on the petition. I have been able to only certify 19 signatures on the recall petition in light of the failure of compliance with Sec. 4.03 requiring a statement in the Affidavit of Circulator of the number of signatures on each page of the petition. I am unable to certify that your petition, filed on January 26, 2016, complies with all mandatory requirements of Denton's Charter. Therefore, after careful review, I declare the petition insufficient. You may refer to the Denton City Charter with regard to your options. Sincerely, Jennifer Walters City Secretary cc: Denton City Council Council Member Kevin Roden, Council Member District 1 George Campbell, City Manager Anita Burgess, City Attorney City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ���'u'� I�ui�im�lll��l� www.cityofdenton.com ������������ Legislation Text File #: ID 16-218, Version: 1 Agenda Information Sheet DEPARTMENT: City Manager's Office CM: Date: George Campbell, 940-349-8307 February 16, 2016 SUBJECT Receive a report, hold a discussion, and give staff direction on the Denton Renewable plan, utility activities, and activities related to the future power supply plans to meet the City's growth and needs. BACKGROUND Over the past five years the Ciry 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 responded to the City Council's direction to increase renewables by proposing the Renewable Denton Plan, a plan that will enable us to increase Denton's renewable energy from 40% to 70% by the year 2019. DME has engaged in public outreach by mailers, publishing information via website, and conducting open house meeting with the public on October 19th and 27th, 2015. DME has received feedback and comments on the Denton Renewable plan from these engagements. DME has presented the plan to the Ciry Council on November lOth, December l, December 15, 2015 and January 5th and January 26th. The Public Utilities Board conducted a public hearing on December 14, 2015 and recommended that the Ciry Council approve the Renewable Denton Plan by a 6-1 vote. The City Council conducted a public hearing on December 15, 2015. DME has conducted a public Question & Answer session on January 23, 2016. The Renewable Denton Plan was discussed in a joint Ciry Council and Public Utility Board session on February l, 2016. In its previous meetings, Council has discussed the possibility of a third-party review of the proposaL This item is posted to further that discussion, and to provide Council the additional opportunity to provide staff with direction regarding the scope of a possible review. Respectfully submitted: George Campbell City Manager City of Denton Page 1 of 1 Printed on 2/12/2016 I� rw<�;i���i Iry I c��r:}i=;l„r�nw MEMORANDUM TO: Mayor and City Council Members FROM: George Campbell, City Manager DATE: February 15, 2016 SUBJECT: Independent Review of the Renewable Denton Plan Mayor and City Council Members, In our recent discussions Council has indicated the desire to have an independent consultant review the proposed Renewable Denton Plan. Such an objective review should include but not be limited to an assessment as to how effective the RDP plan would be in reaching the Council's objectives regarding the further development of renewable energy, maintaining or reducing electric rates to our customers and maintaining the high degree of reliability that DME now enjoys as compared to other options. An item has been posted on the February 16 Council meeting agenda which will give you the opportunity to further discuss the Scope of Services the consultant will be expected to perform and the criteria by which the consultant will be chosen. While there has been a variety of topics and elements expressed as to what such an analysis/study should include it is my understanding of the consensus of the Council that an objective and qualified third party consultant would: • provide a review of DME's proposed Renewable Denton Plan and; � consider the processes that led DME to recommend that plan including the thoroughness with which DME examined other options and technologies and; � consider the proposed plan in light of Council's long standing direction to increase Denton's use of renewable energy while protecting rates and reliability and; • have the resources and time to focus on this engagement and complete our desired scope of wark in a roughly 60-90 day time frame. The following is therefore my recommendation for a Scope of Wark based upon my understanding and consideration of the Council's direction as well as comments I have since received from Council members. Scope of Work The Consultant shall perform the following in a professional manner: • Review of the Renewable Denton Plan (the Plan). Consultant will read and review applicable charts, graphs, narratives, cost estimates, spreadsheets, and other materials, and discuss with DME staff as necessary to understand the elements and logic of the Plan. • Review other options considered by DME to serve load with an increasingly renewable portfolio. Consultant will review applicable charts, graphs, narratives, cost estimates, spreadsheets, and other materials, and discuss with DME staff as necessary to understand the alternatives to the Plan that have been researched. • Determine what alternatives should be considered that would meet the Council direction regarding renewables, rates, and reliability. Consultant will identify risks, and determine whether DME should make modif'ications or explore other alternatives. • Report findings to Denton City Council. Consultant will create an Executive Summary of their findings, and present their findings to the City Council. Credentials: Once the council has determined a scope of wark, the City Manager will recommend a consultant or consultants who are both qualified and available to perform the analysis. In light of the financial ramifications associated with delays, timeliness is assumed to be an important consideration. The RDP, as proposed, has been projected to result in a calculated savings in energy costs alone, to the ratepayers approaching $500,000,000 over a twenty year period. The consultant will need to possess the knowledge and experience below and meet criteria as follows: • ERCOT and nodal market — Record of previously completed proj ects that have resulted in an implementation of consultant's recommendations Electric generation technologies including storage and natural gas. The consultant chosen should also be able to assess the current RDP based upon his/her knowledge and experience as measured in comparison to other technologies including residential and commercial rooftop solar, battery storage, compressed air storage, pumped hydro storage and liquefied a�r storage. Consideration of demand response and energy efficiency as strategies to help Denton increase renewable power while protecting rates and reliability. • Experience and proven record for implementing plans and strategies and operating in the market space with responsibility/accountability for P&L. Knowledgeable about current best practices in integrating renewables into an ERCOT utility portfolio to serve load while minimizing both rate impacts and risks. • Issues related to integrating large amounts of renewable energy (utility scale) into a portfolio. While the Scope of Wark outlined above will not result in a complete new study of every technology or of every issue brought forward by various individuals or groups it will allow a qualified, knowledgeable, and experienced consultant to assess the degree to which DME has studied available data and incorporated their findings into a proposal intended to also meet the city's stated goals and objectives. It will allow the consultant to draw conclusions and make recommendations that will assist Council to move forward with the most reasonable, cost effective, beneficial plan for Denton's future. I appreciate Council's consideration of this recommendation and your further direction. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ���'u'� I�ui�im�lll��l� www.cityofdenton.com ������������ Legislation Text File #: ID 16-145, 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, discuss, deliberate, and provide staff with direction regarding real estate matters related to DME Hickory substation, located at the intersection of West Hickory and South Bonnie Brae in the City of Denton, Texas, and specifically concerning certain real property located at 1224 N. Bonnie Brae; where discussions 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 condemnation or acquisition of the real property interests where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [Hickory Substation/ID 16-144] City of Denton Page 1 of 1 Printed on 2/9/2016 I� rw<�;i���i Iry I c��r:}i=;l„r�nw City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON File #: ID 16 -226, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code, Section 551.071. Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters relating to (1) the annexation or extension/renewal of non - annexation agreements for eligible properties; and (2) the extension of a non - annexation agreement for a property to be developed pursuant to Texas Local Gov't Code, Chapter 212, Subchapter G, and to provide the City's attorneys with direction, where a public discussion of these legal matters would clearly 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. City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON File #: ID 16 -227, Version: 1 Legislation Text 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, discuss, and provide staff with direction regarding Public Improvement District laws and procedure, status of Rayzor Ranch Public Improvement District No. 1, and related agreements. Consultation with the City's attorneys, regarding legal issues 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. City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FO ' Legislation Text File #: ID 16 -240, 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 acquisition of real property interests located along Mayhill Road from E. University Drive to Colorado Blvd., in the City of Denton, Denton County, Texas; where discussion, 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 including, but not limited to, the following eminent domain lawsuits: City of Denton v. Robert P. Donnelly and Dana Donnelly, City of Denton v. RTS & M, LLC, et al., and City of Denton v. 551 Mayhill Joint Venture, et al.; 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 both present or potential administrative proceedings or lawsuits. City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 16 -254, 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 WGBP Investments, LTD. This discussion shall include commercial and financial information the City Council has received from WGBP Investments, LTD, a business 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 WGBP Investments, LTD. City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON File #: ID 16 -255, Version: 1 Legislation Text 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 sale of real property located at 1224 N. Bonnie Brae St., 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 present or potential administrative proceeding or lawsuit. City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DEN'FON File #: ID 16 -262, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Consultation with Attorneys - Under Texas Government Code Section 551.071 Consultation, discussion, deliberation and receipt of information from the City's attorneys involving legal matters relating to: the proposed leasing of Federal lands in the State of Texas around and near Lake Lewisville for oil and gas development; procedures for protesting of such proposed leasing, and; time limits associated with any such protest. Public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 16 -111, Version: 1 Agenda Information Sheet SUBJECT Denton Citizen Forester City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 16 -184, Version: 1 Agenda Information Sheet SUBJECT Beulah Harris Day City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 16 -219, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Recognition from the North Central Texas Council of Governments (NCTCOG) Public Works Council as a new Integrated Stormwater Management (ISWM) Silver designee. City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTON Legislation Text File #: ID 16 -278, Version: 1 Agenda Information Sheet SUBJECT National FCCLA Week City of Denton Page 1 of 1 Printed on 2/12/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 16 -189, Version: 1 Agenda Information Sheet SUBJECT BC Groves regarding red light cameras. City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -049, Version: 1 DEPARTMENT: CM/ ACM: Date: Transportation John Cabrales, Jr. February 16, 2016 Legislation Text Agenda Information Sheet SUBJECT Consider adoption of an ordinance of the City of Denton, Texas providing for two -hour restricted parking spaces from 8:00 a.m. until 5:00 p.m. on Monday through Friday in the parking lot located on the west side of Railroad Avenue between Hickory Street and McKinney Street providing for an area of two -hour limited parking spaces; providing for an area of parking spaces only for the use of City of Denton employees or visitors conducting business at City Hall East; providing a repealer clause; providing a savings clause; providing for a penalty not to exceed $500 for violations of this ordinance; providing that violations of this ordinance shall be governed by Chapter 18 of the Code of Ordinances of the City of Denton; and providing for an effective date. BACKGROUND The municipal parking lot located at the northwest corner of Hickory Street and Railroad Avenue provides parking for visitors, customers and City of Denton employees stationed at City Hall East (CHE). Approximately 120 parking spots are available in this parking lot. Over the past 36 months, City employees based at CHE have repeatedly stated that commuters accessing transit services from the Euline Brock Downtown Transit Center located at 604 East Hickory Street are parking in the subject parking lot due to the increasing demand for limited commuter parking available at the Transit Center. Directional signage has been posted to encourage commuters to utilize the City of Denton public parking lot located one block east at 121 Exposition (Hickory and Exposition). Additionally, signage indicating specific parking spots in the southern portion of the CHE parking lot adjacent to Railroad Avenue are reserved for CHE visitors and customers. Visitors and /or patrons of the various departments located at CHE have registered complaints regarding insufficient parking and the inability to conveniently conduct business at CHE. Of particular concern is providing adequate parking for citizens needing access to City of Denton Customer Service and Municipal Court. Representatives from Human Resources have also indicated that appointments are frequently delayed or canceled due to lack of sufficient parking. City of Denton staff is currently working with Denton County Transportation Authority (DCTA) to identify other options to create additional parking capacity in the area, however, access to CHE for citizens, vendors, and City employees to conduct business at CHE needs to be addressed in the short -term. The proposed ordinance would authorize the Police Department to enforce two -hour parking restrictions in the area located from the south entrance to the parking lot exit drive onto Railroad Avenue adjacent to the payment drop box, identified in Exhibit 1. City of Denton Page 1 of 3 Printed on 2/9/2016 File #: ID 16 -049, Version: 1 The designated parking spaces will ensure adequate parking for citizens, vendors and City employees needing access to CHE. A minimum grace period of 30 days is contemplated whereby warnings or notices would be placed on vehicles parking in the visitor parking longer than two hours. Additionally, staff plans to work closely with DCTA to advise commuters of the proposed parking restrictions and encourage the use of the public parking lot located at Hickory and Exposition. OPTIONS 1. Approve the proposed ordinance 2. Approve the ordinance with conditions 3. Deny approval of the ordinance RECOMMENDATION Staff recommends approval of the proposed ordinance restricting parking in the southern portion of the parking lot to two hours and restricting parking to employees in the northern portion of the parking lot as described in Exhibit 1. ESTIMATED SCHEDULE OF PROJECT The ordinance would become effective 14 days after adoption. PRIOR ACTION/REVIEW Visitor parking signs have been posted in the southern portion of the parking lot and directional signage for public parking at 121 Exposition has been posted. FISCAL INFORMATION Less than $1,200 for signage and labor. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: 1. Organizational Excellence Related Goal: 4 Achieve high level of customer satisfaction EXHIBITS 1. Site Map 2. Ordinance Respectfully submitted: City of Denton Page 2 of 3 Printed on 2/9/2016 File #: ID 16 -049, Version: 1 Mark Nelson Transportation Director City of Denton Page 3 of 3 Printed on 2/9/2016 h rvvm d by I cx:ls i''I V z oc w z U Q w cn s: \legal \our documents \ordinances \16 \no parking cityhalleastparkinglot.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING FOR TWO -HOUR RESTRICTED PARKING SPACES FROM 8:00 A.M. UNTIL 5:00 P.M. ON MONDAY THROUGH FRIDAY IN THE PARKING LOT LOCATED ON THE WEST SIDE OF RAILROAD AVENUE BETWEEN HICKORY STREET AND MCKINNEY STREET; PROVIDING FOR AN AREA OF TWO -HOUR LIMITED PARKING SPACES; PROVIDING FOR AN AREA OF PARKING SPACES ONLY FOR THE USE OF CITY OF DENTON EMPLOYEES OR VISITORS CONDUCTING BUSINESS AT CITY HALL EAST; PROVIDING A REPEALER CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY NOT TO EXCEED $500 FOR VIOLATIONS OF THIS ORDINANCE; PROVIDING THAT VIOLATIONS OF THIS ORDINANCE SHALL BE GOVERNED BY CHAPTER 18 OF THE CODE OF ORDINANCES OF THE CITY OF DENTON; AND PROVIDING FOR AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. When signs and /or marking or any combination thereof are in place giving notice thereof, no person shall park a vehicle for more than two hours from 8:00 a.m. until 5:00 p.m. from Monday through Friday in the city parking lot located on the west side of Railroad Avenue between Hickory Street and McKinney Street. The parking spaces designated for two - hour parking shall be located from the south entrance to the parking lot exit drive onto Railroad Avenue adjacent to the payment drop box. SECTION 2. When signs and /or harking or any combination thereof are in place giving notice thereof, no person other than an employee or visitor conducting business at City Hall East of the City of Denton shall park a vehicle in a parking space designated as employee -only parking. The parking spaces designated as employee -only parking shall be located from the parking lot exit drive onto Railroad Avenue through the north side of the parking lot. SECTION 3. The provisions of Section 1 and Section 2 restricting the parking of vehicles shall apply on the designated portion of the above named city parking lot apply at all designated times except when it is necessary to stop a vehicle to avoid conflict with other traffic or in compliance with the direction of a police officer or official traffic control device. SECTION 4. All provisions of the ordinances of the City of Denton in conflict with the provisions of this ordinance are hereby repealed, and all other provisions of the ordinances of the City of Denton, not in conflict with the provisions of this ordinance, shall remain in full force and effect. SECTION 5. If any section, subsection, paragraph, sentence, clause, phrase, or word in this ordinance, or application thereof to any person or circumstances is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance, and the City Council of the City of Denton, Texas hereby declares it would have enacted such remaining portions despite any invalidity. SECTION 6. 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 7. Any person found liable of violating this Ordinance by a court of competent jurisdiction shall be fined a sum not to exceed five hundred dollars ($500). Each day that a provision of this ordinance is violated shall constitute a separate offense. The disposition of parking citations issued pursuant to this Ordinance shall be governed by Division 3 titled "Parking Violations Division" of Chapter 18 of the Code of Ordinances. SECTION 8. This Ordinance providing for a penalty shall become effective 14 days from the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record - Chronicle, the official newspaper of the City of Denton, Texas, within 10 days of the date of its passage. PASSED AND APPROVED this the day of ATTEST: JENNIFER WALTERS, CITY SECRETARY MN APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY J�� BY: Page 2 CHRIS WATTS, MAYOR 2016. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -105, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: February 16, 2016 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for enhanced right - of -way maintenance for select City of Denton roadway rights -of -way and public land; and providing an effective date (RFP 5925- awarded to Denton Lawn Sprinkler, Inc. in the three (3) year not -to- exceed amount of $430,860 and D &D Commercial Landscape Management in the three (3) year not -to- exceed amount of $526,143 for a total three (3) year not -to- exceed amount of $957,003). RFP INFORMATION This Request for Proposal is for an annual contract for services for the improved upkeep of public rights -of- way on specific City of Denton roadways. The City Council approved $125,000 in funding for Fiscal Year 2014 -2015 to develop and implement a pilot project to upgrade the scope and level of maintenance on specific roadways in Denton. Eight roadways (Teasley Lane, McKinney Street, University Drive, Country Club Road, Hickory Creek Road, Locust Street, Elm Street, and Mingo Road) were selected for inclusion in the pilot project. The maintenance services to be provided include but are not limited to: mowing, weed eating, tree care, and the removal of trash, debris, and illegal signage. City Council approved an additional $200,730 in funding for Fiscal Year 2015 -2016 to add more rights -of -way and public land to the program. This contract will be managed by the Community Improvement Services Division. Requests for Proposals were sent to 61 prospective suppliers. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Five (5) proposals were received but only four (4) of the proposals met the minimum qualifications. The proposals were evaluated based upon published criteria including compliance with specifications, indicators of probable performance, and price. A Best and Final Offer (BAFO) was conducted with the two highest ranked respondents. Clarifications were made with the respondents to gain a better understanding of how their pricing was determined, to ensure the respondents had a clear understanding of the scope of work, and to ensure that the respondents have access to personnel and equipment to adequately perform the contract work. The award for this contract will be divided into four (4) geographical districts -all containing road rights -of -way and drainage ways. Staff is recommending awarding Districts 1 and 4 to Denton Lawn Sprinkler, Inc., a local vendor, and awarding Districts 2 and 3 to D &D Commercial Landscape (D &D) as the best value for the City of Denton. City of Denton Page 1 of 3 Printed on 2/9/2016 File #: ID 16 -105, Version: 1 Staff is recommending award by District due to the large volume of acreage contained in the Enhanced Landscape Rights -of -Way Maintenance Program. Denton Lawn Sprinkler, Inc. offered the lowest pricing for Districts 1 and 4 and provided satisfactory references which include performing similar contract services for a neighboring municipality. District 2 contains 37.5 acres along Mingo Road that will require maintenance to be performed immediately adjacent to the railroad line. This will fall under the Union Pacific Railroad Beautification Lease which requires additional compliance with railroad regulations and will also be subject to close scrutiny by Union Pacific Railroad. Although D &D's price proposal was higher than Denton Lawn Sprinkler's for Districts 2 and 3, D &D has crew members currently certified in the Roadway Workers Protection On -Track Safety Program that is required by the Railroad lease. D &D also has more years of industry experience performing the scope of work that is required by Union Pacific Railroad. Therefore, staff ranked D &D Commercial Landscape higher in the evaluation process and feels that D &D's expertise provides the best value for the City. Services to be provided under this contract include cyclical services, i.e. weekly debris and litter removal and bi - weekly mowing, weed eating, and edging services during the growing season. Tree removal, pre- approved by the City's Forester, tree trimming, and herbicide applications are also part of the services to be provided. RECOMMENDATION Approve the award to Denton Lawn Sprinkler, Inc. in the three (3) year not -to- exceed amount of $430,860 and D &D Commercial Landscape Management in the three (3) year not -to- exceed amount of $526,143 for a total three (3) year not -to- exceed amount of $957,003. The total amount is comprised of $911,403 for the Districtsl through 4 cyclical services and an estimated $45,600 for the miscellaneous additional services. PRINCIPAL PLACE OF BUSINESS Denton Lawn Sprinkler, Inc. Denton, TX D &D Commercial Landscape Management Dallas, TX ESTIMATED SCHEDULE OF PROJECT This is an initial one (1) year contract which automatically renews for two (2) additional one (1) year periods, with all terms and conditions remaining the same. FISCAL INFORMATION The enhanced maintenance services will be funded from the Community Improvement Services Division General Fund account 4330001.7879. Payment will be made to the vendor after services are rendered, inspected, and approved for payment. The funding for Fiscal Year 2015 -16 was approved in the amount of $325,730. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. City of Denton Page 2 of 3 Printed on 2/9/2016 File M ID 16 -105, Version: 1 The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Organizational Excellence Related Goal: 2.1 Optimize resources to improve quality of City Roadways EXHIBITS Exhibit l: Evaluation/Best and Final Offer Exhibit 2: Ordinance Exhibit 3: D &D Commercial Contract Exhibit 4: Denton Lawn Sprinkler Contract Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Lancine Bentley at 349 -7489. City of Denton Page 3 of 3 Printed on 2/9/2016 txo .0 m y 0 z 0 z 0 z 0 z 0 z 0 z 0 z < 0 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 16 '70 c .2 'a txo m m 0 Z 0 z 0 z 0 z 0 z 0 z 0 z < 0 0 z 0 z 0 z 0 z 0 C:i -I O O 0 0 LL. "i c5 CD c5 .6 O O O O r-: C5 0 o LL L) 0 C. C -6 c 2 00 IA. ui o ui O 3 ui C5 "I r'l ca O 0 L) 10 tm Ol O LL bB lo 6o .. o m .. lo 6o .. o 6o .. o 'o E E E E E E E E E E E E E E E E E E E EE E E E E E E E E E E E o o o o o o m> o m> o m> o m> o >m o E bB E bB E bB E bB E bB E bB E b E b E b E b E b Im bB 'm bB m, bB m, bB m, bB 'm bB o o o o o o o o o o o 13 �o z ol 001 d lo 2, o o 'o ti _o I.: o- t- to Im m o o V u o wl 1. Im E lw w cm 7i v m m « o .7 cu -a co (L c o cL N cE 70 U. m 0) CO N 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 z 0 �w .2 0 0 0 0 0 0 0 0 0 0 0 0 0 0 z z z z z z z z z z z z z z LL. m C5 c5 1 oc� C5 C:� i.n vi C5 w 0 u O M lx- ui 0 Le cr o M O E E EE I o bB o bB m, o 'o -F �B >o 6o m > o 6o m > o 6o m > o 6o m > o 6o m > o E E E E E E E E E E E E E E E E E E E E E E E E E E E E E E > o m> o >m o m> o m> o m> o >m o >m o m> o >m o E bB E bB E bB E E E E E 1D E 5 E m bB m- bB m- bB I m co m co bB bB bB bB bB o o o o o o o o m 2i 1 - o m o m Jz Jz lw w _o -o _o o Z f ao O wl o o -o o 1. o mm Np o 0 E �5 o o tz -o -m -o E o lo m- o o o Ic cl o > w o E 2 2i E o o > o o' m, o o w c o z E E o , w 2 I o 1 ma o m z 2 o ml o o o o o 45 45 ml o 0 E 0 o o cu -a o o D- Q) a) fn 70 . r- U. m 0) co LM IN M LM cc 15 c5 E a E E E w E 1. o Z lo u �w E E o . . . . . . . . . . . . . . . c � . -F bB c 0 -F B . . 1 0 bB c 0 10 10 10 -F C, . C 10 0 -F �b . C 10 C, 7. C 10 v; m C, 7. C 10 C13 C, 7. C 10 E E (z� E E O E E O E E 10 E E T E E 0 0 0 0 0 0 0 0 0 E E E E E y0 E E E E E 0 E 0 < E Z z z z z z z z z m> 0 c m> 0 m> 0 >1 0 >1 0 10 w >1 0 u E >1 0 >1 0 - m >1 0 >1 0 >1 0 E bB E bB E bB E bB E E N 0 . 0 E E E E 10 E E c W cm -m E D m bB m- bB m- bB m- bB m cm m cm m cm b cm Ib cm b I cm Ib cm Ib o cu co -a 0 I 0 TT -I txo m o o o o o o o o o o o o o o o o o o o o o o o o o o < o o E z z z z z z z z z z z z z z z z z z z z z z z z z z o 3 o O o 0 0 0 0 0 0 0 0 o g 0 IA. J v o 1 o 0 c5 ui c5 ui ^ oo -C� oc� oc� fm 4 20 cwL . . . . . . . . . . . . . . . :� . 8 oo 0 IA. a w m x q I? q q . q . C? . C? . C? . C? . C? . C? C? q 'i I In 15 c5 0 Z Z 0 E a E E E w E 1. o Z lo u �w E E o E o oa E E E E E -7 ,B o 0' -F bB c 0 -F B . . 1 0 bB c 0 10 10 10 -F C, . C 10 0 -F �b . C 10 C, 7. C 10 v; m C, 7. C 10 C13 C, 7. C 10 E E u E E E E 0 m 0 E E 10 E E T E E C3 0 E E E E 0 u E E 0 E E E E E E E y0 E E E E E 0 E 0 E E E C3 E E Im E 0 m> 0 c m> 0 m> 0 >1 0 >1 0 10 w >1 0 u E >1 0 >1 0 - m >1 0 >1 0 >1 0 E bB E bB E bB E bB E E N 0 . 0 E E E E 10 E E c W cm -m E D m bB m- bB m- bB m- bB m cm m cm m cm b cm Ib cm b I cm Ib cm Ib 0 Z Z 0 a 2 3 w E 1. o Z lo u �w E -o E I o ga lo o oa u v 0 E v; m -m C13 u om E 2 0 m 0 Im 10 0 F T I C3 0 E 0 u 0 — y0 2 E 0 0 0 C3 Im ol E 4= c m E 2 10 w u E m - m m E 0 2 N 0 . 0 E 0 10 c W cm -m E D cu co -a 0 I 0 TT -I — 0 0 0 Z Z 0 HM IWI ISM C c 0 t0 N LL. LL. c CU co =5 -a — G 0 0 CL cu 00 o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z VT U1 VT U1 VT U1 VT O .2 0 . O 2 ti I 0 O I o m O 0 , 0 m 0 , 0 0 0 0 0 0 0 Q Z z z z l z z z z S2 z z z z u, Ix >- 0 vi vi vi vi m w ,Z; a mu aW my oil E X o o o o o o o E HIT Ti 0 M o. o. O .111- oo (L 0 0 2 Ol T .0 0 .0 2! 0 ul o u 1w w 0 H u u 2 41 0 (n u F o. C w CA r_ wu v r_ 0 w w :E r w w 0 M 2 0 1 m 1 0 M 2 0 o 'r- f I 2 M w o E W m = W.0 43 = m - - w w m = .§ w , -0 w .2 m m > 0 I 0 U Z -1 9 0 m > U. 0 u 0 > LLA w m E o n w 0 m E' 0 10 M 0 5F E O 0 E o o o o 0o 0 0 0 0 0 E Y An E E E o o o o w o o o o o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z o Z .2 0 . O 2 ti I 0 m 0 I o m , 0 m 0 , 0 0 0 0 0 0 0 Q Z z z z l z z z z z z z z m w ,Z; a mu oil E X o o m o E HIT Ti 0 M O .111- 0 0 2 Ol T .0 0 .0 2! 0 o u 1w w 0 H u u 2 41 0 (n u F w C w CA r_ wu v r_ 0 w w :E r w w 0 M 2 0 1 m 1 0 M 2 0 o 'r- f I 2 M w '6 W m = W.0 't - = m - - w w m = .§ w , -0 w .2 m m > 0 I 0 U > Lll -1 9 0 m > U. 0 u 0 > LLA w m E o n w 0 m E' 0 10 M 0 O 0 E o o 0 0 0 0 0 Y An EXHIBIT 2 ORDINANCE NO. 2016- ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR ENHANCED RIGHT -OF -WAY MAINTENANCE FOR SELECT CITY OF DENTON ROADWAY RIGHTS -OF -WAY AND PUBLIC LAND; AND PROVIDING AN EFFECTIVE DATE (RFP 5925- AWARDED TO DENTON LAWN SPRINKLER, INC. IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $430,860 AND D &D COMMERCIAL LANDSCAPE MANAGEMENT IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $526,143 FOR A TOTAL THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $957,003). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for Enhanced Rights -of -Way Landscape Maintenance services in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The items in the following numbered request for proposal for materials, equipment, supplies or services, shown in the "Request for Proposals" on file in the office of the Purchasing Agent, are hereby accepted and approved as being the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals. RFP NUMBER CONTRACTOR AMOUNT 5925 Denton Lawn Sprinkler, Inc. $430,860 5925 D &D Commercial Landscape Management $526,143 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 5925 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 12016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY • APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND D &D COMMERCIAL LANDSCAPE MANAGEMENT (FILE 5925) THIS CONTRACT is made and entered into this date , by and between Watts Ellison LLC, d.b.a. D &D Commercial Landscape Management, a corporation, whose address is 9076 Forest Lane, Dallas, Texas 75243, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP 5925- Enhanced Landscape Maintenance of Rights -of -Way, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Certificate of Interested Parties Electronic Filing (Exhibit "E "); (f) Form CIQ — Conflict of Interest Questionnaire (Exhibit "F "); (g) Contractor's Proposal. (Exhibit "G "); 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." EXHIBIT 3 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR BY: AUTHORIZED SIGNATURE Date: Name: Title: PHONE NUMBER EMAIL ADDRESS TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: mm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY GEORGE C. CAMPBELL, CITY MANAGER Date: EXHIBIT 3 Exhibit A Special Terms and Conditions Total Contract Amount The contract total for Districts Two, Three, and the additional "on demand" services shall not exceed $526,143 for the three -year term. Pricing shall be per Exhibit G attached (Districts Two, Three and Additional Services sections only). Contract Term 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 on the, U.S Department of Labor, Bureau of Labor Statistics, Non Seasonally Adjusted Employment Cost Index (ECI) for Total compensation for Private industry workers in Service - providing; natural resources, construction, and maintenance Index (CIU201 S000400000I). The price will be increased or decreased based upon the annual percentage change in the PPI. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the PPI change exceed a minimum threshold value of + / -1 %, then the stated eligible bid prices shall be adjusted in accordance with the PPI change not to exceed the 8% limit per year. The supplier should provide documentation as percentage of each cost associated with the unit prices quoted for consideration. Request must be submitted in writing with supporting evidence for need of such increase to the Purchasing Manager at least 60 days prior to contract expiration of each year. Respondent must also provide supporting documentation as justification for the request. Upon receipt of such request, the City of Denton reserves the right to either: accept the escalation as competitive with the general market price at the time, and become effective upon the renewal date of the contract award or reject the increases within 30 calendar days after receipt of a properly submitted request. If a properly submitted increase is rejected, the Contractor may request cancellation of such items from the Contract by giving the City of Denton written notice. Cancellation will not go into effect for 15 calendar days after a determination has been issued. Pre - price increase prices must be honored on orders dated up to the official date of the City of Denton approval and /or cancellation. The request can be sent by e -mail to: purchasin(cr�,cityofdenton.com noting the solicitation number. The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. Contractor Standards of Performance EXHIBIT 3 Monthly Time Standards - Contractors shall fully understand that the City relies on the services as described in RFP 45925 Scope of Services to provide vital municipal services, and the availability and reliability of the equipment is of the essence. With this in mind, the Contractor shall meet the following performance standards at all times. Labor disputes, strikes, and other events, except those beyond the Contractor's control such as acts of God, shall not relieve the Contractor from meeting these standards. For service category, the Contractor must ensure the given level of service is achieved, within the designated number of working hours. Contractor shall deliver services within specified times for 95% of all scheduled work orders, weather permitting. Performance Liquidated Damages The Contractor shall incur contractual payment losses, as initiated by the City for performance that falls short of specified performance standards as outlined below: • Delivery beyond contracted lead times • Performance below contracted levels (services only) The Contractor shall be assessed a one (1 %) percent fee each month when any one of the performance standards outlined above are not met in full. The Contractor shall be assessed a two (2 %) percent profit fee each month when any two (2) or more performance standards outlined above are not met in full. At the end of each month, the City will review the monthly reports and determine the percentage of penalty to be assessed to the Contractor's monthly profit margin. Payment and Invoices Payment processing: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices or services. Submissions which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty days after receipt of valid invoices for which services have been received unless unusual circumstances arise. The 30 -day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct deposit for payments: Contractor is encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: www.dentonpurchasin_g com. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201 -4299 immediately following a completed cycle each week. A pro -forma invoice shall be sent to the Community Improvement Services' contract administrator as identified in the Notice to Proceed. 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 shall be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order EXHIBIT 3 Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Invoices shall reflect the completed cycle's Inspection Report, signed by both parties. A copy of the completed and signed Inspection Report shall be provided by the Community Improvement Services' contract administrator within five (5) business days after the completed cycle. EXHIBIT 3 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City 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 only when the City actually receives and accepts the deliverables. EXHIBIT 3 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 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, EXHIBIT 3 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. 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 EXHIBIT 3 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 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. EXHIBIT 3 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 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 EXHIBIT 3 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 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 EXHIBIT 3 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 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 EXHIBIT 3 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 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 EXHIBIT 3 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 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, EXHIBIT 3 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 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 EXHIBIT 3 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 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 EXHIBIT 3 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 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 EXHIBIT 3 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 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, EXHIBIT 3 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 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. EXHIBIT 3 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 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. EXHIBIT 3 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 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. EXHIBIT 3 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 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 hqp: / /www.dol.gov /whd/contracts /dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD- 2509). EXHIBIT 3 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 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 EXHIBIT 3 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 INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: EXHIBIT 3 Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at anytime; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted. • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. Any deductibles or self- insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self- insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: ■ Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. ■ That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments EXHIBIT 3 originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted. [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non -owned autos. EXHIBIT 3 [X] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. [ ] Riggers Insurance EXHIBIT 3 The Contractor shall provide coverage for Rigger's Liability. Said coverage may be provided by a Rigger's Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form IH 00 91 12 11, Rigger's Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. EXHIBIT 3 ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ( "certificate ") -A copy of a certificate of insurance, a certificate of authority to self- insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food /beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: EXHIBIT 3 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and EXHIBIT 3 b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self- Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. EXHIBIT 3 Exhibit E Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish an original notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at: https: / /www.ethics.state .tx.us /whatsnew /elf info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Sign and notarize the Form 1295 6. Email the notarized form to purchasin(cr�,cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 — Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission's website within seven business days. EXHIBIT 3 Exhibit F 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. 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 7t" 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? E-1 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 Signature of vendor doing business with the governmental entity Date EXHIBIT 4 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND DENTON LAWN SPRINKLER, INC. (FILE 5925) THIS CONTRACT is made and entered into this date , by and between Denton Lawn Sprinkler, Inc., a corporation, whose address is 1040 Shady Oaks Drive, Suite 100, Denton, Texas 76205, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products and /or services in accordance with the City's document RFP 5925- Enhanced Landscape Maintenance of Rights -of -Way, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes. The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Special Terms and Conditions (Exhibit "A "); (b) Request for Proposal (Exhibit "B" on File at the Office of the Purchasing Agent); (c) City of Denton Standard Terms and Conditions (Exhibit "C "); (d) Insurance Requirements (Exhibit "D "); (e) Certificate of Interested Parties Electronic Filing (Exhibit "E "); (f) Form CIQ — Conflict of Interest Questionnaire (Exhibit "F "); (g) Contractor's Proposal. (Exhibit "G "); 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." EXHIBIT 4 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY CONTRACTOR BY: AUTHORIZED SIGNATURE Date: Name: Title: PHONE NUMBER EMAIL ADDRESS TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS BY: GEORGE C. CAMPBELL, CITY MANAGER Date: EXHIBIT 4 Exhibit A Special Terms and Conditions Total Contract Amount The contract total for Districts One, Four, and the additional "on demand" services shall not exceed $430,860 for the three -year term. Pricing shall be per Exhibit G attached (Districts One, Four, and Additional Services sections only). Contract Term 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 on the, U.S Department of Labor, Bureau of Labor Statistics, Non Seasonally Adjusted Employment Cost Index (ECI) for Total compensation for Private industry workers in Service - providing; natural resources, construction, and maintenance Index (CIU2015000400000I). The price will be increased or decreased based upon the annual percentage change in the PPI. The maximum escalation will not exceed +/- 8% for any individual year. The escalation will be determined annually at the renewal date. Should the PPI change exceed a minimum threshold value of + / -1 %, then the stated eligible bid prices shall be adjusted in accordance with the PPI change not to exceed the 8% limit per year. The supplier should provide documentation as percentage of each cost associated with the unit prices quoted for consideration. Request must be submitted in writing with supporting evidence for need of such increase to the Purchasing Manager at least 60 days prior to contract expiration of each year. Respondent must also provide supporting documentation as justification for the request. Upon receipt of such request, the City of Denton reserves the right to either: accept the escalation as competitive with the general market price at the time, and become effective upon the renewal date of the contract award or reject the increases within 30 calendar days after receipt of a properly submitted request. If a properly submitted increase is rejected, the Contractor may request cancellation of such items from the Contract by giving the City of Denton written notice. Cancellation will not go into effect for 15 calendar days after a determination has been issued. Pre - price increase prices must be honored on orders dated up to the official date of the City of Denton approval and /or cancellation. The request can be sent by e -mail to: purchasin(cr�,cityofdenton.com noting the solicitation number. The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. EXHIBIT 4 Cooperative Purchasing / Piuyback Option The contract will be available for use by all governmental entities, providing there is no conflict with any applicable statutes, rules, policies, or procedures. The governmental entities will have the option to use the pricing as agreed to within the resulting contract. Governmental entities will issue their internal purchase orders directly to the contractor(s), however, shall reference and cite the City of Denton contract number (Solicitation number) within the purchase order document. After award, the contractor agrees to pay a service fee in the amount of 0.25% of the dollar amount of all issued purchase orders generated from use of this contract. The contractor further agrees to remit the service fee by check on a quarterly basis for the previous quarter spent through this contract, to Julia Winkley, Contract Administration Supervisor, at 901B Texas Street, Denton, TX 76209, on or by the fifteen (15th) day of each month, following the end of the quarter. The Contractor shall also provided quarterly sales reports from the contract awards and Purchase Orders issued from the Contract, for the purpose of billing and collecting the service fee, and for compiling required purchasing history. This report shall be sent to purchasing(2cityofdenton.com on or by the tenth day of each month. The Contractor further agrees that the City of Denton shall have the right, upon reasonable written notice, to review the Contractor's records pertaining to purchases under this awarded contract to verify the accuracy of service fees charged to the Contractor. Contractor Standards of Performance Monthly Time Standards - Contractors shall fully understand that the City relies on the services as described in RFP 45925 Scope of Services to provide vital municipal services, and the availability and reliability of the equipment is of the essence. With this in mind, the Contractor shall meet the following performance standards at all times. Labor disputes, strikes, and other events, except those beyond the Contractor's control such as acts of God, shall not relieve the Contractor from meeting these standards. For service category, the Contractor must ensure the given level of service is achieved, within the designated number of working hours. Contractor shall deliver services within specified times for 95% of all scheduled work orders, weather permitting. Performance Liquidated Damages The Contractor shall incur contractual payment losses, as initiated by the City for performance that falls short of specified performance standards as outlined below: • Delivery beyond contracted lead times • Performance below contracted levels (services only) The Contractor shall be assessed a one (1 %) percent fee each month when any one of the performance standards outlined above are not met in full. The Contractor shall be assessed a two (2 %) percent profit fee each month when any two (2) or more performance standards outlined above are not met in full. At the end of each month, the City will review the monthly reports and EXHIBIT 4 determine the percentage of penalty to be assessed to the Contractor's monthly profit margin. Payment and Invoices Payment processing: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices or services. Submissions which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty days after receipt of valid invoices for which services have been received unless unusual circumstances arise. The 30 -day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct deposit for payments: Contractor is encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: www.dentonpurchasin_g com. Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201 -4299 immediately following a completed cycle each week. A pro -forma invoice shall be sent to Community Improvement Services' contract administrator as identified in the Notice to Proceed. 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 shall be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Invoices shall reflect the completed cycle's Inspection Report, signed by both parties. A copy of the completed and signed Inspection Report shall be provided by the Community Improvement Services' contract administrator within five (5) business days after the completed cycle. EXHIBIT 4 Exhibit C Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City 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 only when the City actually receives and accepts the deliverables. EXHIBIT 4 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 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, EXHIBIT 4 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. 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 EXHIBIT 4 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 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. EXHIBIT 4 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 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 EXHIBIT 4 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 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 EXHIBIT 4 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 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 EXHIBIT 4 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 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 EXHIBIT 4 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 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, EXHIBIT 4 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 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 EXHIBIT 4 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 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 EXHIBIT 4 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 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 EXHIBIT 4 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 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, EXHIBIT 4 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 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. EXHIBIT 4 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 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. EXHIBIT 4 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 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. EXHIBIT 4 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 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 hqp: / /www.dol.gov /whd/contracts /dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD- 2509). EXHIBIT 4 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 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 EXHIBIT 4 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 INSURANCE REQUIREMENTS AND WORKERS' COMPENSENTATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: EXHIBIT 4 Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at anytime; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted. • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. Any deductibles or self- insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self- insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: ■ Name as Additional Insured the City of Denton, its Officials, Agents, Employees and volunteers. ■ That such insurance is primary to any other insurance available to the Additional Insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments EXHIBIT 4 originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted. [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $1,000,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: • Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non -owned autos. EXHIBIT 4 [X] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' Compensation Commission (TWCC). [ ] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a $1,000,000.00 aggregate. [ ] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. [ ] Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. [ ] Riggers Insurance EXHIBIT 4 The Contractor shall provide coverage for Rigger's Liability. Said coverage may be provided by a Rigger's Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form IH 00 91 12 11, Rigger's Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than $ each occurrence are required. [ ] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. EXHIBIT 4 ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ( "certificate ") -A copy of a certificate of insurance, a certificate of authority to self- insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner - operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food /beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: EXHIBIT 4 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and EXHIBIT 4 b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self- insured, with the commission's Division of Self- Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. EXHIBIT 4 Exhibit E Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish an original notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at: https: / /www.ethics.state .tx.us /whatsnew /elf info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Sign and notarize the Form 1295 6. Email the notarized form to purchasin(cr�,cityofdenton.com with the contract number in the subject line. (EX: Contract 1234 — Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission's website within seven business days. EXHIBIT 4 Exhibit F 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. 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 7t" 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? E-1 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 Signature of vendor doing business with the governmental entity Date City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO File #: ID 16 -114, Version: 1 Legislation Text Agenda Information Sheet SUBJECT Consider approval of the minutes of December 1, December 7, December 8, and December 15, 2015. City of Denton Page 1 of 1 Printed on 2/12/2016 CITY OF DENTON CITY COUNCIL MINUTES December 1, 2015 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, December 1, 2015 at 12:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Council Member Roden, Council Member Johnson, Mayor Watts, Council Member Hawkins, Council Member Briggs, Mayor Pro Tem Gregory, and Council Member Wazny. ABSENT: None. Citizen Comments on Consent Agenda Items There were no citizen comments on Consent Agenda items. 2. Requests for clarification of agenda items listed on the agenda for December 1, 2015. Mayor Pro Tem Gregory asked about Consent Agenda item A. He stated that he noticed in the backup that there was a recommendation of a (9 -0) vote from the Economic Development Partnership Board but was wondering if it had gone before the Council Airport Committee. Aimee Bissett, Director of Development Services, stated that it went to the EDP Board because it was a contemplated incentive. 3. Work Session Reports A. ID 15 -962 Receive an update, hold a discussion, and give staff direction on the Road Impact Fee implementation. P.S. Arora, Wastewater Division Manager, presented the Mobility Committee recommendations to the Council. The Mobility Committee provided staff the following recommendations and direction to proceed on impact fee implementation. They recommended using $612 per vehicle mile that equated to a $3,000 road impact fee for a Single - Family home. Provide a rebate of 25 percent for all non - residential developments that equated to $459 per vehicle mile. After one year of implementation of the road impact fees, staff would provide specific examples on how impact fees were assessed for various proposed developments. This would allow adjustments to the road impact fee ordinance as necessary. Staff would present the road impact fee study and the Mobility Committee recommendations to the Developer's Committee and provide any feedback to the City Council. The Road Impact Fee and the Mobility Committee recommendations were presented to the Denton County Developers Alliance in their special called meeting on October 29. There was support for the Road Impact Fees in general and the Mobility Committee recommendations were not disputed. The only recommendation from the DCDA was to provide incentives in the infill area. Staff recommended the $3,000 Road Impact Fee for Single Family Home, a 25 percent reduction for all non - residential uses, and bring the Road Impact Fees ordinance for review by the Council City of Denton City Council Minutes December 1, 2015 Page 2 after one year of implementation and also review the infill impact fee implementation issues encountered. B. ID 15 -1171 Receive a report, hold a discussion, and give staff direction on the Denton Renewable plan, activities, and possible financial options related to the future power supply plans to meet the City's growth and needs. Phil Williams, General Manager of DME, stated that Council had given direction to look at renewables, rates, and reliability. In response to that direction, DME had prepared the Renewable Denton Plan. The Renewable Denton Plan included 70% renewable energy in various layers thru different kinds of wind as well as solar projects. This plan gave emissions reductions, cost savings, replaced coal generation, rate decreases beginning in 2020, 75% portfolio emission reduction, and two energy centers — quick -start units and space for renewable R &D testing. The proposal considerations included emissions reductions, cost savings over a 20 -year period, RFP bids for engines and RFQ bids on the design -build portion. He stated they had site control over a couple sites and were in negotiations on what the cost of those sites would be. The air permits for both sites had been obtained from TCEQ. One of the options for the engines for this would be from overseas and the exchange rates were favorable right now. Production tax credits would be extended. Interest rates at this time were very favorable. Discussion items for this afternoon included environmental questions, financing - voting options; energy consulting firm; public hearing process. Kenneth Banks, Environmental Services and Sustainability Director, fielded questions regarding amount of emissions, permitting process, ozone levels. He stated that the new plants could be near existing natural gas pipelines and likely would be powered by natural gas from the Barnett Shale. He stated that the plants could trigger enough demand for natural gas to see about 28 new gas wells drilled but he was not sure whether those new wells would really be needed or where they might be drilled. The plants could have a small impact on the area's ozone. Council discussion included quick start plants, trees to capture emissions from all plants, coal plants, market prices of wind power, wholesale gas prices, and solar and wind farms. Williams stated they could provide an update next month regarding TMPA future operations. He stated that they had scheduled a tentative public hearing for the December 15 Council meeting and the Public Utilities Board had scheduled a public hearing for December 14. They would also be asking for Council approval on a resolution to approve the renewable plan. General consensus of Council was that there were items that they needed more information on before they could consider the resolution. Bryan Langley, Assistant City Manager, reviewed the financing options. Option 1 was Revenue Bonds. This was a pledge of city utility system revenues. They could capitalize the interest during construction and one year after completion. There would be higher interest rates than with property tax pledge. No notice or election was required prior to the sale. There was no ability for the City to call a binding election under state law. Option 2 was Certificates of City of Denton City Council Minutes December 1, 2015 Page 3 Obligation. This was a pledge of property taxes and city utility system revenues. They could capitalize interest during construction and one year after completion. There would be lower interest rates than revenue bonds due to property tax pledge (difference to street maintenance bond). This required publication of a notice of intent to issue CO's with the first publication at least 31 days prior to the sale. CO's were subject to referendum by a petition signed by 5% or more of registered voters. There was no ability for the City to call a binding election under state law unless we received a petition. Option 3 was General Obligation Bonds. This was a pledge of property taxes (could administratively pay debt services from utility revenues). There were restrictions on capitalized interest. There were lower interest rates than revenue bonds due to property tax pledge (difference to Street Maintenance Fund). This required an election on a uniform election date (November or May) with a simple majority of voters to approve the bond sale. Council discussion included how other projects had been financed, debt to income ratio, debt coverage ratio for each utility system, instances when an outside consultant was used, what Council was looking for in a consultant, and using a phased -in approach. Consensus of Council was to delay decision on consultant until after the December 15 meeting. C. ID 15 -1202 Receive a report, hold a discussion and give staff direction regarding a policy for valet parking. Aimee Bissett, Director of Development Services, stated this item was for Council to consider options for creating a valet parking policy. In 2013, Economic Development was approached by Queenie's Steakhouse at 115 E. Hickory to request a permit to valet park cars for their patrons. Staff granted a temporary permit to Queenie's to allow them to offer this service to their patrons. The restaurant was currently operating under the following guidelines. The valet stand could be placed on the sidewalk. It could use one or two public parking spaces if the spaces were available. The service could politely ask a citizen to move to accommodate the valet parking. They could not request a citizen to move their vehicle. They could not block public parking spaces. Staff researched other cities to see what valet parking policies existed and discovered the following commonalities: most required a permit if operating the valet in public right -of -way; required to show the location of the valet box on a map; know the name of the valet company; insurance would name the City as an "additional insured "; know the hours of operation; know where vehicles would be parked; show that valet had a parking arrangement; and the valet stand had to be moveable. Bissett stated that staff had drafted a policy and could bring it back for approval if Council desired. General consensus of the Council was to move forward with the policy. D. ID 15 -1235 Receive a report, hold a discussion, and give staff direction regarding a proposed ordinance of the City of Denton, Texas, setting Planning and Development Fees City of Denton City Council Minutes December 1, 2015 Page 4 as it concerns gas well drilling and production in the City of Denton and its extraterritorial jurisdiction. Anita Burgess, City Attorney, stated that the City had adopted an ordinance with changes to the Gas Well Drilling and Production Ordinance in order to comply with HB 40. A corresponding fee schedule modification was proposed but Council had requested a consultant review the fee schedule. Burgess introduced Connie Cannady with NewGen Strategies & Solutions. Cannady stated that they had begun an analysis of the 2013 Gas Well Fee Study to incorporate changes resulting from the passage of Ordinance No. 2015 -233. The following were findings from the Gas Well Fee Analysis and included updated personnel costs and overhead using 2015- 16 budget and indirect cost study; updated time requirements based on anticipated activities required pursuant to Ordinance No. 2015 -233; and expanded fee schedule to include charges by gas well pad sites to encourage co- location of wells. Cannady reviewed — Updates to the SUP Review Fees related to gas wells. A SUP would only be required if a Watershed Protection Permit was required. Updates to Site Plan Review Fees related to gas wells. It was anticipated that there would be a number of gas well development site plans filed in the first two years, with a significant reduction in filings thereafter. Updates to Plat Review Fees related to gas wells. Based on changes in activities per discussions with City staff and an increased number of anticipated filings, the proposed fee for Gas Well Development Plat Reviews had been significantly reduced. Updates to Annual Inspection Fees related to gas wells. Annual inspections and administration fees had been updated to provide for a tiered approach based on the number of gas wells at a gas well site. Updates to all other fees related to gas well operations. Council discussion included recovering the City's costs, reducing the number of pad sites, fees that were consistent with the work being performed. Council direction was to have a meeting to discuss the policy of the reduction and the fees associated with that, bring the ordinance back as an action item, hold a courtesy public hearing on the ordinance before Council votes on it. E. ID 15 -1258 Receive a report and hold a discussion regarding the recall petition as against Joey Hawkins, Council Member for District 4, and the reasons therefor; and regarding the insufficiency of the recall petition and the City Secretary's declination of certification to the City Council. Jane Richardson, Assistant City Secretary, stated that the City Secretary received the petition on November 12 and had deemed it insufficient. The City Charter prohibited a recall petition be submitted before a council member had served six months. Although the election was held May 9, Hawkins was not sworn in for his second term until May 19. Following the completion of the Work Session, the City Council convened in a Closed Meeting to consider the specific items listed below under the Closed Meeting Section of this agenda. 1. Closed Meeting: City of Denton City Council Minutes December 1, 2015 Page 5 This item was not considered. A. ID 15 -554 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests generally located in Denton, Denton County, Texas, for the construction, expansion and use of electric power transmission lines, beginning at the North Lakes Substation of Denton Municipal Electric and proceeding east along Riney Rd, then turning north along Nicosia St., then east along W. Hercules Lane and terminating at the Denton North Substation of Denton Municipal Electric. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [North Lakes to Denton North transmission route] This item was not considered. B. ID 15 -1106 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. This item was not considered. C. ID 15 -1242 Deliberations Regarding Real Property - Under Texas Government Code Section 551.072; Deliberations Regarding Economic Development Negotiations - Under Texas Code Section 551.087; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate and provide staff with direction regarding the potential acquisition, exchange, lease or value of real property located generally in the 200 block of West Hickory in the City of Denton, Denton County, Texas. Consultation with the City's attorneys regarding legal issues associated with the potential real property matter where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. City of Denton City Council Minutes December 1, 2015 Page 6 D. ID 15 -1244 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 BUC -EE's, LTD. This discussion shall include commercial and financial information the City Council has received from BUC -EE's, LTD, 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 BUC -EE's, LTD. This item was not considered. E. ID 15 -1248 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located along the east side of Bernard St. between Eagle Drive to the north and Collins Street to the south, in the City of Denton, Texas; where discussions had, deliberation, and direction given 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; where 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. [Eagle Substation] This item was not considered. F. ID 15 -1274 Consultation with Attorneys - Under Texas Government Code Section 551.071. Consult with City's attorneys regarding ID 15 -1235 of the December 1, 2015 Work Session Agenda, as it concerns legal issues associated with that item where a public discussion of this legal matter would conflict with the duty of the City's attorneys under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall. 1. PLEDGE OF ALLEGIANCE The Council and members of the audience recited the Pledge of Allegiance to the U.S. and Texas flags. 2. PROCLAMATIONS /PRESENTATIONS City of Denton City Council Minutes December 1, 2015 Page 7 A. ID 15 -1278 Police Appreciation Day Mayor Watts presented the proclamation for Police Appreciation Day. 3. PRESENTATION FROM MEMBERS OF THE PUBLIC A. ID 15 -1247 William Jones regarding various issues concerning the City of Denton. Mr. Jones stated that his home at 2500 Ft. Worth Drive was torn down illegally. B. ID 15 -1275 Kim McKibben regarding a proposed building in the Fry Street Overlay District. Ms. McKibben stated that she owned Big Mike's Coffee on W. Hickory Street. She stated that with the building proposed for the Fry Street area there would be multiple traffic concerns on Oak and Hickory Streets. C. Additional Citizen Reports. Deborah Armitor, 2003 Mistywood Lane, spoke regarding Planning and Development Fees. She stated that citizens would like more explanation about why there was a need to reduce the fees per gas well. Marc Moffitt, 2708 Crater Lake Lane, thanked the council for their support of National Night Out. 4. CONSENT AGENDA Council Member Hawkins motioned, Mayor Pro Tem Gregory seconded to adopt the Consent Agenda and accompanying ordinances and resolutions. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. Resolution R2015 -042 A. ID 15 -967 Consider approval of a resolution of the City Council of the City of Denton, Texas approving a policy for aircraft tax abatement for the City of Denton to establish guidelines and criteria governing aircraft incentive agreements and aircraft tax abatement agreements; and declaring an effective date. Ordinance No. 2015 -370 B. ID 15 -1064 Consider adoption of an ordinance amending Ordinance No. 2012 -366, as amended by Ordinance 2014 -039, relating to Tax Increment Reinvestment Zone (TIRZ) Number Two, to add to the membership of the Board of Directors; repealing all conflicting ordinances and portions thereof; and providing an effective date. City of Denton City Council Minutes December 1, 2015 Page 8 Approved appointment C. ID 15 -1065 Consider appointments to the Tax Increment Reinvestment Zone (TIRZ) Number Two Board of Directors. Ordinance No. 2015 -371 D. ID 15 -1199 Consider adoption of an ordinance approving a City sponsorship in an amount not to exceed $6,000 of in -kind services and supplies for the 27th Annual Denton Holiday Lighting Festival to be held on the Downtown Square on December 4, 2015; and providing an effective date. Resolution No. R2015 -043 E. ID 15 -1225 Consider approval of a resolution reviewing and adopting revisions to the Investment Policy regarding funds for the City of Denton; and providing an effective date. The Audit/Finance Committee recommends approval (2 -0). Resolution No. R2015 -044 F. ID 15 -1226 Consider approval of a resolution revising Administrative Policy No. 403.07 "Debt Service Management" and providing for an effective date. The Audit/Finance Committee recommends approval (2 -0). Ordinance No. 2015 -372 G. ID 15 -1227 Consider adoption of an ordinance authorizing the City Manager to execute an agreement between the City of Denton and Music Theater of Denton (PY2016) for the payment and use of hotel tax revenue; and providing an effective date. ($5,250 - Hotel Occupancy Tax Committee recommends approval 3 -0) Ordinance No. 2015 -373 H. ID 15 -1228 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 an asphalt recycling machine for the City of Denton Street Department; and providing an effective date (File 5995- awarded to Cooper Equipment Company in the amount of $185,815). 5. ITEMS FOR INDIVIDUAL CONSIDERATION Resolution No. R2015 -045 A. ID 15 -1212 Consider approval of resolution casting votes for membership to the Board of Directors of the Denton Central Appraisal District; and declaring an effective date. Willie Hudspeth, 623 Newton, stated that he was disappointed in the way he was treated at the Appraisal District and did not feel the appointees to the board were very helpful in looking out for the homeowners. Bryan Langley, Assistant City Manager, stated that the Denton Central Appraisal District Board of Directors terms would expire on December 31, 2015. The Board of Directors served a two year term. In October, the City Council nominated Charles Stafford and David Terre to the City of Denton City Council Minutes December 1, 2015 Page 9 Board of Directors. DCAD received seventeen nominations and they were now requesting the City cast its votes. This year the City had 192 votes and the purpose of this item was for the Council to cast the votes for their candidate(s). Mayor Pro Tem Gregory motioned that 115 votes be cast for Charles Stafford and 77 votes be cast for David Terre. The motion died for lack of a second. Council Member Johnson suggested that all of the City's votes be cast for one person. Mayor Pro Tem Gregory motioned, Council Member Johnson seconded to approve the resolution with 192 votes being cast for Charles Stafford. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. Ordinance No. 2015 -374 B. ID 15 -1222 Consider adoption of an ordinance approving an Economic Development Agreement under Chapter 380 of the Local Government Code to promote economic development and to stimulate business activity in the city of Denton between the City of Denton and BUC -EE's LTD, regarding the development of an approximate 38 -acre parcel of land generally located on the west side I -35 E, north of Wind River Lane, in south Denton; authorizing the expenditure of funds therefor; and providing an effective date. Aimee Bissett, Director of Development Services, stated that this item was to consider a grant agreement for an incentive for an approximately 40 -acre retail development that was anchored by a Buc -ee's Travel Center. The proposed location was just north of Unicorn Lake along I -35 across from Brinker Road. The development included a 53,000 square foot retail store, fuel sales, and a car wash. It also included additional development on pad sites along I -35E, the proposed development was not a truck stop. It was a travel center that was intended for families to stop while traveling. The current zoning was Regional Center Commercial Downtown (RCC -D) with overlay conditions. The subject property was rezoned in 2008 from Regional Center Residential 1 (RCR -1) District to Regional Center Commercial Downtown (RCC -D) District with overlay conditions to provide additional buffering between the commercially zoned property and the adjacent residential neighborhoods. The current zoning designation permits all of the proposed uses, including retail sales and service, quick vehicle servicing and drive - through facility. The purpose of Regional Center Commercial Downtown (RCC -D) District was to create high density centers of activity including shopping, services, recreation, employment and institutional facilities supported by and serving an entire region. Per the Denton Plan 2030, the future land use designation was regional mixed use which included moderate and high density residential, commercial, office, entertainment and other uses except industrial. It was considered to be the highest level of scale and density within the city. It was located along the I -35 interchanges and primary arterials. The overlay conditions that existed included a 50 -foot landscaping buffer; no building within 100 -feet of residential City of Denton City Council Minutes December 1, 2015 Page 10 developments may exceed 40 feet in height; existing pond to remain; and an 8 -foot wrought iron fence. Bissett showed the proposed site plan. The total open space on Lot 1 was 11.67 acres. Fifty percent of the acreage would remain greenspace. The pond amenity included $1,394,766 in land costs. She presented renderings of what the project would look like. Access Improvements — the developer was willing to contribute $2 million in matching funds up front to expedite access improvements along I -35E. As a result, TxDOT had approved an additional $28 million in improvements in order to help with traffic and congestion in the area. Three areas along I -35E were slated for improvements in association with the construction of the Buc -ee's Travel Center: Loop 288 /Lillian Miller and I -35E — plans for the intersection of Loop 288 /Lillian Miller and I- 35E would include four lanes in each direction (two through lanes and two left -turn lanes), U- turns on each side of the intersection and pedestrian improvements. Brinker Road and I -35E - Brinker Road would be extended under I -35E and included two lanes in each direction, one turn lane, and U- turns. South Mayhill Road and I -35E — Mayhill Road and I -35E would be modified to include a U -turn on the western side of Mayhill Road. These improvements were scheduled to be completed in Spring of 2018. The developer would incur approximately $5.2 million in public infrastructure costs, including wastewater improvements, water improvements, storm sewer, paving, city street ROW dedication, and miscellaneous street lights and landscaping. Two neighborhood meetings were held on the evening of November 11, 2015. Notification was sent out to property owners within 500 feet of the subject property (122 notifications). Seventy - nine properties were represented — 40% within 500 feet, 30% in neighborhoods, and 30% community. Topics of discussion included the hours of operation, buffer requirements, traffic visual impacts, lighting, tax incentives, and crime. The Grant Agreement would require the developer to take the following measures to protect the neighborhood and minimize impact: Design and construct Buc -ee's substantially conforming to the Concept Site Plan. Maintain an average setback from all residential properties of at least 400 feet and a minimum setback of 200 feet. Photometric design would be used to mitigate the light impact to the neighborhood. Retain and amenitize the pond area with walking trails and seating. Provide an opportunity for the adjacent neighbors whose property lines directly border the development to provide input regarding the landscaping buffer and the masonry and wrought iron walls. Bissett stated that an incentive was the Council's only opportunity to require any developer to mitigate the concerns of the neighborhood. This project was zoned by right and this was an opportunity should you choose to incentivize the project to put these requirements on the developer to take as much care and consideration for the neighborhood as possible. It was a rebate of a percentage of local sales tax revenue only which means that it's performance- based. If they did not sell anything, they get no rebate. It was new revenue only. It was dollars spent in Denton that were not being spent in Denton today. The developer has indicated that as of his most recent study 96% of the people that set foot in a Buc -ee's store were not from the zip code where the store was located. It was a destination, a visitor attraction. The City would retain at least half of the sales tax revenue (net new revenue of approximately $400,000 per year to the City). The City would retain all of the property tax revenue (approximately $350,000 per year City of Denton City Council Minutes December 1, 2015 Page 11 including all developed parcels). The net benefit to the City was the equivalent of a 1 cent property tax increase without raising taxes. This project was the impetus for an additional $50 million value of TxDOT improvements that were now going to be constructed by 2018. The incentive would reimburse the actual infrastructure costs of $5.2 million. It would reimburse all or part of the TxDOT match up to $2 million. It would be incentive for Buc -ee's to take certain measures to protect the neighborhood, including maintaining setbacks, minimizing light impact — photometric engineer, retaining and amenitizing the pond area with access, walking trails, and seating; provide an opportunity for the homeowners whose property lines directly border the development to give input regarding the landscape buffer and the masonry and wrought iron walls to be constructed. In summary, the Economic Development Partnership had recommended approval unanimously. It included a Reimbursement Grant which included 50% sales tax rebate on all parcels for 3 years to reimburse $1 million for TxDOT local match. In addition it would be an Infrastructure Grant which would be a varying sales tax rebate for 20 years to reimburse $5.2 million for public infrastructure improvements. They would receive a 50% rebate on Buc -ee's anchor, sit -down restaurants, and retail establishments. They would receive a 25% rebate on other uses which would include commercial, drive thru, fast food, and service. The incentive would require neighborhood considerations which covered partial carrying costs on the infrastructure. In summary $1 million TxDOT reimbursement, $5.2 million public infrastructure, $1.9 million neighborhood considerations, interest, greenspace alone was $2.1 million. Total Rebate — estimated $8.1 million. Total Return on Investment to the City - $15.9 million. That was a 200% return — equivalent to 1 cent property tax increase at no cost to taxpayers. It was the only opportunity that required neighborhood considerations. Council discussion included tree preservation on the property, the site plan, underground storage units for gasoline, number of vehicles in a 24 -hour period, traffic impact analysis, and a buffer. The following individuals spoke regarding this item. Brandon Roper, 2505 Cape Hatteras Court, spoke in opposition Sarah Cruz, 3113 Widgeon Lane, spoke in opposition Pati Haworth, 1506 Highland Park Road, spoke in opposition Curtis Loveless, 218 N. Elm Street, spoke in opposition Marc Moffitt, 2708 Crater Lake Lane, spoke in opposition Willie Hudspeth, 623 Newton, spoke in opposition Earl Harrington, 3010 Santa Monica Drive, spoke in support Sparky Pearson - 309 Mosswood, Argyle, owner of the land, spoke in support Ken Gold, 2512 Natchez Trace, spoke in opposition Matt Battaglia, 114 Industrial Street, spoke in support Brent Camp, 1408 Teasley Lane, spoke in support Kacie Rice, 1408 Teasley Lane, Apt. 811, spoke in support David Zoltner, 2501 Timber Trail, spoke in opposition Chuck Carpenter, 1112 Pennsylvania, spoke in support Jeremy Moon, 2805 Valencia Lane, spoke in support Deborah Armitor, 2002 Mistywood Lane, expressed concerns about Buc -ee's but was not really in a position to make a decision in support or opposition Dan Hammond, Jr., 2002 W. Hickory Street, spoke in opposition City of Denton City Council Minutes December 1, 2015 Page 12 Chris Rosprim, 2113 Emerson Lane, spoke in support Narciso Tovar, 1925 Willowcrest Loop, spoke in support Ralph Ramsey, 4350 Indian Paint Trail, Aubrey, spoke in support Greg Price, 2216 Great Bear Lane, spoke in support Jennifer Lane, 1526 Willowwood Street, spoke in opposition Steve Watkins, 12 Hidden Valley, spoke in support Kjell Knutson, 16209 Dalmulley Lane, Dallas, spoke in support The following individuals submitted comment cards. Rick Wick, 4984 S. I -35E, support Kim Phillips, 414 Parkway, support Patrick Lenaburg, 122 Industrial Street, support Adam Gauarecki, 2931 Lipizan Court, support Jerry Mohelnitzky, 3005 Destin Drive, support Jason Ramsay, 113 W. Hickory, support Cierra Parker, 113 W. Hickory, support Kristin Allen, 113 W. Hickory, support Blake Dunham, 103 Burghley Court, support Zach Steward, 1515 Shadow Crest Drive, support Pam Spillman, support Jacob Garza, 806 W. Collins Street, support Christopher Rodgers, 5057 Golden Circle, support Nicholas Battaglia, 1030 Dallas Drive 41138, support Levi Smith, 114 Industrial Street, support Victoria Serrcuno, 919 Eagle Drive, support Tate, 210 S. Locust, support William Hutsell, 210 S. Locust Street, support Kelby Frederick, 3008 S. I -35E, support Kristi Frederick, 3008 I -35E, support Luis Sosa, 201 Inman Street, Apt. 10307, support Rhonda Tovar, 1925 Willowcrest Loop, support Monique Van Houten, 524 S. Carroll Blvd. 4225, support Travis Allen, 2010 Jacqueline Drive, support Sandy Swan, 1413 Cambridge, opposition Misty Gold, 2512 Natchez Trace, opposition Margo Ellis, 2007 Stonegate, opposition Anne Sullivan, 2225 Pembrook Place, opposition Jerry Drake, 2504 Shiloh Road, opposition Beaver Aplin, Jackson, Texas, the developer, spoke in support of the development. He stated that he had been in business for 33 years. He had never closed a store, never abandoned a store, and never intended to close a store. He stated that he had received a 380 Agreement in every community he had built a store in. It was a wonderful way to bring exceptional businesses to a community. Hawkins motioned, Briggs seconded to postpone this item to the December 15 Council meeting. On roll call vote, Council Member Hawkins "aye ", and Council Member Briggs "aye ", Council City of Denton City Council Minutes December 1, 2015 Page 13 Member Roden "nay ", Council Member Johnson "nay ", Mayor Watts "nay ", Mayor Pro Tem Gregory "nay ", and Council Member Wazny "nay ". Motion failed 2 -5. Johnson motioned, Roden seconded to approve the agreement with the applicant paying $2 million for the local match with the 5 -year re- payment plan. Gregory offered a friendly amendment to the motion in Section 2 — Grant Conditions — paragraph D — light restrictions — changing the word "more" to twice as restrictive as the Denton Development Code. Aplin was agreeable to the change and suggested changing the wording to .25 -foot candles. Gregory offered an additional amendment to Section 6 — Other Grantee Obligations — add Paragraph C — the site plan would be substantially the same as presented here including preservation of the trees along the back property line abutting single - family properties. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", and Mayor Pro Tem Gregory "aye ", Council Member Briggs "nay ", and Council Member Wazny "nay ". Motion carried 5 -2. C. ID 15 -1269 Consider nominations /appointments to the City's Boards and Commissions: Community Development Advisory Committee and Traffic Safety Commission. Willie Hudspeth, 623 Newton, spoke regarding this item. Council Member Briggs nominated Jodi Vicars -Nance to the Community Development Advisory Committee. Council Member Briggs motioned, Mayor Pro Tem Gregory seconded to approve the nomination. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Dalton Gregory "aye ", and Kathleen Wazny "aye ". Motion carried unanimously. 6. PUBLIC HEARINGS Ordinance No. 2015 -375 A. S15-0009a Hold a public hearing and consider an ordinance regarding a Specific Use Permit to allow a multi - family development on an approximately 16.061 acre property generally located on the south side of East McKinney Street (FM 426), approximately 1,500 feet east of Woodrow Lane. The Planning and Zoning Commission recommends approval of this request (6 -0), subject to conditions. Due to written opposition from property owners of at least 20% of the area immediately adjoining and within 200 feet of the subject property, a supermajority vote of all members of the City Council is necessary to approve the request. Aimee Bissett, Director of Development Services, stated the request was for a Specific Use Permit to allow a multi - family development on an approximately 16.061 acre property located on City of Denton City Council Minutes December 1, 2015 Page 14 the south side of East McKinney Street, approximately 1,500 feet east of Woodrow Lane. The proposed development included 322 multi - family units with supplementary amenities, including a business center, fitness center, swimming pool, two community centers, and an after school program. The project was proposed in cooperation with the Denton Housing Authority and all units would be subsidized by Low - Income Housing Tax Credits. No market rate apartments would be offered. Public notifications were mailed out to seven property owners within 200 feet of the property. Twenty -one courtesy notices were sent to addresses within 500 feet of the property. A notice was published in the Denton Record - Chronicle and signs were placed on the property. The applicant also hosted a neighborhood meeting in October at the American Legion Senior Center. Staff received written opposition from an owner of approximately 40.55% of the 200 feet area surrounding the property. Therefore, a supermajority vote of all members of the Council was required to approve the SUP request. The Planning and Zoning Commission recommended approval (6 -0) subject to the following conditions: Development of the site should comply with the site plan and landscape plan provided in the backup. The maximum number of units of the development should be 322 unites. The western access should be emergency access only until McKinney Street was widened and a median was installed. Building facades facing McKinney Street should have a minimum of 60% masonry building materials. Gables, windows, doors, and related trim might be excluded from the percentage calculation. Staff recommended approval with these conditions as well. Lance Van Zandt, 512 W. Hickory, spoke on behalf of the applicant in support of the project. The Mayor opened the public hearing. The following individuals spoke during the public hearing. Dick Kelsey, 206 Ridgecrest Circle, owns the property directly across from the property. Kelsey stated that he was in favor of the project, but the problem was the traffic on East McKinney Street. Michael Whitten, 218 N. Elm, representing adjacent property owner, Terrano Inc., spoke in opposition. Daniel McCormack, 1303 Campbell Road, spoke in opposition Rob Rayner, 607 S. Locust Street, Suite 101, spoke in opposition Willie Hudspeth, 623 Newton, spoke in support Roland Vela, 739 Ridgecrest Circle, not going to find many places in Denton that you do not find traffic, backed up to a single family property. Mike Hampton, 4311 Oak Lawn Avenue 450, Dallas, spoke in support The Mayor closed the public hearing. Mayor Pro Tem Gregory motioned, Council Member Briggs seconded to approve the SUP with the conditions as presented. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs City of Denton City Council Minutes December 1, 2015 Page 15 "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. 7. PRESENTATION FROM MEMBERS OF THE PUBLIC A. ID 15 -1251 Willie Hudspeth regarding City Hall. Willie Hudspeth, 623 Newton, protested citizen reports being moved to the end of the agenda. He stated that the IOOF Cemetery that was maintained by the City had deed restrictions that said if a black man was buried there the City would lose the property rights. He stated that Buc -ee's did not hire blacks and there would not be any blacks in management. 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. Council Member Hawkins stated that Lake Forest Good Samaritan Village needed access to high speed intereet and wanted staff to check into it. Mayor Pro Tem Gregory request a report from staff regarding the agreement with the Denton Festival Foundation regarding the use of Quakertown Park and the damage to the park during the Arts & Jazz Festival. Council Member Briggs requested a work session on economic development incentives. Council Member Briggs asked who she should contact regarding a significant amount of trash on Mingo Road right off 380 to get it taken care o£ Council Member Roden stated that the first official turkey trot had 1600 runners. Council Member Roden reminded everyone that this Friday was the Holiday Lighting Festival. City of Denton City Council Minutes December 1, 2015 Page 16 With no further business, the meeting was adjourned at 12:19 a.m. CHRIS WATTS MAYOR CITY OF DENTON, TEXAS JANE RICHARDSON ASSISTANT CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES December 7, 2015 After determining that a quorum was present, the City Council convened in a Work Session on Monday, December 7, 2015 at 11:30 a.m. in the Council Work Session Room at City Hall. PRESENT: Council Member Roden, Council Member Johnson, Mayor Watts, Council Member Hawkins, Council Member Briggs, Mayor Pro Tem Gregory, and Council Member Wazny. ABSENT: None. 1. Work Session Reports A. ID 15 -1239 Receive a report, hold a discussion, and give staff direction regarding issues with homeless individuals, panhandling, graffiti, and litter in the greater downtown area. Lee Howell, Chief of Police, stated that he would provide Council with information on the present state of nuisance issues, such as graffiti, litter, homelessness and panhandling in the greater downtown area and to seek direction on approaches to address these issues. Howell stated that the presence of graffiti on both public and private property had been an issue in the community for a number of years. He briefed the Council on the impact of graffiti and abatement efforts. He stated that with the continued growth of the downtown area, and the related increase of pedestrian traffic, there had been an increase in the number of complaints about the amount of trash and litter in the downtown area and reviewed efforts for trash collection and litter control. Council discussed different aspects of the litter and trash in the downtown area. Howell briefed the Council on the current trends in homelessness. He stated they were categorized as sheltered or unsheltered. A sheltered homeless person lived in some form of emergency shelter or transitional housing. An unsheltered homeless person lived in a place not meant for human habitation such as cars, parks, sidewalks, abandoned buildings, or on the street. Another categorization of homelessness was whether the status as homeless was temporary or chronic. Approximately 12 percent of the United States homeless population was considered unsheltered and chronically homeless. Howell stated that there was a strong relationship between the homeless and criminality involving minor crimes, such as public intoxication, minor thefts, trespassing, panhandling, and the like. As a community, Denton had a strong sense of civic duty in providing resources for the homeless. From soup kitchens to food banks, homeless shelters to housing vouchers, Denton had a host of community groups and organizations that provided some form of assistance to the homeless. Those that were temporarily homeless had ample resources available to help them on a parth to get back into long -term housing, including food, jobs, and other basic necessities. The primary community concerns with homeless people center on the chronically homeless. Many of the chronically homeless individuals had issues with substance abuse, mental illness, criminal records, or other conditions that prevented them from being able to use shelters, much less transition into more permanent housing. There was also a portion of people in this category that simply chose to be homeless. While the chronically homeless will take advantage of some City of Denton City Council Minutes December 7, 2015 Page 2 community resources, they generally were not going to make changes to their living condition. According to the latest survey, Denton had a total homeless population of 313 individuals. Among those, 26% report having a substance abuse disorder, 17% report having a chronic physical illness, and 20% report having a serious mental illness. Howell stated that a primary issue in the downtown area was the number of individuals panhandling, but it was an issue throughout Denton. Panhandling could be categorized into two areas: passive and aggressive. The majority of community members were more tolerant of passive panhandling in that they recognized the need and willingly offered to provide change or some other donation. Aggressive panhandling, on the other hand, often invoked fear among the community members and was far more likely to generate a call to local elected officials and /or the police department. Howell stated that downtown Denton was a prime location to draw in panhandlers and the homeless population due to the close proximity of social service providers. Howell stated that in looking for solutions to address both the homeless issue and the presence of panhandling was the need to balance the community's interest in providing help to those in need and the community's desire to feel safe. He stated that a strong police presence in areas more likely to attract homeless and panhandlers helped to deter criminal activity and to increase the public perception of a safe environment. He stated there was a concentrated effort to develop a strong working relationship between residents, merchants, and police officers to help foster a unified response to the issues of panhandling and the negative behaviors associated with the homeless population. The use of enforcement action had less long -term impact on these issues. Enforcement of laws and local rules provided an immediate answer, but also placed a burden on the community in terms of cost. There was a need to strengthen community collaboration around common community outcomes to reduce homelessness, better data collection and sharing; involvement of a wider audience of stakeholders, and more intentional effort to help educate and inform the community about solutions and community impact efforts. Council discussed other aspects of police presence, enforcement action, community relationships, social services, crime prevention, and possible solutions as it related to the homeless and panhandling. B. ID 15 -1298 Receive a report, hold a discussion, and provide staff direction concerning City of Denton Ethics provisions, and state and federal law, regulations, and policy related to ethics issues and regulation of the conduct of public officials. Anita Burgess, City Attorney, reviewed provisions in Resolution R2006 -003 which laid out the policies which would control ethics issues. She reviewed the provisions of Section 14.04 Personal Interest and Section 14.05 Nepotism of the City Charter. She reviewed the provisions of Section 2 -30 Improper Disclosure of Confidential Information in the Code of Ordinances. The Ethics Committee had recommended a revision that would be brought forward on the December 15 agenda. City of Denton City Council Minutes December 7, 2015 Page 3 Burgess reviewed state law — Open Meetings Act: Class B Misdemeanor; Public Information Act: Class B Misdemeanor; Conflicts of Interest: Class A Misdemeanor; and Competitive Bidding and Procurement: Class C or B Misdemeanor; forfeiture and bar. Watts asked if the City had the authority to impose a penalty that was more than a Class C Misdemeanor. Burgess stated that a municipality had only the authority to enact an ordinance that carried a Class C Misdemeanor so under some circumstances the fine could be up to $2,000 but it had to be a public health or safety type of violation. Burgess continued to review state law — Nepotism: Class C Misdemeanor, Quo Warranto; Dual Office Holding and Incompatible Offices; Tampering with a Witness: 3rd Degree Felony; Retaliation or Obstruction: 3rd /2nd Degree Felony; Disclosure of Certain Relationships: Class C /B /A Misdemeanor depending on dollar amount; Personal Financial Statement: Class B Misdemeanor; Gifts to Public Officials: Class A Misdemeanor; Bribery: 2nd Degree Felony; Improper Influence: Class A Misdemeanor; Abuse of Official Capacity: Class C Misdemeanor — lst Degree Felony depending on dollar amount; Official Oppression: Class A Misdemeanor; Misuse of Official Information: 3rd Degree Felony. Mayor Pro Tem Gregory asked what the weaknesses were in the current ordinance. Wazny stated that the Legal Department had started a worksheet for the Ethics Committee with four different categories including state and federal law, what Denton had on the books, and what the San Antonio law had. At the last Ethics Committee meeting it was left with staff to continue to compare laws from other cities. She stated that she would like staff to continue to compile the information and give it to the rest of the Council with at least 30 days to study it before it comes back to the Council. Gregory asked Wazny if she had identified some specific areas where there were gaps or where harm had come to our citizens or to the city government as an organization or where there might be a potential for harm. Wazny stated that one concern she was aware of was that a person could serve on City Council and step down off Council and have confidential information. The San Antonio ordinance kept confidential information confidential for two years after leaving office. The San Antonio ordinance also covered employees. Watts asked the City Attorney if the state law had a time limitation on confidential information. Burgess stated that the state law did not tie itself to the holding of the office. It does speak to when the information becomes public. Some of the Council agreed that areas with problems needed to be identified before asking staff to spend any more time on it. Council also discussed using the San Antonio ordinance as a model, modifying Denton's resolution into an ordinance, looking to other cities similar to Denton in size for an ordinance model. City of Denton City Council Minutes December 7, 2015 Page 4 Council Member Briggs asked if the City currently had an ethics ordinance. Watts stated the City had a resolution, not an ordinance. Briggs stated that they should look at conflict of interest and persons doing business with the City. Roden stated that he was hesitant tasking staff to find the issues. If there was a problem, Council could advocate for why specific issues needed to be addressed. Wazny stated that staff worked for council and council worked for the citizens. It was Legal's responsibility to study this. Gregory stated that it was Council's responsibility to be fiscally responsible and unless problems were identified, we couldn't give staff direction. Briggs asked that the rest of Council get the matrix that the Ethics Committee had received. Consensus of Council was that all of Council receive the matrix that the Ethics Committee had received and bring specific questions to the work session in January and direction would be provided at that time. 2. Concluding Items A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Johnson requested that based on the very informative Informal Staff Report on athletic tournaments held in a three -month period and the type of revenue those were generating, staff look at the potential for events to be held in indoor athletic facilities. He stated there was a potential economic development opportunity maybe for a public — private partnership. Mayor Watts suggest maybe partnering with the universities on a multi - purpose facility like this. Council Member Roden thanked everyone involved with the Holiday Lighting Festival. City of Denton City Council Minutes December 7, 2015 Page 5 With no further business, the meeting was adjourned at 2:35 p.m. CHRIS WATTS MAYOR CITY OF DENTON, TEXAS JANE RICHARDSON ASSISTANT CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES December 8, 2015 After determining that a quorum was present, the City Council convened in a 2nd Tuesday Session on Tuesday, December 8, 2015 at 2:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Council Member Roden, Council Member Johnson, Mayor Watts, Council Member Hawkins, Council Member Briggs, Mayor Pro Tem Gregory, and Council Member Wazny. ABSENT: None. 1. Work Session Reports A. ID 15 -1196 Receive a report, hold a discussion, and give staff direction regarding the status of Denton Municipal Electric's Capital Improvement Projects. Brent Heath, Executive Manager of Energy Delivery, stated in 2013 the City Council had approved the first phase of DME's planned Capital Improvement Projects to upgrade the City of Denton's aging transmission and distribution electric utility infrastructure. The City of Denton has growth and aging infrastructure. DME had a responsibility to respond. The Capital Improvement Plan included a public involvement process to listen to and respond to all practical options. Kendall King with Freese & Nichols provided an update on the status of major CIP improvements. The CIP Leadership Team included Brent Heath who worked with program management; Galen Gillum worked with land acquisition and permitting; Brian Daskam and Chris Lutrick worked with site selection and purchasing; and Chuck Sears worked with engineering and construction. He stated that individual project schedules led to an overall program schedule. He stated that the web portal was similar to Google Earth. The portal included a live GIS web map, DCAD data, bookmarks, a search feature. The E- builder program management platform included document storage, cost control, contract management, annual budget forecasting, expedited reporting for TCOS /project close -out. Project meetings included a standing meeting on Thursdays to review progress of action items and coordinate team activities, develop strategy, and process improvements. Council Member Wazny asked if the upgrade project with the transmission line upgrade and substations was on schedule and if it was under or over budget. Heath stated that some of the projects were ahead of schedule and said that we were under budget on the projects so far. Major accomplishments since Summer 2011 included an updated FERC 715 study, CIP developed and approved, five substation upgrades completed, three new substations completed, two transmission line upgrades completed, and two new transmission lines completed. Direction from Council was for staff to look at the Hickory Substation GIS to consider the shorter facade, what that would look like and the cost, also to talk about the 69 and 138kv conversion and a timeframe, and look at how long the new infrastructure lifecycle might be on that. City of Denton City Council Minutes December 8, 2015 Page 2 2. Concluding Items A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Briggs requested that staff update the Council on the process for citizen involvement in work sessions. Mayor Watts gave a shout out to the Ryan Raiders and Guyer Wildcats football teams. Following the completion of the Work Session, the City Council convened in a Closed Meeting at 2:45 p.m. to consider the following. 1. Closed Meeting: A. ID 15 -1295 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests generally located in Denton, Denton County, Texas, for the construction, expansion and use of electric power transmission lines, beginning at the North Lakes Substation of Denton Municipal Electric and proceeding east along Riney Rd, then turning north along Nicosia St., then east along W. Hercules Lane and terminating at the Denton North Substation of Denton Municipal Electric. Consultation with the City's attorneys regarding legal issues associated with the acquisition of the real property interests described above where a public discussion of these legal matters would conflict with the duty of the City's attorneys to the City of Denton and the Denton City Council under the Texas Disciplinary Rules of Professional Conduct of the State Bar of Texas, or would jeopardize the City's legal position in any administrative proceeding or potential litigation. [North Lakes to Denton North transmission route] B. ID 15 -1296 Deliberations regarding Real Property - Under Texas Government Code Section 551.072; Consultation with Attorneys - Under Texas Government Code Section 551.071. Receive information from staff, discuss, deliberate, and provide staff with direction regarding the potential acquisition of real property interests located along the east side of Bernard St. between Eagle Drive to the north and Collins Street to the south, City of Denton City Council Minutes December 8, 2015 Page 3 in the City of Denton, Texas; where discussions had, deliberation, and direction given 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; where 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. [Eagle Substation] C.ID 15 -1313 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. With no further business, the meeting was adjourned at 4:30 p.m. CHRIS WATTS MAYOR CITY OF DENTON, TEXAS JANE RICHARDSON ASSISTANT CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON CITY COUNCIL MINUTES December 15, 2015 After determining that a quorum was present, the City Council convened in a Work Session on Tuesday, December 15, 2015 at 1:00 p.m. in the Council Work Session Room at City Hall. PRESENT: Council Member Roden, Council Member Johnson, Council Member Hawkins, Council Member Briggs, Mayor Pro Tem Gregory, Council Member Wazny and Mayor Watts. ABSENT: None. Citizen Comments on Consent Agenda Items There were no comments presented by citizens. 2. Requests for clarification of agenda items listed on the agenda for December 15, 2015. Mayor Watts stated that Council had talked about a public hearing for Item 6B to hear from the community and that the Council was probably not voting on the resolution at this meeting. Council Member Wazny stated that she would like to postpone the resolution but to move forward with the public hearing but only that and not consider the resolution. Mayor Pro Tem Gregory stated that during the public hearing he was going to motion to postpone the item until January. Council Member Briggs stated that she was also in agreement with postponing the resolution. Council Member Roden questioned if the purpose was to continue the resolution to provide direction to staff. Mayor Watts stated that the item was posted to give broad direction on the issue. City Attorney Burgess stated that Council would have latitude on how to handle the item including seeking public input and then reserving options with regards to direction to staff after the public hearing. Council Member Briggs asked about Consent Agenda Item B and whether the contract could be changed after committing to it. Phil Williams, General Manager -DME, stated that the purchase was for poles and a change order could be done if needed. Council Member Wazny felt that Council direction had been given to postpone action on the Eagle Substation (Item 5A) while actions were taking place with the property owners. City Manager Campbell stated that he was going to ask to have the item moved to another agenda. Council Member Wazny requested that Consent Agenda Item P be considered individually. City of Denton City Council Minutes December 15, 2015 Page 2 City Attorney Burgess felt that the original ordinance was too broad in one of the sections and had prepared an alternative draft for consideration. She had drafted a finer edge on what could be confidential information. Council Member Wazny stated that she would like the item pulled in order to inform the public about the changes. Mayor Pro Tem Gregory requested that Consent Agenda Item J be moved to individual consideration. 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. Aimee Bissett, Director of Development Services, presented information on food trucks operating in the City, how to regulate them, and how to move forward to accommodate negative impacts. She reviewed background information on the regulating of food trucks in terms of food trucks as an economic impact in the area of entrepreneurship and revitalization. Council discussed the payment of sales taxes by the food trucks and location of the trucks for ad valorem tax purposes. Bissett continued with the process to include a food truck parking permit and targeted areas for the trucks to park in public lots. Council discussed the competition of food trucks with established businesses and food trucks paying for the use of public streets /parking lots. Bissett reviewed the creation of this use in the Development Code for food truck parks to help with the parking issue, public /private partnerships in terms of food truck parks and commissaries. She presented options for Council consideration. Council discussed what the role was of government in this issue, whether to allow private business to use public land for profit, whether this proposal would give food trucks a competitive advantage over established businesses if allowed to use city streets, and should the food trucks pay for that option. They were in favor of receiving comments from stakeholders on the proposal and were not in favor of options to allow food trucks to use public parking as there was such a shortage of parking in the downtown area. Council consensus favored Option 3, to monitor food trucks to see if they were paying sales tax from the State report and bring options back separately for consideration in an ordinance. A suggestion was also made to revise the current ordinance for health inspections so that they did not occur after notification of where the trucks were located and to allow time for stakeholder input. City of Denton City Council Minutes December 15, 2015 Page 3 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. Phil Williams, General Manager -DME, presented the Renewable Denton Plan components. Those components included renewables, market purchases, quick start generation, whether the plans would reduce emissions, and discussion points of battery storage. Council discussion points included (1) would Denton be producing for ERCOT and what would be those figures, (2) circumstances for ERCOT to request Denton to turn on Quick Start, (3) the Charter requirement not sell energy to anyone outside Denton lower than what could be provided to its own customers and how that related to ERCOT, (4) difference in the cost of Quick Start units between 6 units and an additional 6 units, (5) cost projections for the proposed site productions, (6) the future of gas prices and (7) the future of gas powered plants C. ID 15 -1240 Receive a report, hold a discussion, and give staff direction regarding the notification process utilized by Development Services. Aimee Bissett, Director of Development Services, reviewed the notification process, the different types of notifications, what governed those notifications and processes in place to minimize errors. Such notices included zoning case notifications and neighborhood meeting processes. Council points included different departments with different processes for notifications, use technology for the notification processes, and neighborhoods need better notification of upcoming projects. Bissett stated that suggested changes to get information out to citizens included developer meetings, augment the 200/500 foot notification system with the City website on the home page, a notification listing public meetings for 200/500 meetings and developer's meetings, buy space in Denton Record - Chronicle for Sunday ads noting meetings plus Twitter and FaceBook notifications. 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. Carline Booth, Assistant Director of Economic Development, presented the growth of the US Aviation Group over the years it had been in Denton, Denton's incentive policy, and incentive recommendation. Council discussed whether prior projects had been done without incentives, new job information and employee salaries. Following the completion of the Work Session, the City Council convened in a Closed Meeting to consider the specific items listed below under the Closed Meeting section of this agenda. 1. Closed Meeting: City of Denton City Council Minutes December 15, 2015 Page 4 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, 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 City of Denton City Council Minutes December 15, 2015 Page 5 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. 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. Regular Meeting of the City of Denton City Council at 6:30 p.m. in the Council Chambers at City Hall. 1. PLEDGE OF ALLEGIANCE The Council and members of the audience recited the Pledge of Allegiance to the U. S. and Texas flags. 2. PROCLAMATIONS /PRESENTATIONS City of Denton City Council Minutes December 15, 2015 Page 6 A. ID 15 -1190 Presentation by Denton County Friends of the Family A presentation was made by the Executive Director of Friends of the Family. Mayor Watts thanked the Friends of the Family for their services to the city of Denton. B. ID 15 -1300 Volunteer appreciation for Eureka 2 Playground Project Mayor Watts presented appreciation certificates for volunteer members for the 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. Mr. Moffitt spoke about a recent Council meeting concerning ethics. He felt that only the minimum effort had been made in this area. Highest standards should always be the standard and not the minimum. C. Additional Citizen Reports Ed Soph and Carol Soph commented on the Gas Well Emergency Seminar. They thanked the people who attended and for staff who were present at the seminar. 4. CONSENT AGENDA Mayor Watts announces that 6B would have the public hearing but the resolution associated with the item would not be discussed. He noted that Consent Agenda Items J and P would be pulled for individual consideration. Council Member Hawkins motioned, Council Member Roden seconded to approve the Consent Agenda and accompanying ordinances and resolutions with the exception of Items J and P. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye" and Council Member Wazny "aye ". Motion carried unanimously. Resolution No. R2015 -046 A. ID 15 -1224 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 City of Denton City Council Minutes December 15, 2015 Page 7 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. Ordinance No. 2015 -376 B. ID 15 -1229 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). Ordinance No. 2015 -377 C. ID 15 -1257 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. Ordinance No. 2015 -378 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). Ordinance No. 2015 -379 E. ID 15 -1262 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). Ordinance No. 2015 -380 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). City of Denton City Council Minutes December 15, 2015 Page 8 Ordinance No. 2015 -381 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). Resolution No. R2015 -047 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 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. Resolution No. R2015 -048 Resolution No. R2015 -049 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. Ordinance No. 2015 -382 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). Ordinance No. 2015 -383 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 City of Denton City Council Minutes December 15, 2015 Page 9 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). Ordinance No. 2015 -384 M. ID 15 -1292 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. Ordinance No. 2015 -385 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. Ordinance No. 2015 -386 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. Ordinance No. 2015 -388 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. Ordinance No. 20215 -389 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. Item J. was considered. City of Denton City Council Minutes December 15, 2015 Page 10 Resolution No. R2015 -050 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). Mark Nelson, Director of Transportation, presented information on the purpose of the resolution, project description, current status, and status of the project if Council approved the resolution. Council discussed the proposal, length of time to complete and design of the project. Willie Hudspeth, 623 Newton, Denton, spoke on the item. Council Member Briggs motioned, Mayor Pro Tem Gregory seconded to approve the resolution. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. Item P. was considered. Ordinance No. 2015 -387 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. City Attorney Burgess stated that Council had a previous discussion on this ordinance which would amend the 2006 ordinance by deleting criminal penalties and added language in regards to confidential information. Following input from a citizen it was determined that the original ordinance did not have a sharp enough edge on one of the provisions. She had provided a substitute ordinance for Council consideration. Willie Hudspeth, 623 Newton, Denton, spoke in opposition to the ordinance. Council discussed the state statutes that would be in force should the current regulations be repealed without another to take its place. Council Member Wazny stated that as a revised ordinance was presented this afternoon, she suggested postponing the item until January so citizens could have an opportunity to read the new ordinance. Mayor Watts stated that he had no problem repealing it as it was. Mayor Pro Tem Gregory questioned what was relied on in the current regulations concerning confidential information. City of Denton City Council Minutes December 15, 2015 Page 11 City Attorney Burgess stated that it would be the ethics resolution which was still on the books and state law as applicable. Council discussed whether state law was applicable to the actions of the Council. Council Member Johnson stated that there were many avenues to submit a complaint regarding an ethics violations. The issues rested with the individual person on whether or not to maintain confidential information. He noted that there had never been an official complaint regarding ethics. Council Member Roden motioned, Council Member Johnson seconded to repeal the ordinance. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. ID 15 -985 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. This item was not considered. Ordinance No. 2015 -390 B. ID 15 -1284 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. Aimee Bissett, Director of Development Services, presented information concerning the specific use permit. The ordinance for consideration would revoke or modify the permit allowing a wrecker service and impound lot. On November 17th the Council had a public hearing to revoke the permit but Council provided an additional 30 days to complete what the permit required. Ackers had met the permit conditions and was in compliance. Staff was recommending approval of modifying the specific use permit ordinance with new conditions relative to the actual layout of the site. She presented information on the site conditions. Council discussed that the specific use permit only went with the use and not with the land. The following Speaker Cards were submitted by: Willie Hudspeth, 623 Newton, Denton Ida Martinez, 9830 Angel Bend, Denton — spoke in favor Gloria Akers, 715 Dallas Drive, Denton, 76205 — spoke in favor Greg Edwards - spoke in favor City of Denton City Council Minutes December 15, 2015 Page 12 Council Member Hawkins motioned, Council Member Briggs seconded to modify the specific use permit with the conditions as presented. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. 6. PUBLIC HEARINGS A. DCA15 -0008a 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. The Mayor opened the public hearing. Aimee Bissett, Director of Development Services, stated that the proposal was to amend the current ordinance to include a use for semi- public halls, clubs and lodges. This was a staff initiated zoning change as the Denton Development Code did not have a use to accurately describe the activity to accommodate private functions in non - commercial areas. The new use would be assembly hall which could include private events such as weddings, etc. She reviewed the considerations for the change, information on the zoning districts where the use would be permitted, conditions for approval and conditions that could be applied to the specific use permit. The Planning and Zoning Commission and staff recommended approval. Council discussed reasons for not allowing the use in RD -5; the type of development that would be compatible for that type of zoning designation, questions on how it would fit into older neighborhoods, whether a zoning change would be more appropriate rather than a specific use permit and non - profit organizations versus profit organizations in residential areas The following individuals submitted Speaker Cards: Lucas Holl, 815 Crestoak, Denton, 76209 - spoke in opposition Jodi Ismert, 819 Anna, Denton, 76201 — spoke in opposition Meredith Buie, 809 Emery, Denton - spoke in opposition Doctor Rhinecleff, 2500 Oak Street, Denton — spoke in opposition The Mayor closed the public hearing. Council discussion after the public hearing involved whether there was a current application in process in an "R" district, whether the activity was the same in both definitions only the wording from semi - public to assembly hall was changed, consider creating a new category of assembly halls instead of changing the definition, and concerns regarding residential areas with for profit organizations. Council discussed options on whether to postpone the item, remand it back to the City of Denton City Council Minutes December 15, 2015 Page 13 Planning and Zoning Commission to consider the zoning categories or continue discussion at this meeting, looking for options to improve the proposal. Council Member Johnson motioned to approve the ordinance, leaving the residential as it currently was written and allow the new definition in RD -5 and RC. Leave as semipublic in residential but for - profit in RD -5 and RC. In other words, change the definition everywhere except for the residential categories. Council discussed the motion and the various zoning categories it would be applied to. A concern was expressed regarding trying to craft an ordinance during the meeting and if the definitions were too closely tied to the old definition. Council Member Roden motioned, Council Member Johnson seconded to postpone the item to the next Council meeting. On roll call vote, Council Member Roden "aye ", Council Member Johnson "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs it Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. 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. Council Member Johnson left the meeting. Phil Williams, General Manager -DME, stated that the Renewable Plan was staff s response from Council direction to increase renewables while maintaining competitive rates and reliability. He presented the specifics on the Denton Renewable Plan including advantages of the proposed facility and proposal considerations. Council discussed ERCOT generation and reduction of gas emissions, requests from ERCOT for city generation, the time when that would happen and the amount of coal investing in with this plan. The Mayor opened the public hearing. The following individuals spoke during the public hearing: Pamela Wat, 2118 Cherrywood, Denton, 76209 Mike Cheves, 900 Jeffery, Denton, 76209 — opposed and in support Jodi Ismert, 819 Anna Street, Denton, 76201 - opposed Katherine Forrest, 400 Jagoe, Denton, 76209 - opposed Bob Moses, 1702 Pine Hills Lane, Corinth, 76210 - support Phyllis Minton, 2005 Burning Tree Lane, Denton, 76209 Rita Beving, 13214 Glad Acres Dr., Dallas, 75234 - opposed Larry Beck, 915 Sherman Drive, Denton 76209 Ken Gold, 2512 Natchez Trace, Denton, 76210 - opposed City of Denton City Council Minutes December 15, 2015 Page 14 Topher Jones, 419 Fulton St., Denton, 76201- opposed Rhonda Love, 1921 HollyHill, Denton, 76205 - opposed Ed Soph, 1920 Victoria Drive, Denton, 76209 - opposed Carol Soph, 1920 Victoria Drive, Denton, 79209 - opposed John Murphy, 1905 Whitefish Court, Denton, 79210 - opposed Adam Cewarecvi , 2931 Lipizzan Court, Denton, 76210 - support Zac Youngblood, 836 Hawse Drive, Copper Canyon, 75077 - opposed Theron Palmer, 1700 Willowood St., Denton, - opposed Elida Tamez, 1700 Willowood, Denton, 76205 Mandi Ahmadi, 1322 Normal Street, Denton, 76201- opposed Daniel Minshaw, 1922 N. Locust St., Denton, 76209 - opposed Sharon Spies, 7501 Stallion St., Denton, 76208 - opposed Nick Ross, 1005 W. Hickory St., Apt. W -14, Denton, 76201 - opposed Doctor Rhinecleff, 2500 W. Oak St., Denton, 76201 - opposed Brandon Morton, 827 Teakwood Place, Richardson, 75080 - opposed Ben Huttash, 925 Sierra Drive, Denton, 70201, opposed Tyler Breckenridge, 516 Bolivar Street, Denton, 76201 Willie Hudspeth, 623 Newton, Denton Adam Briggle, 1315 Dartmouth Place, Denton, 76201 Corey Troiani, 5516 Richard Ave., Dallas, 75206 - opposed Debra Armintor, 2003 Mistywood Lane, Denton, 76209 - opposed James Moffitt, 505 Oakbrook St., Lewisville, 75057 — opposed Mayor Watts noted that the following Comment Cards were submitted. Comments Cards in opposition: Sam Alexander, 3219 McReynolds Rd., Sanger, 76266 Brandon Babbitt, 2500 W. Hickory, Apt 24, Denton, 76201 Sharon Barnhill, 3329 Hummingbird Ln., Denton, 76209 Agatha Beins, 1901 Panhandle St., Denton, 76201 Tobias Brandenburg, 132 Woodland St. -B, Denton, 76209 Michael Briggs, 2311 Houston Pl., Denton, 76201 Christopher Brown, 1922 N. Locust St., Denton, 76209 Maureen Callahan, 910 Alice St., Denton, 76201 Nicole Chochrek, 1223 Highland Park Rd., Denton, 76201 Susan Deborah Cosimo, 1107 Bolivar St., Denton, 76201 Ian Finseth, 2110 Emerson Circle, Denton, 76209 Katherine Forrest, 400 Jagoe, Denton, 76209 Suzanne Fritts, 410 Fritz Lane, Denton 76208 David Griggs, 13214 Glad Acres Dr., Dallas, 75234 Audra Hall, 905 Bolivar, Denton, 76201 Dan Hammond Jr., 2002 W. Hickory St., Denton, 76201 Stephanie Hawkins, 2110 Emerson Cir., Denton, 76209 Candice Heimdal, 132 Woodland St., Apt. B, Denton, 76209 Michael Hennen, 724 Thomas St., Denton, 76201 Jennifer Hensley, 517 Cardinal Dr., Denton, 76209 Alexander Hughes, 1008 Cordell St., Denton, 76201 Eric Hutmacher, 3616 Pheasant Hollow, Denton, 76207 City of Denton City Council Minutes December 15, 2015 Page 15 Dana Isaac, 2216 Yorkshire St., Denton, 76209 Carl Jacob, 722 W. Hickory St., 4104, Denton, 76201 Sandra Kelly, 2002 W. Hickory St., Denton, 76201 Brett Kellestedt, 603 Eagle Dr., Apt #l, Denton, 76201 Tod M. King, 2222 Houston Pl., Denton, 76201 Donna Maxwell, 524 Mimosa Dr., Denton, 76201 Samuel Given McClure, 904 W. Hickory St., Denton, 76201 James Orenstein, 1802 Rocky Creek Dr., Duncanville, 75137 Terrance T. Porter, 419 Fulton, Denton, 76201 Dianna Robinson, 2508 Rockwood, Denton, 76209 Sarah Schulwitz, 1713 Carlton St., Denton, 76201 Charming Smith, 7200 Raintree Way, Denton, 76210 Megan Storie, 1008 Cordell, Denton, 76201 Sandy Swan, 1413 Cambridge, Denton, 76209 Jennifer Wallach, 1121 Egan St., Denton, 76201 Michael Wise, 1121 Egan St., Denton, 76201 Comment Cards in support: Meredith Buie, 809 Emery St., Denton, 76201 Kim Phillips, 414 Parkway, Denton, 76201 Additional speakers included: Eric Pruitt, 2111 Westwood, Denton Sam Alexander, 3219 McReynolds Rd., Sanger, 76266 James Orenstein, 1802 Rocky Creek Dr., Duncanville, 75137 — opposed Terrance T. Porter, 419 Fulton, Denton, 76201 — opposed The Mayor closed the public hearing Council discussion centered on considering an outside independent analysis on the plan before voting on it, holding another work session to answer Council's questions before having an independent analysis and providing information on gas electric plants in terms of safety. Mayor Pro Tem Gregory motioned, Council Member Hawkins seconded to postpone action on the resolution. On roll call vote, Council Member Roden "aye ", Mayor Watts "aye ", Council Member Hawkins "aye ", Council Member Briggs "aye ", Mayor Pro Tem Gregory "aye ", and Council Member Wazny "aye ". Motion carried unanimously. 7. 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 -1310 Willie Hudspeth regarding City Hall. City of Denton City Council Minutes December 15, 2015 Page 16 Mr. Hudspeth spoke regarding when citizens were allowed to speak to Council during their meetings. He noted that Blacks could not be buried at IOOF cemetery and that was not correct. In terms of ethics, he felt that no one should vote on something that profited him or her. 8. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. Council Member Briggs requested a staff report on the base rate charge when 911 was called with an ambulance and what was included in that rate. Council Member Hawkins requested an Informal Staff Report regarding the sidewalks along McKinney. Council Member Hawkins asked for an Informal Staff report regarding Community Improvement Services notices about Best of Denton banner violations. Council Member Roden requested a report on the Lake Lewisville dam. B. Possible Continuation of Closed Meeting topics, above posted. There was no continuation of the Closed Meeting. With no further business, the meeting was adjourned 12:58 a.m. CHRIS WATTS JENNIFER WALTERS MAYOR CITY SECRETARY CITY OF DENTON, TEXAS CITY OF DENTON, TEXAS City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -143, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Community Improvement Services CM/ ACM: John Cabrales Date: February 16, 2016 SUBJECT Consider adoption of an ordinance providing authorization for and ratification of a Beautification lease Agreement with Union Pacific Railroad for the purpose of providing right -of -way maintenance along Mingo Road from Hickory Street to Cooper Creek Road; and providing and effective date. BACKGROUND The inaugural Leadership Excellence Enhancement Program (LEEP) class was held on February 7, 2014. LEEP is a formal program to develop leadership and management competencies in employees who exhibit potential for advancement to City of Denton leadership positions. Twelve participants attended bi- weekly classes taught by University of North Texas' Murphy Center for Entrepreneurship, College of Business, professors. As part of the class commitment, program participants were required to develop a project that provides alternative or innovative ways to solve a challenge facing the City. The Destination Denton? Project was born out of research that showed economic growth can pivot on the perceptions held about a community by prospective businesses and industries. That perception is based largely on first impressions formed while visiting a prospective community. The purpose of the Destination Denton? Project was to establish a comprehensive maintenance and beautification plan to create clean and attractive public rights -of -way along entryways and thoroughfares throughout the community. To that end, the Destination Denton? workgroup partnered with the Texas Department of Transportation (TXDOT) and Union Pacific Railroad (UPRR) to develop strategies and explore funding opportunities. The maintenance projects are divided into four districts citywide and encompass 33 rights -of -way, including drainage easements. One of the rights -of -way is on Mingo Road from Hickory Street to Cooper Creek. This is a Union Pacific Railroad right -of -way. In order to perform work in the railroad right -of -way, the City must enter into a lease agreement with Union Pacific Railroad. The lease agreement was provided by the railroad and reviewed by the City's Risk Management and Legal Departments. The Beautification Lease Agreement with UPRR provides the City with permission to enter onto railroad right - of -way along Mingo Road for the purpose of maintaining that right -of -way. This agreement also provides permission above and beyond the standard UPRR lease agreement as it allows access to more of the UPRR right -of -way than is common and provides a 50% decrease for two of the three insurance requirements. City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -143, Version: 1 RECOMMENDATION Staff recommends adoption of an ordinance providing authorization for and ratification of a Beautification lease Agreement with Union Pacific Railroad. ESTIMATED SCHEDULE OF PROJECT The right -of -way maintenance contractors will begin performing work on Mingo Road in the March -April timeframe. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Initial project presentation to the City Council was on June 10, 2014. An update on the Enhanced Right -of- Way Maintenance Program, including information about the securing of the Beautification Lease Agreement with UPRR, was provided to the City Council on January 26, 2016. FISCAL INFORMATION There is a $500 fee levied every five years for payment of rent and administrative costs. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.2 Seek clean and healthy neighborhoods in Denton FYHIRITC Exhibit 1- Beautification Lease Ordinance Respectfully submitted: (Name of Director) (Title) Prepared by: rAmt'rnK' Y . &° ° Community Improvement Services Manager City of Denton Page 2 of 2 Printed on 2/12/2016 S: \Legal \Our Documents \0rdinances \16 \UPR Lease - Ordinance.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS PROVIDING AUTHORIZATION FOR AND RATIFICATION OF A BEAUTIFICATION LEASE AGREEMENT WITH UNION PACIFIC RAILROAD FOR THE PURPOSE OF PROVIDING RIGHT -OF -WAY MAINTENANCE ALONG MINGO ROAD FROM HICKORY STREET TO COOPER CREEK ROAD; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is hereby authorized to ratify and execute the Lease of property, attached hereto and incorporated herein, and to carry out the duties and responsibilities of the City under the Lease, including the expenditure of funds as provided in the Public Agreement. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY L1.1i APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: y . Audit No. Industrial Lease (Year To Year) 09 -01 -06 Folder No. 02916 -06 (Unimproved Property) Form Approved, Law LEASE OF PROPERTY (INDUSTRIAL LEASE - UNIMPROVED - YEAR TO YEAR) THIS LEASE ( "Lease ") is entered into on , 2016, between UNION PACIFIC RAILROAD COMPANY ( "Lessor ") and CITY OF DENTON, a Texas municipal corporation, whose address is 215 E. Mckinney Street, Denton, Texas 76201 ( "Lessee "). IT IS AGREED BETWEEN THE PARTIES AS FOLLOWS: Article 1. PREMISES; USE. Lessor leases to Lessee and Lessee leases from Lessor the premises ( "Premises ") at Denton, Texas, shown on the print dated January 29, 2015, marked Exhibit A, hereto attached and made a part hereof, subject to the provisions of this Lease and of Exhibit B attached hereto and made a part hereof. The Premises may be used for beautification and maintenance of railroad right of way, and purposes incidental thereto, only, and for no other put-pose. The beautification and maintenance activities consist of: mowing, weed eating, tree care, and the removal of trash, debris and illegal signage. All personnel who will be directly working on the maintenance of the railroad right -of -way shall be certified in the Roadway Workers Protection On -Track Safety Program and shall comply with any and all regulations and /or requirements established by Lessor in the performance of said work. Article 2. TERM. The term of this Lease shall commence January 1, 2016, and, unless sooner terminated as provided in this Lease, shall extend for one year and thereafter shall automatically be extended from year to year. Article 3. FIXED RENT. A. Lessee shall pay to Lessor, in advance, fixed rent of Five Hundred Dollars ($500.00) every 60 months. B. Not more than once every Five (5) years, Lessor may redetermine the fixed rent. If Lessor redetermines the rent, Lessor shall notify Lessee of such change. Article 4. INSURANCE. A. Throughout the entire term of this Lease, Lessee shall maintain the insurance coverage required under Exhibit C hereto attached and made a part hereof. Notwithstanding insurance required in this Agreement, the Railroad accepts and acknowledges any immunities and caps on damages applicable under the Texas Tort Claims Act that apply to this Agreement. B. Not more frequently than once every two years, Lessor may reasonably modify the required insurance coverage to reflect then - current risk management practices in the railroad industry and underwriting practices in the insurance industry. C. Upon request of Lessor, Lessee shall provide to Lessor a certificate issued by its insurance carrier evidencing the insurance coverage required under Exhibit C. D. All insurance correspondence shall be directed to: Real Estate Department, 1400 Douglas Street STOP 1690, Omaha, Nebraska 68179 -1690, Folder No. 02916 -06. IN WITNESS WHEREOF, the parties have executed this Lease as of the day and year first herein written. Lessor: Lessee: UNION PACIFIC RAILROAD COMPANY CITY OF DENTON C General Director - Real Estate By: _ Title: APPROVED AS TO FORM: t -.,-e , /0 1 bk� a Bu ess — i Attorney APPROVED AS TO CONTENT: George Campbell — City Manager Industrial Lease (Year To Year) 09 -01 -06 (Unimproved Property) Form Approved, Law EXHIBIT B TO INDUSTRIAL LEASE (UNIMPROVED YEAR TO YEAR) Section 1. IMPROVEMENTS. No improvements placed upon the Premises by Lessee shall become a part of the realty. Section 2. RESERVATIONS. TITLE AND PRIOR RIGHTS. A. Lessor reserves to itself, its agents and contractors, the right to enter the Premises at such times as will not unreasonably interfere with Lessee's use of the Premises. B. Lessor reserves (i) the exclusive right to permit third party placement of advertising signs on the Premises, and (ii) the right to construct, maintain and operate new and existing facilities (including, without limitation, trackage, fences, communication facilities, roadways and utilities) upon, over, across or under the Premises, and to grant to others such rights, provided that Lessee's use of the Premises is not interfered with unreasonably. C. Lessee acknowledges that Lessor makes no representations or warranties, express or implied, concerning the title to the Premises, and that the rights granted to Lessee under this Lease do not extend beyond such right, title or interest as Lessor may have in and to the Premises. Without limitation of the foregoing, this Lease is made subject to all outstanding rights, whether or not of record. Lessor reserves the right to renew any such outstanding rights granted by Lessor or Lessor's predecessors. D. Without limitation of Subparagraphs B. and C. above, Lessee shall not interfere in any manner with the use or operation of any signboards now or hereafter placed on the Premises or with any property uses in connection with such signboards (such as, by way of example and not in limitation, roadways providing access to such signboards). In no event may Lessee construct on the Premises any improvements that interfere in any manner with the visibility or operation of any signboards now or hereafter on the Premises or on property in proximity to the Premises. Section 3. PAYMENT OF RENT. Rent (which includes the fixed advance rent and all other amounts to be paid by Lessee under this Lease) shall be paid in lawful money of the United States of America, at such place as shall be designated by the Lessor, and without offset or deduction. Section 4. TAXES AND ASSESSMENTS. A. Lessee shall pay, prior to delinquency, all taxes levied during the life of this Lease on all personal property and improvements on the Premises not belonging to Lessor. If such taxes are paid by Lessor, either separately or as a part of the levy on Lessor's real property, Lessee shall reimburse Lessor in full within thirty (30) days after rendition of Lessor's bill. B. If the Premises are specially assessed for public improvements, the annual rent will be automatically increased by 12% of the full assessment amount. Section 5. WATER RIGHTS. This Lease does not include any right to the use of water under any water right of Lessor, or to establish any water rights except in the name of Lessor. Section 6. CARE AND USE OF PREMISES. A. Lessee shall use reasonable care and caution against damage or destruction to the Premises. Lessee shall not use or permit the use of the Premises for any unlawful purpose, maintain any nuisance, permit any waste, or use the Premises in any way that creates a hazard to persons or property. Lessee shall keep the sidewalks and public ways on the Premises, and the walkways appurtenant to any railroad spur track(s) on or serving the Premises, free and clear from any substance which might create a hazard. B. Lessee shall not permit any sign on the Premises, except signs relating to Lessee's business. C. If any improvement on the Premises other than the Lessor Improvements is damaged or destroyed by fire or other casualty, Lessee shall, within thirty (30) days after such casualty, remove all debris resulting therefrom. If Lessee fails to do so, Lessor may remove such debris, and Lessee agrees to reimburse Lessor for all expenses incurred within thirty (30) days after rendition of Lessor's bill. D. Lessee shall comply with all governmental laws, ordinances, rules, regulations and orders relating to Lessee's use of the Premises and this Lease, including, without limitation, any requirements for subdividing or platting the Premises. Section 7. HAZARDOUS MATERIALS, SUBSTANCES AND WASTES. A. Without the prior written consent of Lessor, Lessee shall not use or permit the use of the Premises for the generation, use, treatment, manufacture, production, storage or recycling of any Hazardous Substances, except that Lessee may use, if lawful, small quantities of common chemicals such as adhesives, lubricants and cleaning fluids in order to conduct business at the Premises. The consent of Lessor may be withheld by Lessor for any reason whatsoever, and may be subject to conditions in addition to those set forth below. It shall be the sole responsibility of Lessee to determine whether or not a contemplated use of the Premises is a Hazardous Substance use. B. In no event shall Lessee (i) release, discharge or dispose of any Hazardous Substances, (ii) bring any hazardous wastes as defined in RCRA onto the Premises, (iii) install or use on the Premises any underground storage tanks, or (iv) store any Hazardous Substances within one hundred feet (100') of the center line of any main track. C. If Lessee uses or permits the use of the Premises for a Hazardous Substance use, with or without Lessor's consent, Lessee shall furnish to Lessor copies of all permits, identification numbers and notices issued by governmental agencies in connection with such Hazardous Substance use, together with such other information on the Hazardous Substance use as may be requested by Lessor. If requested by Lessor, Lessee shall cause to be performed an environmental assessment of the Premises upon termination of the Lease and shall furnish Lessor a copy of such report, at Lessee's sole cost and expense. D. Without limitation of the provisions of Section 12 of this Exhibit B, Lessee shall be responsible for all damages, losses, costs, expenses, claims, fines and penalties related in any manner to any Hazardous Substance use of the Premises (or any property in proximity to the Premises) during the term of this Lease or, if longer, during Lessee's occupancy of the Premises, regardless of Lessor's consent to such use or any negligence, misconduct or strict liability of any Indemnified Party (as defined in Section 12), and including, without limitation, (i) any diminution in the value of the Premises and /or any adjacent property of any of the Indemnified Parties, and (ii) the cost and expense of clean -up, restoration, containment, remediation, decontamination, removal, investigation, monitoring, closure or post - closure. Notwithstanding the foregoing, Lessee shall not be responsible for Hazardous Substances (i) existing on, in or under the Premises prior to the earlier to occur of the commencement of the term of the Lease or Lessee's taking occupancy of the Premises, or (ii) migrating from adjacent property not controlled by Lessee, or (iii) placed on, in or under the Premises by any of the Indemnified Parties; except where the Hazardous Substance is discovered by, or the contamination is exacerbated by, any excavation or investigation undertaken by or at the behest of Lessee. Lessee shall have the burden of proving by a preponderance of the evidence that any of the foregoing exceptions to Lessee's responsibility for Hazardous Substances applies. E. In addition to the other rights and remedies of Lessor under this Lease or as may be provided by law, if Lessor reasonably determines that the Premises may have been used during the term of this Lease or any prior lease with Lessee for all or any portion of the Premises, or are being used for any Hazardous Substance use, with or without Lessor's consent thereto, and that a release or other contamination may have occurred, Lessor may, at its election and at any time during the life of this Lease or thereafter (i) cause the Premises and /or any adjacent premises of Lessor to be tested, investigated, or monitored for the presence of any Hazardous Substance, (ii) cause any Hazardous Substance to be removed from the Premises and any adjacent lands of Lessor, (iii) cause to be performed any restoration of the Premises and any adjacent lands of Lessor, and (iv) cause to be performed any remediation of, or response to, the environmental condition of the Premises and the adjacent lands of Lessor, as Lessor reasonably may deem necessary or desirable, and the cost and expense thereof shall be reimbursed by Lessee to Lessor within thirty (30) days after rendition of Lessor's bill. In addition, Lessor may, at its election, require Lessee, at Lessee's sole cost and expense, to perform such work, in which event, Lessee shall promptly commence to perform and thereafter diligently prosecute to completion such work, using one or more contractors and a supervising consulting engineer approved in advance by Lessor. F. For purposes of this Section 7, the term "Hazardous Substance" shall mean (i) those substances included within the definitions of "hazardous substance ", "pollutant ", "contaminant ", or "hazardous waste ", in the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C. §§ 9601, et sM., as amended or in RCRA, the regulations promulgated pursuant to either such Act, or state laws and regulations similar to or promulgated pursuant to either such Act, (ii) any material, waste or substance which is (A) petroleum, (B) asbestos, (C) flammable or explosive, or (D) radioactive; and (iii) such other substances, materials and wastes which are or become regulated or classified as hazardous or toxic under any existing or firture federal, state or local law. Section 8. UTILITIES. A. Lessee will arrange and pay for all utilities and services supplied to the Premises or to Lessee. B. All utilities and services will be separately metered to Lessee. If not separately metered, Lessee shall pay its proportionate share as reasonably determined by Lessor. Section 9. LIENS. Lessee shall not allow any liens to attach to the Premises for any services, labor or materials furnished to the Premises or otherwise arising from Lessee's use of the Premises. Lessor shall have the right to discharge any such liens at Lessee's expense. Section 10. ALTERATIONS AND IMPROVEMENTS;_ CLEARANCES. A. No alterations, improvements or installations may be made on the Premises without the prior consent of Lessor. Such consent, if given, shall be subject to the needs and requirements of the Lessor in the operation of its Railroad and to such other conditions as Lessor determines to impose. In all events such consent shall be conditioned upon strict conformance with all applicable governmental requirements and Lessor's then - current clearance standards. B. All alterations, improvements or installations shall be at Lessee's sole cost and expense. C. Lessee shall comply with Lessor's then - current clearance standards, except (i) where to do so would cause Lessee to violate an applicable governmental requirement, or (ii) for any improvement or device in place prior to Lessee taking possession of the Premises if such improvement or device complied with Lessor's clearance standards at the time of its installation. D. Any actual or implied knowledge of Lessor of a violation of the clearance requirements of this Lease or of any governmental requirements shall not relieve Lessee of the obligation to comply with such requirements, nor shall any consent of Lessor be deemed to be a representation of such compliance. Section 11. AS -IS. Lessee accepts the Premises in its present condition with all faults, whether patent or latent, and without warranties or covenants, express or implied. Lessee acknowledges that Lessor shall have no duty to maintain, repair or improve the Premises. Section 12. RELEASE AND INDEMNITY. A. As a material part of the consideration for this Lease, Lessee, to the extent it may lawfully do so, waives and releases any and all claims against Lessor for, and agrees to indemnify, defend and hold harmless Lessor, its affiliates, and its and their officers, agents and employees ( "Indemnified Parties ") from and against, any loss, damage (including, without limitation, punitive or consequential damages), injury, liability, claim, demand, cost or expense (including, without limitation, attorneys' fees and court costs), fine or penalty (collectively, "Loss ") incurred by any person (including, without limitation, Lessor, Lessee, or any employee of Lessor or Lessee) (i) for personal injury or property damage caused to any person while on or about the Premises, or (ii) arising from or related to any use of the Premises by Lessee or any invitee or licensee of Lessee, any act or omission of Lessee, its officers, agents, employees, licensees or invitees, or any breach of this Lease by Lessee. B. The foregoing release and indemnity shall apply regardless of any negligence, misconduct or strict liability of any Indemnified Party, except that the indemnity, only, shall not apply to any Loss determined by final order of a court of competent jurisdiction to have been caused by the sole active direct negligence of any Indemnified Party. C. Where applicable to the Loss, the liability provisions of any contract between Lessor and Lessee covering the carriage of shipments or trackage serving the Premises shall govern the Loss and shall supersede the provisions of this Section 12. D. No provision of this Lease with respect to insurance shall limit the extent of the release and indemnity provisions of this Section 12. Section 13. TERMINATION. A. Lessor may terminate this Lease for Lessee's default by giving Lessee notice of termination, if Lessee (i) defaults under any obligation of Lessee under this Lease and, after written notice is given by Lessor to Lessee specifying the default, Lessee fails either to immediately commence to cure the default, or to complete the cure expeditiously but in all events within thirty (30) days after the default notice is given, or (ii) Lessee abandons the Premises for a period of one hundred twenty (120) consecutive days. B. Notwithstanding the terms of this Lease set forth in Article I1, Lessor or Lessee may terminate this Lease without cause upon thirty (30) day's written notice to the other party; provided, however, that at Lessor's election, no such termination by Lessee shall be effective unless and until Lessee has vacated and restored the Premises as required in Section 15A, at which time Lessor shall refund to Lessee, on a pro rata basis, any unearned rental paid in advance. Notwithstanding anything to the contrary in this Lease, if Lessee has not complied with the requirements of Section 15 A, this Lease, together with all terms contained herein (including payment of rent) will remain in effect until the requirements of Section 15A are met, unless Lessor, in its sole discretion, elects to terminate this Lease. Section 14. LESSOR'S REMEDIES. Lessor's remedies for Lessee's default are to (a) enter and take possession of the Premises, without terminating this Lease, and relet the Premises on behalf of Lessee, collect and receive the rent from reletting, and charge Lessee for the cost of reletting, and /or (b) terminate this Lease as provided in Section 13 above and sue Lessee for damages, and /or (c) exercise such other remedies as Lessor may have at law or in equity. Lessor may enter and take possession of the Premises by self -help, by changing locks, if necessary, and may lock out Lessee, all without being liable for damages. Section 15. VACATION OF PREMISES; REMOVAL OF LESSEE'S PROPERTY. A. Upon termination howsoever of this Lease, Lessee (i) shall have peaceably and quietly vacated and surrendered possession of the Premises to Lessor, without Lessor giving any notice to quit or demand for possession, and (ii) shall have removed from the Premises all structures, property and other materials not belonging to Lessor, including all personal property and restored the surface to as good a condition as the same was in before such structures were erected, including, without limitation, the removal of foundations, the filling in of excavations and pits, and the removal of debris and rubbish. B. If Lessee has not completed such removal and restoration prior to termination of this Lease, Lessor may, at its election, and at any time or times, (i) perform the work and Lessee shall reimburse Lessor for the cost thereof within thirty (30) days after bill is rendered, (ii) take title to all or any portion of such structures or property by giving notice of such election to Lessee, and /or (iii) treat Lessee as a holdover tenant at will until such removal and restoration is completed. Section 16. FIBER OPTICS. Lessee shall telephone Lessor during normal business hours (7:00 a.m. to 9:00 p.m., Central Time, Monday through Fridays, except for holidays) at 1- 800 - 336 -9193 (also a 24 -hour, 7 -day number for emergency calls) to determine if fiber optic cable is buried on the Premises. Lessor may change the telephone number and hours of operation by giving Lessee notice of the change. If cable is buried on the Premises, Lessee will telephone the telecommunications company(ies), arrange for a cable locator, and make arrangements for relocation or other protection of the cable. Notwithstanding compliance by Lessee with this Section 16, the release and indemnity provisions of Section 12 above shall apply fully to any damage or destruction of any telecommunications system. Section 17. NOTICES. Any notice, consent or approval to be given under this Lease shall be in writing, and personally served, sent by facsimile to (402) 501 -0340, by email or by reputable courier service, or sent by certified mail, postage prepaid, return receipt requested, to Lessor at: Union Pacific Railroad Company, Attn: AVP - Real Estate, Real Estate Department, 1400 Douglas Street, Stop 1690, Omaha, Nebraska 68179; and to Lessee at the above address, or such other address as a party may designate in notice given to the other party. Mailed notices shall be deemed served five (5) days after deposit in the U.S. Mail. Notices which are faxed, emailed, are personally served or sent by courier service shall be deemed served upon receipt. Section 18. ASSIGNMENT. A. Lessee shall not sublease the Premises, in whole or in part, or assign, encumber or transfer (by operation of law or otherwise) this Lease, without the prior consent of Lessor, which consent may be denied at Lessor's sole and absolute discretion. Any purported transfer or assignment without Lessor's consent shall be void and shall be a default by Lessee. B. Subject to this Section 18, this Lease shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and assigns. Section 19. CONDEMNATION. If, as reasonably determined by Lessor, the Premises cannot be used by Lessee because of a condemnation or sale in lieu of condemnation, then this Lease shall automatically terminate. Lessor shall be entitled to the entire award or proceeds for any total or partial condemnation or sale in lieu thereof, including, without limitation, any award or proceeds for the value of the leasehold estate created by this Lease. Notwithstanding the foregoing, Lessee shall have the right to pursue recovery from the condemning authority of such compensation as may be separately awarded to Lessee for Lessee's relocation expenses, the taking of Lessee's personal property and fixtures, and the interruption of or damage to Lessee's business. Section 20. ATTORNEY'S FEES. If either party retains an attorney to enforce this Lease (including, without limitation, the indemnity provisions of this Lease), the prevailing party is entitled to recover reasonable attorney's fees. Section 21. RIGHTS AND OBLIGATIONS OF LESSOR. If any of the rights and obligations of Lessor under this Lease are substantially and negatively affected by any changes in the laws applicable to this Lease, whether statutory, regulatory or under federal or state judicial precedent, then Lessor may require Lessee to enter into an amendment to this Lease to eliminate the negative effect on Lessor's rights and obligations to the extent reasonably possible. Section 22. MODIFICATION, WAIVER OF DEFAULT, ENTIRE AGREEMENT. No waiver, modification or amendment to this Lease, including specifically but not limited to, any indemnity and /or insurance requirement herein, shall be of any force or effect unless made in writing, signed by Lessor and Lessee and specifying with particularity the nature and extent of such waiver, modification or amendment. This Lease is the entire agreement between the parties, and supersedes all other oral or written agreements between the parties pertaining to this transaction, including, without limitation, and any other lease under which all or any portion of the Premises was leased to Lessee. Notwithstanding the prior sentence, Lessee shall retain any and all obligations and liabilities which may have accrued under any other such agreements prior to the commencement of the term of this Lease. Approved: Insurance Group Created: 2/10/06 Last Modified: 7/2/07 EXHIBIT C Union Pacific Railroad Contract Insurance Requirements Lease of Land Lessee shall, at its sole cost and expense, procure and maintain during the life of this Lease (except as otherwise provided in this Lease) the following insurance coverage: A. Commercial General Liability insurance. Commercial general liability (CGL) with a limit of not less than $1,000,000 each occurrence and an aggregate limit of not less than $2,000,000. CGL insurance must be written on ISO occurrence form CG 00 01 12 04 (or a substitute form providing equivalent coverage). The policy must also contain the following endorsement, which must be stated on the certificate of insurance: Contractual Liability Railroads ISO form CG 24 17 10 01 (or a substitute form providing equivalent coverage) showing "Premises" as the Designated Job Site. B. Business Automobile Coverage insurance. Business auto coverage written on ISO form CA 00 01 10 01 (or a substitute form providing equivalent liability coverage) with a combined single limit of not less $1,000,000 for each accident, and coverage must include liability arising out of any auto (including owned, hired, and non -owned autos). The policy must contain the following endorsements, which must be stated on the certificate of insurance: • Coverage For Certain Operations In Connection With Railroads ISO form CA 20 70 10 01 (or a substitute form providing equivalent coverage) showing "Premises" as the Designated Job Site. • Motor Carrier Act Endorsement - Hazardous materials clean up (MCS -90) if required by law. C. Workers Compensation and Employers Liability insurance. Coverage must include but not be limited to: Contractor's statutory liability under the workers' compensation laws of the state(s) affected by this Agreement. Employers' Liability (Part B) with limits of at least $500,000 each accident, $500,000 disease policy limit $500,000 each employee. If Lessee is self - insured, evidence of state approval and excess workers compensation coverage must be provided. Coverage must include liability arising out of the U. S. Longshoremen's and Harbor Workers' Act, the Jones Act, and the Outer Continental Shelf Land Act, if applicable. In any and all Claims against Lessor by any employee of Lessee, Lessee's indemnification obligation under this section shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable under any workers compensation acts, disability benefits acts or other employee benefits acts. D. Pollution Liability insurance. If permitted use as defined in this Lease includes any generation, handling, enrichment, storage, manufacture, or production of hazardous materials pollution liability insurance is required. Pollution liability coverage must be written on ISO form Pollution Liability Coverage Form Designated Sites CG 00 39 12 04 (or a substitute form providing equivalent liability coverage), with limits of at least $5,000,000 per occurrence and an aggregate limit of $10,000,000. If hazardous materials are disposed of from the Premises, Lessee must furnish to Lessor evidence of pollution legal liability insurance maintained by the disposal site operator for losses arising from the insured facility accepting the materials, with coverage in minimum amounts of $1,000,000 per loss, and an annual aggregate of $2,000,000. E. Umbrella or Excess insurance. If Lessee utilizes umbrella or excess policies, these policies must "follow form" and afford no less coverage than the primary policy. Other Reauirements F. All policy(ies) required above must include Lessor as "Additional Insured" using ISO Additional Insured Endorsement CG 20 11 (or a substitute form providing equivalent coverage). The coverage provided to Lessor as additional insured shall, to the extent provided under ISO Additional Insured Endorsement CG 20 11, provide coverage for Lessor's negligence whether sole or partial, active or passive, and shall not be limited by Lessee's liability under the indemnity provisions of this Lease. G. Lessee waives all rights against Lessor and its agents, officers, directors and employees for recovery of damages to the extent these damages are covered by the workers compensation and employers' liability or commercial umbrella or excess liability insurance obtained by Lessee required by this agreement. H. Punitive damages exclusion, if any, must be deleted (and the deletion indicated on the certificate of insurance), unless (a) insurance coverage may not lawfully be obtained for any punitive damages that may arise under this Lease, or (b) all punitive damages are prohibited by all states in which the Premises are located. I. All insurance policies must be written by a reputable insurance company acceptable to Lessor or with a current Best's Insurance Guide Rating of A- and Class VII or better, and authorized to do business in the state where the Premises are located. J. The fact that insurance is obtained by Lessee, or by Lessor on behalf of Lessee, will not be deemed to release or diminish the liability of Lessee, including, without limitation, liability under the indemnity provisions of this Lease. Damages recoverable by Lessor from Lessee or any third parry will not be limited by the amount of the required insurance coverage. k. LESSEE is allowed to retain (self - insure) in whole or in part any insurance obligation under this Agreement. Any retention shall be for the account of LESSEE. If LESSEE elects to retain (self - insure) any insurance required by this Agreement LESSEE agrees that it shall provide Railroad with the same coverage that would have been provided to it by the required commercial insurance forms had LESSEE obtained commercial insurance. For all coverage retained, self - insured, LESSEE shall provide a letter stating that through its risk management programs it retains the balance of its insurance obligation under this agreement and that this letter is provided in lieu of a Certificate of Insurance. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -256, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Electric Administration CM/ ACM: Howard Martin Date: February 16, 2016 SUBJECT Consider approval of a resolution of the City Council, City of Denton, Texas, stating the conditions and circumstances for the sale of 1224 N. Bonnie Brae St., Denton, Denton County, Texas, to Jose Alfredo Rivas and the public purpose achieved by said sale. BACKGROUND Denton Municipal Electric acquired a residential structure located at 1224 North Bonnie Brae Street as part of the Hickory Street Substation expansion process. The Hickory Street Substation project resulted in the displacement of a citizen, Mr. Joe Rivas, which in turn required the City to provide assistance in finding decent, safe, and sanitary living accommodations for Mr. Rivas. It was then determined that the house located at 1224 North Bonnie Brae Street could be repaired and remodeled to meet the Americans with Disability Act (ADA) requirements for a wheelchair bound person and to bring the house in to compliance with building codes, and subsequently sold to Mr. Rivas. These services and the obligation to provide a suitable residence are also required to comply with Federal Uniform Assistance and Real Property Acquisition Policies Act of 1970. Because of his disability, Mr. Rivas was not able to find a suitable rental property that would pass as decent, safe and sanitary, nor was he able to find a property owner that would allow construction to make the home wheelchair accessible. Therefore, the City of Denton has provided Mr. Rivas the opportunity to purchase a home that was in the possession of the City. This home required extensive repairs in order to meet the ADA requirements for a person in a wheelchair. In addition, other repairs were necessary to comply with the decent safe and sanitary requirements, including asbestos abatement, foundation and roof repairs. The Uniform Act of Relocation Assistance and Real Property Acquisition Policies Act of 1970, requires the agency (City of Denton) to go above and beyond the typical requirements in order to accommodate any displacees facing unusual and extraordinary circumstances in order to provide sufficient replacement housing. This repair and proposed sale of this property is the City of Denton's effort to meet the requirements of these regulations. OPTIONS 1. Recommend approval to sell this real property. 2. Do not recommend approval to sell this real property purchase and provide staff with further direction. City of Denton Page 1 of 3 Printed on 2/12/2016 File #: ID 16 -256, Version: 1 3. Table for future discussion 4. Postpone action for a future date. RECOMMENDATION DME staff recommends approval of this resolution. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Public Utilities Board conducted a public site selection hearing and selected the site which includes abovementioned Property Interest on November 10, 2014. The City Council conducted a public site selection hearing and selected the site which includes the abovementioned property on December 2, 2014 by a passing Resolution No. 2014 -043. The City Council approved the purchase of the property located at 108 South Bonnie Brae on December 16, 2014 by approving Ordinance No. 2014 -428. The City Council approved the purchase of the property located at 1224 North Bonnie Brae on February 3, 2015 by approving Ordinance No. 2015 -024. The City Council approved the purchase of the property located at 1224 North Bonnie Brae on February 3, 2015 by approving Ordinance No. 2015 -024. FISCAL INFORMATION This project is directly connected to the Hickory substation/transmission project. As such, the costs will ultimately be recovered through the Public Utility Commission transmission cost of service program (TCOS). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Related Goal: EXHIBITS 1. Resolution Prepared by: Smith Day Public Infrastructure 2.3 Promote superior utility services and facilities Respectfully submitted: Phil Williams General Manager City of Denton Page 2 of 3 Printed on 2/12/2016 File #: ID 16 -256, Version: 1 Compliance Manager City of Denton Page 3 of 3 Printed on 2/12/2016 RESOLUTION NO. APPROVE A RESOLUTION OF THE CITY COUNCIL, CITY OF DENTON, TEXAS, STATING THE CONDITIONS AND CIRCUMSTANCES FOR THE SALE OF 1224 N. BONNIE BRAE ST., DENTON, DENTON COUNTY, TEXAS, TO JOSE ALFREDO RIVAS AND THE PUBLIC PURPOSE ACHIEVED BY SAID SALE AS REQUIRED BY LOCAL GOVERNMENT CODE SECTION 272.001(k); AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton has acquired numerous property interests on N. Bonnie Brae St. between W. Oak St. and W. Hickory St. for the relocation and expansion of the Hickory Substation; WHEREAS, the landowners and/or tenants who were impacted by the Hickory Substation relocation and expansion are legally entitled to relocation benefits under both federal and state law and City ordinance (Ord. No. 2012 -073) which includes comparable replacement housing which is decent, safe and sanitary; . WHEREAS, one of the tenants impacted by the relocation and expansion of the Hickory Substation, Jose Alfredo Rivas, is legally disabled and requires specific housing needs which have not been able to be secured within the City; WHEREAS, the City owns residential real property located at 1224 N. Bonnie Brae St. ( "Property ") which will provide comparable replacement housing which is decent, safe and sanitary for the Rivas after renovations are made to the same; WHEREAS, on July 22, 2015 the City's Public Utility Board considered the relocation issues related to Rivas and unanimously recommended to the City Council that renovations be made to 1224 N. Bonnie Brae St. in order to provide comparable replacement housing to Rivas which is decent, safe and sanitary; WHEREAS, on September 1, 2015, the City Council approved that renovations be made to the Property in order to provide Rivas with comparable replacement housing which is decent, safe and sanitary (Ordinance No. 2015 -257); WHEREAS, the renovations to the Property have been completed and that the Property provides Rivas comparable replacement housing which is decent, safe and sanitary; WHEREAS, the City has spent a total of $175.698.08 to renovate the Property and make it decent, safe and sanitary; WHEREAS, the Property was purchased by the City for the expansion of its electric transmission line along N. Bonnie Brae St. and the City will recover the purchase price for the Property under the City's Transmission Cost of Service reimbursement from the Electric Reliability Council of Texas; WHEREAS, the City, if the Property is sold, will require the reservation of an electric transmission, distribution, and communication easement across the front portion of the Property; WHEREAS, the City finds that Rivas has made an offer to purchase the Property from the City for $175,698.08 and with the City reserving an electric transmission, distribution, and communication easement along the front portion of the Property; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON RESOLVES, IN ACCORDANCE WITH LOCAL GOVERNMENT CODE SECTION 272.001(k): SECTION 1. That the sale of the Property to Jose Alfredo Rivas arose as a result of the relocation and expansion of the Hickory Substation and are circumstances that are unique to Rivas due solely to his legal disability; SECTION 2. That the Property shall be sold to Rivas with the following conditions: a. The sales price for the Property shall be equivalent to the monies spent by the City to provide Rivas with comparable replacement housing which is decent, safe and sanitary which said amount is $175,698.08; and b. The City will reserve an electric transmission, distribution, and communication easement along the front of the Property in the deed conveying the Property to Rivas. SECTION 3. That the public purposes achieved by the sale of the Property are: a. Rivas is provided with comparable housing which is decent, safe and sanitary as required by both federal and state and City ordinance; and b. The relocation of Rivas allows the City to commence with the relocation and expansion of the Hickory Substation. SECTION 4. The statements contained in the preamble of this resolution are deemed to be findings of the City Council and are incorporated into the body of this resolution. SECTION 5. If any section, article, paragraph, sentence, phrase, clause or word in this resolution, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this resolution; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 6. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of ,2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY 0 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 16 -144, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Denton Municipal Electric CM/ ACM: Howard Martin, 349 -8232 Date: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton approving the sale of 1224 N. Bonnie Brae St., Denton, Denton County, Texas ( "Property "), to Jose Alfredo Rivas ( "Rivas "), as Buyer, for the purchase price of One Hundred and Seventy Five Thousand Six Hundred and Ninety Eight Dollars and Eight Cents ($175,698.08) as stated in the One to Four Family Residential Contract ( "Contract "); authorizing the City Manager in accordance with Texas Local Government Code 272.001(k) to execute a deed to Rivas together with any other documents necessary to sell and convey the Property; and providing an effective date. (Hickory Street DME Substation) BACKGROUND Denton Municipal Electric acquired a residential structure located at 1224 North Bonnie Brae Street as part of the Hickory Street Substation expansion process. The Hickory Street Substation project resulted in the displacement of a citizen, Mr. Jose Rivas, which in turn required the City to provide assistance in finding decent, safe, and sanitary living accommodations for Mr. Rivas. It was then determined that the house located at 1224 North Bonnie Brae Street could be repaired and remodeled to meet the Americans with Disability Act (ADA) requirements for a wheelchair bound person and to bring the house in to compliance with building codes, and subsequently sold to Mr. Rivas. These services and the obligation to provide a suitable residence are also required to comply with Federal Uniform Assistance and Real Property Acquisition Policies Act of 1970. Because of his disability, Mr. Rivas was not able to find a suitable rental property that would pass as decent, safe and sanitary, nor was he able to find a property owner that would allow construction to make the home wheelchair accessible. Therefore, the City of Denton has provided Mr. Rivas the opportunity to purchase a home that was in the possession of the City. This home required extensive repairs in order to meet the ADA requirements for a person in a wheelchair. In addition, other repairs were necessary to comply with the decent safe and sanitary requirements, including asbestos abatement, foundation and roof repairs. The Uniform Act of Relocation Assistance and Real Property Acquisition Policies Act of 1970, requires the agency (City of Denton) to go above and beyond the typical requirements in order to accommodate any displacees facing unusual and extraordinary circumstances in order to provide sufficient replacement housing. This repair and proposed sale of this property is the City of Denton's effort to meet the requirements of these regulations. City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -144, Version: 1 OPTIONS 1. Recommend approval to sell this real property. 2. Do not recommend approval to sell this real property purchase and provide staff with further direction. 3. Table for future discussion 4. Postpone action for a future date. RECOMMENDATION DME staff recommends the sale of this real property. ESTIMATED SCHEDULE OF PROJECT The project will be complete upon closing PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Public Utilities Board conducted a public site selection hearing and selected the site which includes abovementioned Property Interest on November 10, 2014. The City Council conducted a public site selection hearing and selected the site which includes the abovementioned property on December 2, 2014 by a passing Resolution No. 2014 -043. The City Council approved the purchase of the property located at 108 South Bonnie Brae on December 16, 2014 by approving Ordinance No. 2014 -428. The City Council approved the purchase of the property located at 1224 North Bonnie Brae on February 3, 2015 by approving Ordinance No. 2015 -024. The City Council approved the purchase of the property located at 1224 North Bonnie Brae on February 3, 2015 by approving Ordinance No. 2015 -024. FISCAL INFORMATION This project is directly connected to the Hickory substation/transmission project. As such, the costs will ultimately be recovered through the Public Utility Commission transmission cost of service program (TCOS). EXHIBITS 1. Ordinance (contains contract & exhibits) Respectfully submitted: Phil Williams General Manager Prepared by: Smith Day Compliance Manager City of Denton Page 2 of 2 Printed on 2/12/2016 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON APPROVING THE SALE OF 1224 N. BONNIE BRAE ST., DENTON, DENTON COUNTY, TEXAS ( "PROPERTY "), TO JOSE ALFREDO RIVAS ( "RIVAS "), AS BUYER, FOR THE PURCHASE PRICE OF ONE HUNDRED AND SEVENTY FIVE THOUSAND SIX HUNDRED AND NINETY EIGHT DOLLARS AND EIGHT CENTS ($175,698.08) AS STATED IN THE ONE TO FOUR FAMILY RESIDENTIAL CONTRACT ( "CONTRACT "); AUTHORIZING THE CITY MANAGER IN ACCORDANCE WITH TEXAS LOCAL GOVERNMENT CODE 272.001(k) TO EXECUTE A DEED TO RIVAS TOGETHER WITH ANY OTHER DOCUMENTS NECESSARY TO SELL AND CONVEY THE PROPERTY; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton has acquired numerous property interests on N. Bonnie Brae St. between W. Oak St. and W. Hickory St. for the relocation and expansion of the Hickory Substation; WHEREAS, the landowners and /or tenants who were impacted by the Hickory Substation relocation and expansion are legally entitled to relocation benefits which includes comparable replacement housing which is decent, safe and sanitary; WHEREAS, one of the tenants impacted by the relocation and expansion of the Hickory Substation, Jose Alfredo Rivas, is legally disabled and requires specific housing needs which have not been able to be found within the City; WHEREAS, the City owns residential real property located at 1224 N. Bonnie Brae St. ( "Property ") which will provide comparable replacement housing which is decent, safe and sanitary for the legally disabled tenant after renovations are made to the same; WHEREAS, on July 22, 2015 the City's Public Utility Board considered the relocation issues related to the legally disabled tenant and unanimously recommended to the City Council that renovations be made to 1224 N. Bonnie Brae St. in order to provide comparable replacement housing which is decent, safe and sanitary; WHEREAS, on September 1, 2015, the City Council approved that renovations be made to the Property in order to provide Rivas with comparable replacement housing which is decent, safe and sanitary (Ordinance No. 2015 -257); WHEREAS, the renovations to the Property have been completed and that the Property provides Rivas comparable replacement housing which is decent, safe and sanitary; WHEREAS, Rivas has made an offer to purchase the Property from the City for $$175,698.08; WHEREAS, it is in the best interest of the City to sell the Property to Rivas; and WHEREAS, the City, under Local Government Code, Section 272.001(k), has passed a resolution stating the conditions and circumstances for the sale of the Property directly to Rivas and the public purpose achieved by said sale; NOW, THEREFORE,, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is authorized (a) to execute on behalf of the City (i) the One to Four Family Residential Conti-act ("Contract"), between the City and Rivas, in the form attached as Exhibit "I" and made a part hereof, with a purchase price of $175,698.08, plus costs and expenses, all as stated in the Contract; and (ii) any other documents necessary for closing the transaction contemplated by the Contract, including, but not limited to executing a Special Warranty Deed, in the form attached as Exhibit "A" to the Contract which contains a reservation of an electric transmission, distribution and communication easement, conveying the Property to Buyer; (b) accept payment from Buyer; and, (c) to make expenditures in accordance with the terms of the Contract. SECTION 2. The findings contained in the preamble of this ordinance are incorporated into the body of this ordinance. SECTION 3. If any section, article, paragraph, sentence, phrase, clause or word in this ordinance, or application thereof to any persons or circumstances, is held invalid or unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance; the City Council declares that it would have ordained such remaining portion despite such invalidity, and such remaining portion shall remain in full force and effect. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY 0 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By: EXHIBIT "A" 4-28-2014 ------------- 40. COMMISSION (TREC) PROMULGATED BY THE TEXAS REAL ESTATE (RESALE) L=J RESIDENTIAL CONTRACT 90UAL NOVAt"O ONE TO FOUR FAMILY 'Transactions 00001"UNt" NOTICE: Not For Use For Condominium 1. PARTIES: The parties to this contract are The rit of Denton v - (Buyer). (Seller) and lose Alfredo Rivas buy from Seller the Property defined Seller agrees to sell and convey to Buyer and Buyer agrees to b below. 2. PROPERTY: The land, improveand accessories are collectively referred to as the "Property". tints a A. LAND: Lot Block____�, County of Denton Addition, City Of Denton — Cached as Exhibit "A". Texas, known as , a B. IMPROVEMENTS: The house, garage and all other fixtures and improvements attached to the above-described real property, Including without limitation, the following permanently installed and built-in items, if any: all equipment and appliances, valances, screens, shutters, awnings, wall-to-wall carpeting, mirrors, ceiling fans, attic fans, mail boxes, television antennas, mounts and brackets for televisions and speakers, heating and air-conditioning units, security and fire detection equipment bing and lighting fixtures, chandeliers, water softener system, , wiring, plum outdoor kitchen equipment, garage door openers, cleaning equipment, shrubbery, landscaping, cooking equipment, and all other property owned by Seller and attached to the above described real property. C. ACCESSORIES: The following described related accessories, if any: window air conditioning units, stove, fireplace screens, curtains and rods, blinds, window shades, draperies and rods, door keys, mailbox keys, above ground pool, swimming pool equipment and maintenance accessories, artificial fireplace logs, and controls for: (I) garage doors, (ii) entry gates, and (III) other improvements and accessories. D. EXCLUSIONS: The following improvements and accessories will be retained by Seller and must be removed prior to delivery of possession: 3. SALES PRICE: A. Cash portion of Sales Price payable by Buyer at closing ............................. B. Sum of all financing described below (excluding any loan funding feeor mortgage insurance premium) ............................................ C. Sales Price (Sum of A and B)...,....• .... ............................... 4. FINANCING (Not for use with reverse mortgage financing): The portion of Sales Price not payable in cash will be paid as follows: (Check applicable boxes below) 0 A.THIRD PARTY FINANCING: One or more third party mortgage loans in the total amount of $ (excluding any loan funding fee or mortgage insurance premium). (1) Property Approval: If the Property does not satisfy the lenders' underwriting requirements for the loan(s) (including, but not limited to appraisal, insurability and lender required repairs), Buyer may terminate this contract by giving notice to Seller prior to closing and the eamest money will be refunded to Buyer. (2) Credit Approval: (Check one box only) Q (a) This contract Is subject to Buyer being approved for the financing described in the attached Third Party Financing Addendum for Credit Approval. 0 (b) This contract is not subject to Buyer being approved for financing and does not involve FHA or VA financing. U B, ASSUMPTION: The assumption of the unpaid principal balance of one or more promissory notes described in the attached TREC Loan Assumption Addendum. 0 C. SELLER FINANCING: A promissory note from Buyer to Seller of $ secured by vendor's and deed of trust liens, and containing the terms and conditions described in the attached TREC Seller Financing Addendum. If an owner policy of title insurance is furnished, Buyer shall furnish Seller with a mortgagee policy of title insurance. -�Cllt:l, dL z:ieiter*s exoense I Contract Concerning 1224 N. Bonnie Brae Page 2 of 9 4 -28 -2014 (Address of Property) S. EARNEST MONEY: Upon execution of this contract by all parties, Buyer shall deposit $ n/a as eamest money with n/a , as escrow agent, at n/a (address). Buyer shall deposit additional eamest money of $ n/a with escrow agent within n!a days after the effective date of this contract. If Buyer fails to deposit the earnest money as required by this contract, Buyer will be in default. 6. TITLE POLICY AND SURVEY: A. TITLE POLICY: Seller shall furnish to Buyer at IBS Iler's E3 Buyer's expe se an owner policy of title insurance (Title Policy) issued by Reunion Tine, Attn: Rebecca i C (Title Company) in the amount of the Sales Price, dated at or after closing, insuring Buyer against loss under the provisions of the Title Policy, subject to the promulgated exclusions (including existing building and zoning ordinances) and the following exceptions: (1) Restrictive covenants common to the platted subdivision in which the Property is located. (2) The standard printed exception for standby fees, taxes and assessments. (3) Liens created as part of the financing described in Paragraph 4. (4) Utility easements created by the dedication deed or plat of the subdivision in which the Property is located. (5) Reservations or exceptions otherwise permitted by this contract or as may be approved by Buyer in writing. (6) The standard printed exception as to marital rights. (7) The standard printed exception as to waters, tidelands, beaches, streams, and related matters. (8) The standard printed exception as to discrepancies, conflicts, shortages in -area or boundary lines, encroachments or protrusions, o verlappping improvements: (1) will not be amended or deleted from t title policy; Wii) will be amended to read, "shortages in area" at the expense of UBuyer Weller. B. COMMITMENT: Within 20 days after the Title Company receives a copy of this contract, Seller shall furnish to Buyer a commitment for title insurance (Commitment) and, at Buyer`s expense, legible copies of restrictive covenants and documents evidencing exceptions in the Commitment (Exception Documents) other than the standard printed exceptions. Seller authorizes the Title Company to deliver the Commitment and Exception Documents to Buyer at Buyer's address shown in Paragraph 21. If the Commitment and Exception Documents are not delivered to Buyer within the specified time, the time for delivery will be automatically extended up to 15 days or 3 days before the Closing Date, whichever is earlier. If, due to factors beyond Seller's control, the Commitment and Exception Documents are not delivered within the time required, Buyer may terminate this contract and the eamest money will be refunded to Buyer. C. SURVEY: The survey must be made by a registered professional land surveyor acceptable to the Title Company and Buyer's lender(s). (Check one box only) ❑(1)Within days after the effective date of this contract, Seller shall fumish to Buyer and Title Company Seller's existing survey of the Property and a Residential Real Property Affidavit promulgated by the Texas Department of Insurance (T -47 Affidavit). If Seller fails to furnish the existing survey or affidavit within the time prescribed, Buyer shall obtain a new survey at Seller's expense no later than 3 days prior to Closing Date. If the existing survey or affidavit Is not acceptable to Title Company or Buyer's lender(s), Buyer shall obtain a new survey at ❑Seller's ❑Buyer's expense no later than 3 days prior to Closing Date. ❑(2)Within days after the effective date of this contract, Buyer shall obtain a new survey at Buyer's expense. Buyer is deemed to receive the survey on the date of actual receipt olothe date specified in this paragraph, whichever is earlier. C§) Within days after the effective date of this contract, Seller, at Seller's expense shall furnish a new survey to Buyer. D. OBJECTIONS: Buyer may object in writing to defects, exceptions, or encumbrances to title: disclosed on the survey other than Items 6A(1) through (7) above; disclosed in the Commitment other than items 6A(1) through (8) above; or which prohibit the following use or activity: n/a t3uyer must ODjea the earlier or (I) the closing Date or (ii) t_i_ asys alter uuyer receives the Commitment, Exception Documents and the survey. Buyers failure to object within the time allowed will constitute a waiver of buyer's right to object; except that the requirements In Schedule C of the Commitment are not waived by Buyer. Provided Seller is not obligated to incur any expense, Seller sh ure the timely objections of Buyer or any third party lender Initialed for Identification by B and Seller TREC NO. 20 -12 Contract Concerning 1224 N. Bonnie Brae Page 3 of 9 4 -28 -2014 (Address of Property) within 15 days after Seller receives the objections and the Closing Date will be extended as necessary. If objections are not cured within such 15 day period, this contract will terminate and the earnest money will be refunded to Buyer unless Buyer waives the objections. E. TITLE NOTICES: (1) ABSTRACT OR TITLE POLICY: Broker advises Buyer to have an abstract of title covering the Property examined by an attorney f Buyer's selection, or Buyer should be furnished with or obtain a Title Policy. If a Title Policy is furnished the Commitment should be promptly reviewed by an attomey of Buyer's choice due to tie time limitations on Buyer's right to oW ct. (2} MEMBERSHIP IN PROPERTY OWNERS ASSOCIATION(S): The Property Oss CPIs not subject to mandatory membership In a property owners association(s). If the Property is subject to mandatory membership in a property owners association(s), Seller notifies Buyer under §5.012, Texas Property Code, that, as a purchaser of property in the residential community identified in Paragraph 2A in which the Property is located, you are obligated to be a member of the property owners associations). Restrictive covenants governing the use and occupancy of the Property and all dedicatory instruments governing the establishment, maintenance, or operation of this residential community have been or will be recorded in the Real Property Records of the county in which the property is located. Copies of the restrictive covenants and dedicatory instruments may be obtained from the county clerk. You are obligated to pay assessments to the Property owners Section 207.003, Prope Co e, entities an owner to receive copies of any document that govems the establishment, maintenance, or operation of a subdivision, including, but not limited to, restrictions, bylaws, rules and regulations, and a resale certificate from a roperty owners' association. A resale certificate contains information including, but not Imited to, statements specifying the amount and frequency of regular assessments and the style and cause number of lawsuits to which the property owners' association is a party, other than lawsuits relating to unpaid ad valorem taxes of an individual member of the association. These documents must be made available to you by the property owners' association or the association's agent on your request. If Buyer is concerned about these matters, the TREC promulgated Addendum for Property Subject to Mandatory Membership in a Property Owners Association(s) should be used. (3) STATUTORY TAX DISTRICTS: If the Property is situated in a utility or other statutorily created district providing water, sewer, drainage, or flood control facilities and services, Chapter 49 Texas Water Code requires Seller to deliver and Buyer to sign the statutory notice relating to the tax rate, bonded indebtedness, or standby fee of the district prior to final execution of this contract. (4) TIDE WATERS: If the Property abuts the tidally influenced waters of the state, §33.135, Texas Natural Resources Code, requires a notice regarding coastal area propperty to be Included in the contract. An addendum containing the notice promulgated by TREC or required by the parties must be used. (5) ANNEXATION: If the Property is located outside the limits of a municipality, Seller notifies Buyer under §5.011, Texas Property Code, that the Property may now or later be included in the extraterritorial jurisdiction of a municipality and may now or later be subject to annexation by the municipality. Each municipality maintains a map that depicts its boundaries and extraterritorial jurisdiction. To determine if the Property is located within a municipality's extraterritorial jurisdiction or Is likely to be located within a municipality's extraterritorial jurisdiction, contact all municipalities located in the general proximity of the Property for further information. (6) PROPERTY LOCATED IN A CERTIFICATED SERVICE AREA OF A UTILITY SERVICE PROVIDER: Notice required by §13.257, Water Code: The real property, described in Paragraph 2, that you are about to purchase may be located in a certificated water or sewer service area, which is authorized by law to provide water or sewer service to the properties in the certificated area. If your property is located in a certificated area there may be special costs or charges that you will be required to pay before you can receive water or sewer service. There may be a period required to construct lines or other facilities necessary to provide water or sewer service to your property. You are advised to determine if the property is in a certificated area and contact the utility service provider to determine the cost that you will be required to pay and the period, if any, that is required to provide water or sewer service to your property. The undersigned Buyer hereby acknowledges receipt of the foregoing notice at or before the execution of a binding contract for the purchase of the real property described in Paragraph 2 or at closing of purchase of the real property. ,0% Initialed for identification by Buyer ,s/,l��i—,-y and Seiler TREC NO. 20 -12 Contract Concerning 1224 N. Bonnie Brae Page 4 of 9 4- 28-2014 (Address of Property) (7) PUBLIC IMPROVEMENT DISTRICTS: If the Property is in a public improvement district, §5.014, Property Code, requires Seller to notify Buyer as follows: As a purchaser of this parcel of real property you are obligated to pay an assessment to a municipality or county for an improvement project undertaken by a public improvement district under Chapter 3 ?2, Local Government Code. The assessment may be due annualiy or in periodic insfiallments.- More information concerning the amount of the assessment and the due dates of that assessment may be obtained from the municipality or county levying the assessment. The amount of the assessments is subject to change. Your failure to pay the assessments could result in a lien on and the foreclosure of your property. (8) TRANSFER FEES: If the Property is subject to a private transfer fee obligation, §5.205, Property Code, requires Seller to notify Buyer as follows: The private transfer fee obligation may be governed by Chapter 5, Subchapter G of the Texas Property Code. (9) PROPANE GAS SYSTEM SERVICE AREA: If the Property Is located in a propane gas system service area owned by a distribution system retailer, Seller must give Buyer written notice as required by 141.010 Texas Utilities Code. An addendum containing the notice approved by TREC or required by the parties should be used. 7. PROPERTY CONDITION: A. ACCESS, INSPECTIONS AND UTILITIES: Seller shall permit Buyer and Buyer's agents access to the Property at reasonable times. Buyer may have the Property inspected by inspectors selected by Buyer and licensed by TREC or otherwise permitted by law to make Inspections. Seller at Sellers expense shall immediately cause existing utilities to be turned on and shall keep the utilities on during the time this contract is in effect. B. SELLER'S DISCLOSURE NOTICE PURSUANT TO §5.008, TEXAS PROPERTY CODE (Notice): Check one box only) ❑ 1 Buyer has received the Notice. E3 23 Buyer has not received the Notice. Within days after the effective date of this contract, Seller shall deliver the Notice to Buyer. If Buyer does not receive the Notice, Buyer may terminate this contract at any time prior to the closing and the earnest money will be refunded to Buyer. If Seller delivers the Notice, Buyer may terminate this contract for any reason within 7 days after Buyer receives the Notice or prior to the closing, whichever first occurs, and the earnest money will be refunded to Buyer. M3)The Seller is not required to furnish the notice under the Texas Property Code. C. SELLERS DISCLOSURE OF LEAD -BASED PAINT AND LEAD -BASED PAINT HAZARDS is required by Federal law for a residential dwelling constructed prior to 1978. D. ACCEPTANCE OF PROPERTY CONDITION: "As W means the present condition of the Property with any and all defects and without warranty except for the warranties of title and the warranties in this contract. Buyer's agreement to accept the Property As Is under Paragraph 7D(1) or (2) does not preclude Buyer from inspecting the Property under Paragraph 7A, from negotiating rirepairs r Option ts Period if in subsequent amendment, or from terminating this �4Check one box only) f y 1) Buyer accepts the Property As Is. ❑ (2) Buyer accepts the Property As Is provided Seller, at Seller's expense, shall complete the following specific repairs and treatments: (Do not insert general phrases, such as "subject to Inspections" that do not identify specific repairs and treatments.) E. LENDER REQUIRED REPAIRS AND TREATMENTS: Unless otherwise agreed in writing, neither party Is obligated to pay for lender required repairs, which Includes treatment for wood destroying insects. If the parties do not agree to pay for the lender required repairs or treatments, this contract will terminate and the earnest money will be refunded to Buyer. If the cost of lender required repairs and treatments exceeds 5% of the Sales Price, Buyer may terminate this contract and the earnest money will be refunded to Buyer. F. COMPLETION OF REPAIRS AND TREATMENTS: Unless otherwise agreed in writing: (1) Seller shall complete all agreed repairs and treatments prior to the Closing Date* and (11) all required permits must be obtained, and repairs and treatments must be performed by persons who are licensed to provide such repairs or treatments or, if no license is required by law, are commercially engaged in the trade of providing such repairs or treatments. At Buyer's election, any transferable warranties received b Seller with respect to the repairs and treatments will be transferred to Buyer at Buyers expense. If Seiler fails to complete any agreed repairs and treatments prior to the Closing Date Buyer may exercise remedies under Paragraph 15 or extend the Closing Date up to 5 days ii` necessary for Seller to complete the repairs and treatments. G. ENVIRONMENTAL MATTERS: Buyer ' advised that the presence of wetlands, toxic substances, Including asbestos and wast other environmental hazards, or the presence of a threatened or endangered s es or its habitat may affect Buyer's Intended use of the Initialed for identification by Buyer �ZOJ4(and Seller TREC NO. 20 -12 Contact Concerning U2_4 N Bonnie Brae Page 5 of 9 4 -28 -2014 (Address of Property) Property. If Buyer Is concerned about these matters, an addendum promulgated by TREC or required by the parties should be used. H. RESIDENTIAL SERVICE CONTRACTS: Buyer may purchase a residential service contract from a residential service company licensed by TREC. If Buyer purchases a residential service contract, Seller shall reimburse Buyer at closing for the cost of the residential service contract in an amount not exceeding $ nla Buyer should review any residential service contract for the scope of coverage, exclusions and limitations. The purchase of a residential service contract is optional. Similar coverage may be purchased from various companies authorized to do business in Texas. S. BROKERS' FEES: All obligations of the parties for payment of brokers' fees are contained in separate written agreements. 9. CLOSING: A. The dosing of the sale will be on or before April i , 2016 • or within 7 days after objections made under Paragraph 6D have been cured or waived, whichever date is later (Closing Date). If either party fails to close the sale by the Closing Date, the non - defaulting party may exercise the remedies contained in Paragraph 15. B. At dosing: (1) Seller shall execute and deliver a general warranty deed conveying title to the Property to Buyer and showing no additional exceptions to those permitted in Paragraph 6 and furnish tax statements or certificates showing no delinquent taxes on the Property. J2) Buyer shall pay the Sales Price In good funds acceptable to the escrow agent. 3 Seller and Buyer shall execute and deliver any notices, statements, certificates, affidavits releases, loan documents and other documents reasonably required for the dosing ofi the sale and the issuance of the Title Policy. (4) There will be no liens, assessments, or security interests against the Property which will not be satisfied out of the sales proceeds unless securing the payment of any loans assumed by Buyer and assumed loans will not be in default. (5)If the Property is subject to a residential lease, Seller shall transfer security deposits (as defined under §92.102, Property Code), if any, to Buyer. In such an event, Buyer shall deliver to the tenant a signed statement acknowledging that the Buyer has received the security deposit and is responsible for the return of the security deposit, and spedfying the exact dollar amount of the security deposit. 10.1POSSESSION: A Buyer's Possession: Seller shall deliver to Buyer possession of the Property In its present or required condition, ordinary wear and tear excepted: Mpon dosing and funding ❑according to a temporary residential lease form promulgated by TREC or other written lease required by the parties. Any possession by Buyer prior to closing or by Seiler after closing which is not authorized by a written lease will establish a tenancy at sufferance relationship between the parties. Consult your insurance agent prior to change of ownership and possession because insurance coverage may be limited or terminated. The absence of a written lease or appropriate insurance coverage may expose the parties to economic loss. B. Leases: (1)After the Effective Date, Seller may not execute any lease (including but not limited to mineral leases) or convey any interest in the Property without Buyer's written consent. (2) If the Property is subject to any lease to which Seller is a party, Seller shall deliver to Buyer copies of the lease(s) and any move -in condition form signed by the tenant within 7 days after the Effective Date of the contract. 11. SPECIAL PROVISIONS: (Insert only factual statements and business details applicable to the sale. TREC rules prohibit licensees from adding factual statements or business details for which a contract addendum, lease or other form has been promulgated by TREC for mandatory use.) See special provisions addendum. 12. SETTLEMENT AND OTHER EXPENSES: A. The following expenses must be paid at or prior to closing: (1) Expenses payable by Seller (Seller's Expenses): (a) Releases of existing liens including prepayment penalties and recording fees; release of Seller's loan liability; tax statements or certificates; preparation of deed; one -half of escrow fee; and other expenses pa able by Seller under this contract. (b) Seller shall also pay an amount not to exceed nh to be applied in the Initialed for identification by Buyer,,,,C 1�/and Seller TREC NO. 20 -12 Contract Concerning 1224 N. Ronnie Brae page 6 of 9 44RM14 (Address of Property) following order: Buyer's Expenses which Buyer is prohibited from paying by FHA, VA, Texas Veterans Land Board or other governmental loan programs, and then to other Buyer's Expenses as allowed by the lender. (2) Ex enses payable by Buyer (Buyer's Expenses): Appraisal fees; loan application fees; adfusted origination charges; credit reports; preparation of loan documents; interest on the notes from date of disbursement to one month prior to dates of first monthly payments; recording fees; copies of easements and restrictions; loan title policy with endorsements required by lender; loan - related inspection fees; photos; amortization schedules; one -half of escrow fee; all prepaid items, including required premiums for flood and hazard insurance, reserve deposits for insurance, ad valorem taxes and special governmental assessments; final compliance inspection; courier fee; repair Inspection- underwriting fee; wire transfer fee- expenses incident to any loan; Private Mortgage insurance Premium (PMI), VA Loan Funding Fee, or FHA Mortgage Insurance Premium (MIP) as required by the lender; and other expenses payable by Buyer under this contract. B. If any expense exceeds an amount expressly stated in this contract for such expense to be paid by a party that party may terminate this contract unless the other party agrees to pay such excess. buyer may not pay charges and fees expressly prohibited by FHA, VA, Texas Veterans Land Board or other governmental loan program regulations. 13. PRORATIONS: Taxes for the current year, interest, maintenance fees, assessments, dues and rents will be prorated through the Closing Date. The tax proration may be calculated taking into consideration any change In exemptions that will affect the current year's taxes. If taxes for the current year vary from the amount prorated at closing, he parties shall adjust the prorations when tax statements for the current year are available. If taxes are not paid at or prior to dosing, Buyer shall pay taxes for the current year. 14. CASUALTY LOSS: If any part of the Property is damaged or destroyed by fire or other casualty after the effective date of this contract, Seller shall restore the Property to its previous condition as soon as reasonably possible, but in any event by the Closing Gate. If Seller falls to do so due to factors beyond Seller's control, Buyer may (a) terminate this contract and the earnest money will be refunded to Buyer (b) extend the time for performance up to 15 days and the Closing Date will be extended as necessary or (c) accept the Property In its damaged condition with an assignment of insurance proceeds and receive credit from Seller at closing in the amount of the deductible under the Insurance policy. Seller's obligations under this paragraph are independent of any other obligations of Seiler under this contract. 15. DEFAULT: If Buyer fails to comply with this contract Buyer will be in default and Seller may (a) enforce specific performance, seek such other relief as may be provided 6y law, or both, or (b) terminate this contract and receive the eamest money as liquidated damages, #hereby releasing both parties from this contract. If Seller falls to comply with this contract Seller wit, be in default and Buyer may (a) enforce specific performance, seek such other relief as may be provided by law, or both, or (b) terminate this contract and receive the earnest money, thereby releasing both parties from this contract. 16. MEDIATION: It is the policy of the State of Texas to encourage resolution of disputes through alternative dispute resolution procedures such as mediation. Any dispute between Seller and Buyer related to this contract which is not resolved through informal discussion will be submitted to a mutually acceptable mediation service or provider. The parties to the mediation shall bear the mediation costs equally. This paragraph does not predude a party from seeking equitable relief from a court of competent jurisdiction. 17. ATTORNEYS PEES: A Buyer, Seller, Listing Broker, Other Broker, or escrow agent who prevails in any legal proceeding related to this contract is entitled to recover reasonable attorney's fees and all costs of such proceeding. 18. ESCROW: A. ESCROW: The escrow agent Is not (I) a party to this contract and does not have liability for the performance or nonperformance of any party to this contract, (ii) liable for interest on the earnest money and (iii) liable for the loss of any earnest money caused by the failure of any financial institution in which the eamest money has been deposited unless the financial institution is acting as escrow agent. B. _EXPENSES: At closing, the earnest money must be applied first to any cash down payment, then to Buyer's Expenses and any excess refunded to Buyer. If no dosing occurs, escrow agent may: (1) require a written release of liability of the escrow agent from all parties, (ii) require payment of unpaid expenses incurred on behalf of a party, and (iii) only deduct from the earnest money the amount of unpaid expenses incurred on behalf of the party receiving the earnest money. C. DEMAND: Upon termination of this contract, either party or the escrow agent may send a release of eamest money to each party and the parties shall execute counterparts of Initialed for Identification by Buyer nd Seller TREC NO. 20 -12 Contract Concerning 1221 N Bonnie Brae Page 7 of 9 4 -28 -2014 (Address of Property) the release and deliver same to the escrow agent. If either party fails to execute the release, either party may make a written demand to the escrow agent for the earnest money. If only one party makes written demand for the earnest money, escrow agent shall promptly provide a copy of the demand to the other party. If escrow agent does not receive written objection to the demand from the other party within 15 days, escrow agent may disburse the earnest money to the party making demand reduced by the amount of unpaid expenses incurred on behalf of the party receiving the earnest money and escrow agent may pay the same to the creditors. If escrow agent complies with the provisions of this paragraph, each party hereby releases escrow agent from all adverse claims related to the disbursal of the earnest money. D. DAMAGES: Any party who wrongfully fails or refuses to sign a release acceptable to the escrow agent within 7 days of receipt of the request will be liable to the other party for liquidated damages in an amount equal to the sum of: (1) three times the amount of the earnest money; (ii) the earnest money; (iii) reasonable attorney's fees; and (iv) all costs of suit. E. NOTICES: Escrow agent's notices will be effective when sent in compliance with Paragraph 21. Notice of objection to the demand will be deemed effective upon receipt by escrow agent. 19. REPRESENTATIONS: All covenants, representations and warranties in this contract survive closing. If any representation of Seller in this contract is untrue on the Closing Date, Seller will be in default. Unless expressly prohibited by written agreement, Seller may continue to show the Property and receive, negotiate and accept back up offers. 20. FEDERAL TAX REQUIREMENTS: If Seller is a "foreign person," as defined by applicable law, or if Seller fails to deliver an affidavit to Buyer that Seller is not a "foreign person," then Buyer shall withhold from the sales proceeds an amount sufficient to comply with applicable tax law and deliver the same to the Internal Revenue Service together with appropriate tax forms. Intemal Revenue Service regulations require filing written reports if currency in excess of specified amounts is received In the transaction. 21. NOTICES: All notices from one party to the other must be in writing and are effective when mailed to, hand - delivered at, or transmitted by facsimile or electronic transmission as follows: To Buyer at: do Ruth Brock To Seller at: c/o Larry Collister 4325 Windsor Centre Trail, Ste. 100 Flower Mound, TX 75028 215 E. McKinnep Denton, Texas 76201 Telephone, (9n ) 353 -3400 Telephone: ( 940 )349 -8198 Facsimile: ( ) Facsimile: ( ) E -mail: brock@brocklegal.com E -mail: larry.collisterLacityofdenton.com 22. AGREEMENT OF PARTIES: This contract contains the entire agreement of the parties and cannot be changed except by their written agreement. Addenda which are a part of this contract are (Check all applicable boxes): ❑ Third Party Financing Addendum for Credit ❑ Environmental Assessment Threatened or Approval Endangered Species and Wetlands Addendum ❑ Seller Financing Addendum ❑ Seller's Temporary Residential Lease ❑ Addendum for Property Subject to Mandatory Membership in a Property ❑ Short Sale Addendum Owners Association O Addendum for Property Located Seaward ❑ Buyer's Temporary Residential Lease of the Gulf Intracoastal Waterway ❑ Loan Assumption Addendum ❑ Addendum for Sale of Other Property by Buyer ❑ Addendum for Reservation of Oil, Gas and Other Minerals O Addendum for "Back -Up" 0 ❑ Addendum for Coastal Area O Addendum for Seller's Disclosure of Information on Lead -based Paint and Lead - based Paint Hazards as Required by Federal Law ❑ Addendum for Property in a Propane Gas System Service Area W Other (list): S e�cial Provisions Addendum. Special Warranty Deed, Exhibit A Initialed for Identification by Buyer .off Z114f and Seller TREC NO. 20-12 Contract concerning 1224 N. Bonnie Brae Page 8 of 9 4 -28 -2014 (Address of Property) 23. TERMINATION OPTION: For nominal consideration the receipt of which Is hereby acknowledged by Seller, and Buyer's agreement to pay Seller $ n/a (Option Fee) within 3 days after the effective date of this contract, Seller grants Buyer the unrestricted right to terminate this contract by giving notice of termination to Seller within n/a days after the effective date of this contract (Option Period). If no dollar amount Is stated as the Option Fee or If Buyer fails to pay the Option Fee to Seller within the time prescribed, this paragraph will not be a part of this contract and Buyer shall not have the unrestricted right to terminate this contract. If Buyer gives notice of termination within the time prescribed, the Option Fee -Will n be refunded; however any earnest money will be refunded to Buyer. The Option Fee i. wIII 5will not be credited to tote Sales Price at closing. Time is of the essence for this paragraph and strict compliance with the time for performance is required. 24. CONSULT AN ATTORNEY BEFORE SIGNING: TREC rules prohibit real estate licensees from giving legal advice. READ THIS CONTRACT CAREFULLY. Buyer's Seller's Attorney is: Ruth Brock Attorney is: 4325 Windsor Centre Trail, Ste. 100, Flower Mound, TX 75028 Telephone: ( 972 ) 353 -3400 Facsimile: ( } E -mail: brock@brockleaal.corn Telephone: ( ) Facsimile: I } E-mail: EXECUTED the day of .2o16 (EFFECTIVE DATE). (BROKER: FILL IN THE DATE OF FINAL ACCEPTANCE.) Seller Seller ,Th.f01.o11hISc.n"ctI1asbeon approved by the Texas Real Estate Commisslon. TREC forms are Intended for use only by trained real estate licensees. No representation is made as to the legal validity or adequacy of any provision In any specific transactions. it Is not Intended for complex transactions. Texas Real Estate Commission, P.O. Box 12188, Austin, TX 78711-2188, (S12) 936 -3000 (http: / /www.trec.texmgov) TREC NO. 20 -12. This form replaces TREC NO. 20 -11. TREC NO. 2D -12 Contract Concerning 1224 N. Bonnie Brae page g of g 4 -28 -2014 (Address of Property) BROKER INFORMATION (Print name(s) only. Do not sign) n/a Other Broker Firm License No. represents ❑ Buyer only as Buyer's agent O Seiler as Listing Broker's subagent Name of Associate's licensed Supervisor Telephone Associate's Name Telephone Other Broker's Address Facsimile city State Zip Associate's Email Address nta Listing Broker Finn license No. represents O Seller and Buyer as an intermediary O Seller only as Seller's agent Name of Associate's Licensed Supervisor Telephone Listing Associate's Name Telephone Listing Broker's Office Address Facsimile City State Zip Listing Associate's Email Address Se1Gng Associate's Name Telephone Name of Selling Associate's Licensed Supervisor Telephone Selling Associate's Office Address Facsimile city State Zip Selling Associate's Email Address Listing Broker has agreed to pay Other Broker of the total sales price when the Listing Broker's I fee Is received. Escrow agent is authorized and directed to pay other Broker from Listing Broker's fee at dosing. l OPTION FEE RECEIPT Receipt of $ (Option Fee) in the form of is acknowledged. Seller or Listing Broker Date CONTRACT AND EARNEST MONEY RECEIPT Receipt of OContract and ❑$ Earnest Money in the form of Is acknowledged. Escrow Agent: By: Address Email Address City state Zip Date: Telephone ( ) Facsimile: (_) TREC NO. 20 -12 This Addendum is made between Buyer and Seller, to that One to Four Family Residential Contract having an effective date of , 2016 (the "Contract') between the parties concerning approximately the property commonly known as1224 Bonnie Brae Street. Bonnie Brae, Denton, Denton County, Texas, as more fully described in Exhibit A to the Contract (the "Property"). All capitalized terms in this Addendum will have the meaning assigned to them in the Contract unless otherwise provided. If there is any conflict between this Addendum and the Contract, the terms of this Addendum will'controi. 1. "AS IS ". This contract is an arm's- length agreement between the parties. The Purchase Price was bargained on the basis of an "AS IS, WHERE IS" transaction and reflects the agreement of the parties that there are no representations, disclosures, or express or implied warranties, except those In this contract and the closing documents. Buyer is not relying on any representations, disclosures, or express or implied warranties other than those expressly contained In this contract and the closing documents. Buyer is not relying on any information regarding the property provided by any person, other than buyer's own inspection and the representations and warranties contained in this contract and the closing documents. 2. Form of Special Warranty Deed. Purchaser and Seller agree that the form of the Special Warranty Deed to be executed by Seller at closing is attached to the Contract (and this Addendum) as Exhibit A and is incorporated by reference into the Contract. Executed this day of _ .2016. SELLER BUYER The City of Denton By: Title: Jos Ifredo Riv ADDENDUM TO ONE TO FOUR FAMILY RESIDENTIAL CONTRACT SOLO PAGE WAS NOTICE OF CONFIDENTIALITY RIGHTS: IF YOU ARE A NATURAL PERSON, YOU MAY REMOVE OR STRIKE ANY OF THE FOLLOWING INFORMATION FROM THIS INSTRUMENT BEFORE IT IS FILED FOR RECORD IN THE PUBLIC RECORDS: YOUR SOCIAL SECURITY NUMBER OR YOUR DRIVER'S LICENSE NUMBER. SPECIAL WARRANTY DEED Date: Effective the date signed by Grantor Grantor: City of Denton, a Texas home -rule municipal corporation Grantor's Mailing Address: 215 E. McKinney St. Denton, Texas 76201 Grantee: Jose Alfredo Rivas Grantee's Mailing Address: 1224 N. Bonnie Brae Denton, Texas 76201 Consideration: TEN DOLLARS ($10) cash and other good and valuable consideration, the receipt of which is hereby acknowledged, and for which no lien, expressed or implied, is retained in this deed. Property (including any improvements): See Exhibit "A" attached and made a part of this Deed for all purposes. Reservations from Conveyance: 1. Electric Transmission, Distribution and Communication Easement: For Grantor and Grantor's successors, and assigns forever, a reservation of a free and perpetual easement to erect, operate, maintain and service thereon one or more underground and/or above ground electric transmission power, electric distribution power and/or communication lines, each consisting of a variable number of wires and cables, along with all necessary, convenient or desirable appurtenances, attachments and supporting structures, including without limitation, foundations, guy wires and guy anchorages, and structural components (collectively referred to herein as the "Facilities ") in, on, over, under and across the land described in this paragraph and located on the Property. This easement is described in the attached Exhibit "B -1 "and depicted in the attached Exhibit `B -2" ( "Electric Transmission, Distribution and Communication Easement "). This Electric Transmission, Distribution and Communication Easement is appurtenant to and runs with the Property. Improvement and maintenance of Electric Transmission, Distribution and Communication Easement will be at the sole expense of the holder of the easement. The holder has the right to eliminate any encroachments into Electric Transmission, Distribution and Communication Easement. The holder of the easement will maintain Electric Transmission, Distribution and Communication Easement in a neat and clean condition. Grantee and Grantee's successors Page 1 of 4 — Special Warranty Deed and assigns have the right to use the surface of Electric Transmission, Distribution and Communication Easement for unimpeded and ungated pedestrian and vehicular ingress, egress and regress in, on and over the area noted as "concrete driveway" on Exhibit B -2" attached to this Deed, and for all other purposes that do not unreasonably interfere with or interrupt the use of the easement. Grantor shall have the right of ingress, egress and regress in, on, over, under and across the Electric Transmission, Distribution and Communication Easement for the purposes of, and right to, construct, maintain, operate, improve, reconstruct, or reduce the size and capacity, repair, relocate, inspect, patrol, maintain, remove or replace such Facilities within the Electric Transmission, Distribution and Communication Easement as Grantor may from time to time find necessary, convenient or desirable, along with all rights necessary or convenient for full use and enjoyment of the above grant, including access over, across and upon the Electric Transmission, Distribution and Communication Easement. Grantor shall have the right to trim or remove trees or shrubbery within said Electric Transmission, Distribution and Communication Easement, to the extent, in the sole judgment of Grantor, necessary or desirable to prevent possible interference with the efficiency, safety and /or convenient operation of the Facilities or to remove possible efficiency, safety or operational hazards thereto. Grantee shall not make significant changes, which violate then current governmental, regulatory or administrative laws, in grade, elevation or contour of the Electric Transmission, Distribution and Communication Easement or impound water within, over and/or across the Electric Transmission, Distribution and Communication Easement without prior written consent of Grantor. Grantor, at Grantor's sole cost and expense, shall have the right to install gates in existing or future fences built by Grantee within such Electric Transmission, Distribution and Communication Easement; provided however, that such gates or fences do not impede pedestrian or vehicular access to the Property at that area of the Property which is currently a concrete drive, and is so reflected on Exhibit B -2 attached to this Deed. Exceptions to Conveyance: Liens described as part of the Consideration and any other liens described in this deed as being either assumed or subject to which title is taken; validly existing easements, rights -of -way, and prescriptive rights, whether of record or not; all presently recorded and validly existing restrictions, reservations, covenants, conditions, oil and gas leases, mineral interests, and water interests outstanding in persons other than Grantor, and other instruments, other than conveyances of the surface fee estate, that affect the Property; validly existing rights of adjoining owners in any walls and fences situated on a common boundary; any discrepancies, conflicts, or shortages in area or boundary lines; any encroachments or overlapping of improvements; and taxes for 2015, which Grantee assumes and agrees to pay, and subsequent assessments for that and prior years due to change in land usage, ownership, or both, the payment of which Grantee assumes. Grantor, for the Consideration and subject to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty, grants, sells, and conveys to Grantee the Property, together with all and singular the rights and appurtenances thereto in any way belonging, to have and to hold it to Grantee and Grantee's heirs, successors, and assigns forever. Grantor binds Grantor and Grantor's heirs and successors to warrant and forever defend all and singular the Property to Grantee and Grantee's heirs, successors, and assigns against every person whomsoever lawfully claiming or to claim the same or any part thereof when the claim is by, through, or under Grantor but not otherwise, except as to the Reservations from Conveyance and the Exceptions to Conveyance and Warranty. Page 2 of 4 — Special Warranty Deed GRANTOR: CITY OF DENTON, A Texas home -rule municipal corporation George C. Campbell, City Manager ATTEST: Jennifer Walters, City Secretary APPROVED AS TO FORM: Anita Burgess, City Attorney Acknowledgment State of Texas § Denton County § This instrument was acknowledged before me on the day of , 2016, by George C. Campbell, City Manager of the City of Denton, Texas, a Texas home -rule municipal corporation, on behalf of said home -rule municipal corporation. Notary Public, State of Texas Page 3 of 4 — Special Warranty Deed GRANTEE'S ACCEPTANCE OF DEED Joe Rivas, Grantee, accepts this Special Warranty Deed and consents to its form and substance. Grantee acknowledges that the terms of this deed conform with Grantee's intent and that the will control in the event of any conflict with the contract Grantee signed regarding the Property described in this deed. Jose Alfredo Rivas, Grantee Acknowledgment State of Texas § Denton County § This instrument was acknowledged before me on the day of , 2016, by Jose Alfredo Rivas. Notary Public, State of Texas After recording, return to: Jose Alfredo Rivas 1224 N. Bonnie Brae Denton, Texas 76201 Page 4 of 4 — Special Warranty Deed EXHIBIT "A" TO SPECIAL WARRANTY DEED LEGAL DESCRIPTION BEING a 0272 acre tract of land situated In the R. Beaumont Survey, Abstract No. 31, City of Denton, Denton County, Texas, and being known as that tract of land described in a Deed to Linda Marie Castes, as recorded in Volume 1164, Page 671 of the Deed Records of Denton County, Texas, and being more particularly described as follows: BEGINNING at a 1J2 Inch iron rod found for comer In the East line of Bonnie Brae Street (a variable width right -of way), said point being the Southwest comer of the above cited Caslas tract of land; THENCE North 00 053'49° East along the East line of said Bonnie Brae Street, for a distance of 90.94 feet to a 1 inch rod (bent) found for comer in the South line of Emery Drive, a called 60' wide Street and Drainage Easement described as Tract V per document recorded in Volume 408, Page 33 of the Deed Records of Denton County, Texas, THENCE South 89°38'56" East along the South One of said Emery Drive, for a distance of 130.44 feet to a 518 inch iron rod with cap stamped "TNP' set for comer at the Northeast comer of said Caslas tract, said point also being In the West line of Block F per the revised plat of Bellemead Subdivision, Third Section, as recorded in Cabinet A, Page 192 of the Plat Records of Denton County, Texas; THENCE South 00021104" West along the East line of said Caslas tract and the West line of said Block F, for a distance of 90.24 feet to a 518 Inch Iron rod found for comer at the Southeast comer of same, said point also being the Northeast comer of Lot 1, Block A per the Final Plat of Windsor Hall Addition, as recorded In Cabinet K. Page 379 of the Plat Records of Denton County, Texas; THENCE North 89 057'17" West along the South line of said Caslas tract and the North line of said Lot 1, passing the Northwest comer of said Lot 1 at a distance of 118.41 feet, and continuing along the South line of said Caslas tract for a total distance of 131.31 feet to the POINT OF BEGINNING, and containing 0272 acres of land, more or less. EXHIBIT B -1 LEGAL DESCRIPTION ELECTRIC EASEMENT BEING a 0.081 acre tract of land situated in the R. Beaumont Survey, Abstract No. 31, City of Denton, Denton County, Texas, and being part of a 0.272 acre tract of land described in a Deed to the City of Denton, Texas, as recorded in Document No. 2015 -35575 of the Official Records of Denton County, Texas, and being more particularly described as follows: BEGINNING at a 1!2 inch iron rod found for comer In the East line of Bonnie Brae Street (a variable width right -of -way), said point being the Southwest comer of the above cited 0.272 acre tract; THENCE North 00 053'49" East along the East line of said Bonnie Brae Street, for a distance of 90.94 feet to a 1 inch rod (bent) found for comer in the South line of Emery Drive, a called 60' wide Street and Drainage Easement described as Tract V per document recorded in Volume 408. Page 33 of the Deed Records of Denton County, Texas, THENCE South 89 038'56" East along the South line of said Emery Drive, for a distance of 40.39 feet to a point for comer, THENCE South 02 042'02" West departing the South line of said Emery Drive, for a distance of 90.81 feet to a point for comer in the South line of said 0.272 acre tract and the North line of Lot 1, Block A per the Final Plat of Windsor Hall Addition, as recorded in Cabinet K, Page 379 of the Plat Records of Denton County, Texas; THENCE North 89°57'17" West along the South line of said 0.272 acre tract and the North line of said Lot 1, passing the Northwest corner of said Lot 1 at a distance of 25.03 feet and continuing along the South line of said 0.272 acre tract for a total distance of 37.53 feet to the POINT OF BEGINNING, and containing 0.081 acres of land, more or less. (votes; t. Bearings are referenced to Grid North of the Texas Coordthate system of 1983, North CentrW om No. 4202 2 M easement exhibit of even date herewith accompanies this tegat desWplion. See Sheet 2 R 6t i Todd B. Tumor, R.P.L.S. No. 4859 y. 4� Teague Nall & Perkins J.essN..N. „. 1517 Centre Place Drive, Suite 320 Toou 0. u N.NNNN/ Denton, Texas 76205A 4859 940- 383 -4177 lq mess, Date: October 28, 2015 Su T.B.P.L.S. Firm No. 10011601 Z U) LLI ccC) M Lu LLI co "'4 . Q Z z 0 M F- z Lu < CL Uj L) uI V rt» tat to > 6 tz zt co Rifflum 0 30 60 SCALE: 1"=30' LEGEND CALCULATED PCOIT 0 1/2 IRON ROD FOUND (UNLESS OTHERWSE NOTED) 0 5/8 IRON ROD SET STAMPED 'TNP* (CM) CONTROLLING MONUMENT SITUATED IN THE POWER POLE R. BEAUMONT SURVEY, ABSTRACT NO. 31 GUY WIRE CITY OF DENTON, DENTON COUNTY, TEXAS vmzoN unLITY WATER METER GAS METER A AIR cotIDITIoliER ELECTRIC METER SIGN SUBF-CT TRACT BOUNDARY PROPERTY LINE OWRHEAD ELECTRIC LINE GStr VMIEAD WIRE CDHAINUNK FE14CE LINE EMERY STREET (60' VVIDE STREET AND DR4 INAGE ESAI r TRACT V - VOL, •08, PG. 33 - D,R 0, C. T.) GONCAL 1c, PA vr'vew a NOTES' A7 I–MOS GAM P 1, iprunrlsirn VALV• Bononr., of lines shown hereon are referenced to Grid North of the Texas Coordinate System of 19a3 (North Central Zone; NAD83(CORS96) Epoch 2002,00) as derived locally from Westann Data Systems Continuously Operating Reference Stations (COBS) via Real Tirno Kinematic (RTK) methods. The distances shown hereon represent surface V-11u0s utilizing an Average Crrnbunifion Fnctor of 1,000150630 This exhibil was Prepared wilh benefit of trial certain Title Cornmilment, GF No. 146517 with effective date of Fobruari 1, 2015, provided by Taki Resources Guaranty Company. For casements, lights•cf-way andfor other matters of record that may affect this tract, the Surveyor raked solely on said TMe Commitment. teaque nail & parkins 1511 C-0. fn— D,;-, S.H. 320 0") ^TO-76205 940,333.4177 ph 940.3310076 f. I'p;—.- T.S.PA,S. F!... N. 10011601 X Q &W IRF I (CM) I 0 F .............. 0.081 ACRE TODD 8. TURNEf;** ..................... 4859 ELECTRIC EASEMENT Vpo'c S 0 " SITUATED IN THE S R. BEAUMONT SURVEY, ABSTRACT NO. 31 CITY OF DENTON, DENTON COUNTY, TEXAS SHEET 2 OF 2 TNP PROJECT DME13222 @ CZ13 COPTAN00 IT 1CWX K4,6 AM PrRua, uM ALL Rjam, City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -161, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Utility Administration CM/ ACM: Howard Martin Date: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City Council of Denton, Texas authorizing the City Manager to execute a Water and Sewer Main Pro -Rata Reimbursement Agreement between the City of Denton, Texas and THX Properties, LLC for reimbursement of the costs of building a water and sewer main, through pro -rata charges paid to the City; authorizing the transfer of funds pursuant to the agreement; and providing an effective date. The Public Utilities Board recommends approval (7 -0). BACKGROUND THX Properties, LLC wishes to develop and improve real property named Vista Del Arroyo (as shown in Exhibit 1) which is located within the City of Denton, Texas, and Developer is required to provide such property with adequate water and sewer service by designing, constructing and installing a water main and sewer main. The closest existing City of Denton water line is located approximately 1,802 feet from subject property, and the closest existing City of Denton sewer line is located approximately 1,535 feet from subject property, as shown in Exhibit 2. Staff has calculated the approximate pro -rata cost per foot (based on historical Capital Improvement Projects) for the off -site portion of the water and sewer mains (as shown in Exhibit 3), and has prepared a Water Main and Sewer Main THX Properties, LLC, a means of recovering the costs of the off -site water and sewer mains from the off -site properties when they connect or develop. Final costs for this agreement will be performed in accordance to item 46 in the Pro -Rata Agreement (as shown on Exhibit 4). OPTIONS 1. Approve the Pro -Rata Agreement as prepared and submitted by Staff. 2. Reject the Pro -Rata Agreement. RECOMMENDATION Staff recommends approval of the Water Main and Sewer Main Pro -Rata Reimbursement Agreement as prepared and submitted. The Agreement provides a mechanism for THX Properties, LLC to recover the costs of these off -site mains from owners of off -site properties when they connect or develop, and is consistent with the current policies and procedures for these agreements as outlined within the subdivision development code. ESTIMATED SCHEDULE OF PROJECT Construction of the water and sewer mains will commence upon approval of construction plans and execution City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -161, Version: 1 of Developer Contracts. PRIOR ACTION/REVIEW (Council, Boards, Commissions) At the March 2, 2015 PARD Board Meeting recommended approval of the construction of water and sewer mains within Northlakes Park property. This approval was finalized by City Council at the April 7, 2015 hearing. At the December 14, 2015 Public Utilities Board Meeting recommended approval of the Water and Sewer Main Pro -Rata Agreement. FISCAL INFORMATION The City has no financial obligation under this Agreement but will be required to collect the pro -rata charges and forward these to THX Properties, LLC when the off -site properties develop and connect to the sewer main. BID INFORMATION N/A STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Site Plan and Location Map 2. Pro Rata Water and Sewer Map 3. Water and Sewer Main Pro -Rata Cost 4. Water and Sewer Main Pro -Rata Reimbursement Agreement 5. Ordinance Respectfully submitted: Howard Martin Assistant City Manager Prepared by: Earl A. Escobar, P.E. Engineering Development Review Manager City of Denton Page 2 of 2 Printed on 2/12/2016 9 _VNO A& o d A A a. Z 18, d T o Ez? o� og o z. w�l w V L sLL rO 11 A31 W 1-. N R 7f q, HN OV- A-08VH E o gob E 'z A.'j S M U Ah I E �2 H3 W mu 9 _VNO A& o d A A a. Z 18, d T o Ez? o� og o z. w�l w V L zo 0 LU ro o Z, wuuuuuuuow--- w 0 0 0 0 0 0 �o < Q Q Q Q Q mmmmmm -i - - - - - - < o LU 'Leu z T z 0 0 < 0 'z U) ( n w w u U) J z 2 R 0 0 Z. Z� 0000000 2 2 0 u 0 0 z wQ CZD: 5: LU > n U) sLL rO 11 A31 W 1-. N R 7f q, HN zo 0 LU ro o Z, wuuuuuuuow--- w 0 0 0 0 0 0 �o < Q Q Q Q Q mmmmmm -i - - - - - - < o LU 'Leu z T z 0 0 < 0 'z U) ( n w w u U) J z 2 R 0 0 Z. Z� 0000000 2 2 0 u 0 0 z wQ CZD: 5: LU > n U) rO 11 A31 W 1-. N R 7f q, rO 11 A31 W 1-. N R 7f HN OV- A-08VH Vista Del Arroyo Water Main Pro -Rata Cost Description Quantity Unit Unit Price Subtotal Pre - Construction Conference 1 LS $ 500.00 $ 500.00 Mobilization and Startup 1 LS $ 5,200.00 $ 5,200.00 Contractors Insurance, Warranties, Bonds Understandings & Developers Agreement 1 LS $ 19,350.00 $ 19,350.00 Erosion Control & SWPPP Compliance 1 LS $ 870.00 $ 870.00 Construction Staking 1 LS $ 1.50 $ 1.50 Drawings Set w/ Field Changes Indicated for Preparation of Record Drawings 1 LS $ 500.00 $ 500.00 12" C900 DR 18 Water Line 1802 LF $ 38.00 $ 68,476.00 Ductil Iron Fittings 0.48 Ton $ 8,335.94 $ 4,001.25 20" Steel Casing Pipe By Other than Open Cut Method 85 LF $ 237.00 $ 20,145.00 Connect to Existing 12" Water Main 2 EA $ 780.00 $ 1,560.00 12" Gate Valve & Box 1 EA $ 2,200.00 $ 2,200.00 12" Combination Air Valve Assembly & Vault 1 EA $ 5,145.00 $ 5,145.00 Standard Fire Hydrant Assembly 7 EA $ 3,764.00 $ 26,348.00 Waterline Trench Safety 1802 LF $ 0.30 $ 540.60 Waterline Testing 1 LS $ 1,802.00 $ 1,802.00 Engineering Design Cost 1 LS $ 10,555.00 $ 10,555.00 Water Total $ 167,194.35 Water line footage 1,802 Water Pro Rata cost per foot $ 92.78 Vista Del Arroyo Sewer Main Pro -Rata Cost Description Quantity Unit Unit Price Subtotal Pre - Construction Conference 1 LS $ 500.00 $ 500.00 Drawings Set w/ Field Changes Indicated for Prep. Of Record Drawings 1 LS $ 500.00 $ 500.00 8" SDR 35 Sanitary Sewer Main Line 735 LF $ 32.60 $ 23,961.00 8" SDR 26 Sanitary Sewer Main Line 800 LF $ 32.60 $ 26,080.00 4' Diameter Manhole Precast or Cast in Place (5' -10') 3 EA $ 2,280.00 $ 6,840.00 4' Diameter Manhole Precast or Cast in Place (10' -15') 1 EA $ 2,280.00 $ 2,280.00 5' Diameter Manhole Precast or Cast in Place 2 EA $ 3,715.00 $ 7,430.00 Conncet to Existing Manhole 1 LS $ 840.00 $ 840.00 Trench Safety 1535 LF $ 0.30 $ 460.50 Sewer Line Testing 1 LS $ 1,842.00 $ 1,842.00 Low Water Crossing 2 EA $ 6,018.85 $ 12,037.70 Engineering Design Cost 1 LS $ 10,555.00 $ 10,555.00 Sewer Total $ 93,326.20 Sewer line footage 1,535 Sewer Pro Rata cost per foot $ 60.80 THE STATE OF TEXAS § COUNTY OF DENTON § WATER MAIN AND SEWER MAIN PRO -RATA REIMBURSEMENT AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND THX PROPERTIES, LLC WHEREAS, THX Properties, LLC (hereafter "Developer "), a Limited Liability Corporation, whose business address is 8760 Hilltop Road, Argyle, Texas 76226, wishes to develop and improve real property named Vista Del Arroyo (as shown in Exhibit 1, attached hereto and incorporated herein by reference) which is located within the City of Denton, Texas, and Developer is required to provide such property with adequate water and sewer service by designing, constructing and installing a water main and sewer main; and WHEREAS, the City of Denton, Texas (hereafter "City "), a Texas municipal corporation, located at 215 East McKinney, Denton, Texas 76201, in accordance with its ordinances and by Statutory authority granted thru TLGC 51.072 and TLGC 271.005, may contract with and reimburse a Developer for the cost of the water main and sewer main installed by the Developer (goods and services), based upon pro -rata charges paid to the City by persons connecting to the water main and sewer main; NOW, THEREFORE, in consideration of their mutual promises, Developer and City agree as follows: 1. Developer will design and construct a 12 -inch diameter off -site water main and all necessary appurtenances thereto, extending a total distance of approximately 1,802 feet ( "Facilities "), located as shown on Exhibit 2, attached hereto and incorporated herein by reference. This off -site water main shall be subject to pro -rata reimbursement in accordance with this Agreement. 2. Developer will design and construct an 8 -inch diameter off -site sewer main and all necessary appurtenances thereto, extending a total distance of approximately 1,535 feet ( "Facilities "), located as shown on Exhibit 2, attached hereto and incorporated herein by reference. This off -site sewer main shall be subject to pro -rata reimbursement in accordance with this Agreement. 3. Prior to beginning construction of the Facilities, Developer shall obtain at Developer's sole cost and expense, all necessary permits, licenses, and easements. 4. Competitive Bid Requirements, Bond Requirements, and Project Requirements. In accordance with the provisions of Texas Local Government Code, Subchapter C, Section 212.071 - 212.074, the Developer shall receive a pro -rata reimbursement under this Agreement, provided that all of the following requirements are adhered to: (a) The Developer shall obtain a minimum of three competitive bids, which include unit price cost information, for the construction of the water and sanitary sewer utilities, described above in paragraphs 1 and 2. 1 (b) Copies of the bids shall be provided to the City for review. (c) The Developer may award to the contractor of his choice; however, the pro -rata reimbursement will be based on the lowest of the bids received by the Developer, provided those costs are similar to previous costs received for similar projects where public competition was obtained. (d) Prior to reimbursement approval, the City shall provide a validation of the low bid unit prices received as a result of the competition by conducting an independent analysis of the bids. The analysis shall be conducted referencing previous competitive bids received by the City for similar projects of this size and requirements, for pricing consistency. (e) If the Developer's lowest competitive bid is found to be competitive with low bids received by the City for similar projects, the pro -rata reimbursement will be based on those unit prices. (f) Upon finalization of the independent review as stipulated in 44 (d -e), the pro -rata reimbursement amount shall be approved to the lowest submitted pricing, or from the analysis of previously publically competed pricing, dependent upon which method provides the best value to the City. (g) The Developer shall ensure that all materials provided for the project are asbestos -free, as represented by the Manufacturer's Material Safety Data Sheet. (h) The Developer shall establish and maintain a central file for all design, construction, and related contractual documentation, and provide the City access to the database of documentation. The Developer grants to the City the right to audit all of the project documentation, including Contractor's records and billings related to the performance of work for the project. The Developer agrees to retain its project records for a minimum of five (5) years following completion of the work. 5. The costs of the design and construction of the Facilities subject to pro -rata reimbursement are estimated to be: Water: Sewer: $167,194.35 (Developer cost) or $92.78 per linear foot (1,802 linear feet of off -site Facilities) $93,326.20 (Developer cost) or $60.80 per linear foot (1,535 linear feet of off -site Facilities) The calculations from which these costs were determined are presented in Exhibit 3. Final pro -rata reimbursement costs will be computed and added to this Agreement as Exhibit 4, after completion of construction and acceptance by the City of the utilities, based on actual construction quantities. 2 6. Within thirty (30) days of the acceptance of the Facilities by the City, Developer shall submit to the City's Assistant City Manager of Utilities the actual cost of the Facilities. To determine the actual cost of the Facilities, the City shall have the right to inspect any and all records of Developer, his agents, employees, contractors, or subcontractors and shall have the right to require Developer to submit to any necessary information, documents, invoices, receipts or other records to verify the actual cost of the Facilities. The Assistant City Manager of Utilities shall review and verify the actual cost of the Facilities and certify the allowable reimbursable cost and the date the Facilities were accepted, which certificate shall be attached hereto and be incorporated herein by reference. 7. After title to the Facilities has vested in the City, the City shall collect a pro -rata charge from any person or entity connecting to the off -site facilities in accordance with the provisions of the Code of Ordinances of the City. Within thirty (30) days of the receipt of pro -rata charges, the City shall transfer the applicable amount collected to Developer. 8. The City shall transfer to Developer pro -rata charges collected for a period of time for twenty (20) years only, from the date Facilities are accepted by City, as specified herein; but in no event shall the City transfer or reimburse to the Developer any amount of funds in excess of the certified cost of the Facilities. 9. The pro -rata charges to be collected by the City and transferred to Developer in accordance with the ordinances of the City and this Agreement are intended to reimburse the Developer for the Developer's cost of the Facilities by requiring persons or entities connecting who benefit thereby, to participate in the cost of the Facilities. This Agreement shall not be considered to impose any obligation or liability upon the City to pay for the Facilities from its general revenues, bond funds or any other revenues it may receive, except for those pro -rata funds received from persons or entities connecting to such Facilities. 10. Should any court of competent jurisdiction determine that all or a part of the City's ordinances upon which the pro -rata charges to be paid to Developer under this Agreement are based are found to be unlawful or invalid, the City may cease to charge or collect the pro -rata charges for connection to the Facilities, and shall have no further obligations hereunder. 11. All notices, payments or communications to be given or made pursuant to this Agreement by the Parties hereto, shall be sent to Developer at the business address given above and to the Assistant City Manager of Utilities for the City at the address given above. 12. The Developer shall indemnify and hold the City harmless from any and all claims, damages, loss or liability of any kind whatsoever, by reason of injury to property or person occasioned by any act or omission, neglect or wrongdoing of Developer, its officers, agents, employees, invitees, contractors or other persons with regard to the performance of this Agreement; and Developer will, at its own cost and expense, defend and protect the City against any and all such claims and demands. 3 13. This instrument embodies the whole agreement of the Parties hereto, and there are no promises, terms, conditions or obligations other than those contained herein. This Agreement shall supersede all previous communications, representations or agreements, either verbal or written, between the parties hereto. 14. Developer shall not assign this Agreement without the express written consent of the City. 15. Any and all suits for any breach of this Agreement or any other suit pertaining to or arising out of this Agreement, shall be brought and maintained in the court of competent jurisdiction in Denton County, Texas. 16. This Agreement shall be effective for a period of twenty (20) years from the date Facilities are accepted by the City, or until Developer has been paid all allowable reimbursable pro -rata charges for the Facilities, whichever occurs first; provided, however, should Developer fail to complete substantial construction of the Facilities within one year from the date of execution of this Agreement, this Agreement shall terminate. EXECUTED this the day of 12015. CITY OF DENTON, TEXAS ( "CITY ") A Texas Municipal Corporation ATTESTED BY: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY 11 GEORGE C. CAMPBELL CITY MANAGER THX PROPERTIES, LLC ( "DEVELOPER ") A Limited Liability Corporation Its: ATTEST: APPROVED AS TO LEGAL FORM: an Typed or printed name ORDINANCE NO. AN ORDINANCE OF THE CITY COUNCIL OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A "WATER & SEWER MAIN PRO -RATA REIMBURSEMENT AGREEMENT" BY AND BETWEEN THE CITY OF DENTON, TEXAS AND THX PROPERTIES, LLC FOR REIMBURSEMENT OF THE COSTS OF BUILDING A WATER AND SEWER MAIN, THROUGH PRO -RATA CHARGES PAID TO THE CITY; AUTHORIZING THE TRANSFER OF FUNDS PURSUANT TO THE AGREEMENT; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas requires that the development owned by THX Properties, LLC ( "Owner "), commonly referred to as that real property commonly known as "Vista del Arroyo," located within the City of Denton, or its extraterritorial jurisdiction; Denton County, Texas (as more particularly depicted in Exhibit I, attached hereto and incorporated herein by reference); and said Owner is required to provide such real property development with adequate water and sewer service by designing, constructing, and installing a water and sewer main; and WHEREAS, the City of Denton, Texas may lawfully reimburse the Owner for the costs of the twelve -inch water main installation and the eight -inch sewer main installation by the Owner based upon pro -rata charges paid to the City of Denton, Texas by persons or entities connecting to the water and sewer main pursuant to the Denton Development Code, Subchapter 35.21.10.1 and .2; and also in accordance with Texas Local Government Code, Sections 51.072 and 271.005 NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Manager, or his designee, is authorized to execute a "Water and Sewer Main Pro -Rata Reimbursement Agreement" by and between the City of Denton, Texas and THX Properties, LLC" (the "Agreement ") to provide for the pro -rata reimbursement for the design, construction, and installation of a total of 1,802 linear feet of off -site water line, being a 12 -inch diameter water main, substantially in the form of the attached Agreement, which is incorporated herewith by reference and made a part of this Ordinance for all purposes; subject however, to Owner, THX Properties, LLC entering into a Development Contract with the City of Denton, Texas in accordance with the Denton Development Code, Subchapter 35.16.20.B. SECTION 2. The City Manager, or his designee, is also hereby authorized to execute said Agreement to provide for the pro -rata reimbursement for the design, construction and installation of a total of 1,515 linear feet of off -site sewer line, being an 8 -inch diameter sewer main, substantially in the form of the attached Agreement, which is incorporated herewith by reference and made a part of this Ordinance for all purposes; subject however, to the Owner, THX Properties, LLC entering into a Development Contract with the City of Denton, Texas in accordance with the Denton Development Code, Subchapter 35.16.20.B. SECTION 3. The City Manager is hereby authorized to make such expenditures and transfers of funds under such conditions as are set forth in the attached Agreement, marked as Exhibit "A," and incorporated herewith by reference.. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. 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 1'&IM111iffidrith w ww.cityofdenton.com D EN'FON File #: ID 16 -167, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider appointment of board members for Tax Increment Financing Zone Number One (Downtown TIF) BACKGROUND On December 7, 2010, City Council adopted an ordinance creating the Tax Increment Financing Reinvestment Zone Number One (Downtown TIF). On February 1, 2011, City Council appointed the TIF Board Members. Board membership is structured as follows: • Two Members shall be City Council Members • Two Members shall be either property owners or residents from within the zone • Two Members shall be either business owners from within the zone or Chamber of Commerce members and One Member has no specific category, but must be a qualified voter in the City of Denton. OPTIONS Three positions are currently eligible for reappointment: Kevin Roden, Virgil Strange and Harold Strong. Roden and Strange have expressed an interest in serving another term, if it pleases the City Council. The "Qualified Voter" position, most recently held by Harold Strong, University of North Texas, needs to be filled. The Downtown TIF Board met on January 15, 2016, and recommended Melissa Lenaburg, a downtown resident and property owner, to fill that position. Proposed Slate TIF Board Member Category Mayor Chris Watts City Council Kevin Roden City Council Bob Moses Property Owner City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -167, Version: 1 Virgil Strange Property Owner Marty Rivers Chamber of Commerce Hank Dickenson Chamber of Commerce Melissa Lenaburg Qualified Voter RECOMMENDATION Staff recommends approval. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Ordinance Respectfully submitted: Caroline Booth Assistant Director, Economic Development Prepared by: Julie Glover Economic Development Program Administrator City of Denton Page 2 of 2 Printed on 2/12/2016 sAlegahour documents \ordinances110\tif ordinance. doc EXHIBIT 1 ORDINANCE NO. 2010-316 AN ORDINANCE DESIGNATING AND DESCRIBING THE BOUNDARIES OF A TAX INCREMENT FINANCING REINVESTMENT ZONE FOR THE DOWNTOWN DISTRICT OF DENTON, TEXAS; ESTABLISHING THE DURATION OF THE ZONE; ESTABLISHING A TAX INCREMENT FUND; ESTABLISHING A BOARD OF DIRECTORS FOR THE TAX INCREMENT FINANCING REINVESTMENT ZONE; MAKING CERTAIN FINDINGS AND OTHER MATTERS RELATED THERETO; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Denton, Texas, (the "City "), desires to promote the development of the Downtown District of the City of Denton by the creation of a Tax Increment Financing Reinvestment Zone, as authorized by the Tax Increment Financing Act, Chapter 311 of the Texas Tax Code, Vernon's Texas Codes Annotated (the "Act "); and WHEREAS, the City has called a public hearing to hear public comments on the creation of the proposed Tax Increment Financing Reinvestment Zone and its benefits to the City and the property in the proposed Tax Increment Financing Reinvestment Zone; and WHEREAS, notice of such public hearing was published in the Denton Record - Chronicle, a daily paper of general circulation in the City, such publication date being not later than seven (7) days prior to the date of the public hearing; and WHEREAS, such hearing was convened at the time and place mentioned in the published notice, on the 7th day of December, 2010, at 6:30 p.m., in the Council Chambers of the City of Denton, Texas; and WHEREAS, the City, at such hearing, invited any interested person, or his /her representative, to appear and speak for or against the creation of the Tax Increment Financing Reinvestment Zone, the duration of the Tax Increment Financing Zone, the boundaries of the proposed Tax Increment Financing Reinvestment Zone, whether all or part of the territory which is described in Exhibit "A" attached hereto and depicted on the map attached hereto as Exhibit "B" should be included in such proposed Tax Increment Financing Reinvestment Zone, the concept of tax increment financing and the appointment of a board of directors of the proposed Tax Increment Financing Reinvestment Zone; and WHEREAS, all owners of property located within the proposed Tax Increment Financing Reinvestment Zone and all other taxing units and other interested persons were given a reasonable opportunity at such public hearing to protest the creation of the proposed Tax Increment Financing Reinvestment Zone and \or the inclusion of their property in such Tax Increment Financing Reinvestment Zone; and WHEREAS, the proponents of the Tax Increment Financing Reinvestment Zone offered evidence, both oral and documentary, in favor of all of the foregoing matters relating to the creation of the Tax Increment Financing Reinvestment Zone, and opponents of the Tax Increment Financing Reinvestment Zone were given the opportunity to appear to contest creation of the zone, after which the hearing was closed; NOW, THEREFORE, sAlegallour documentslordinances1101tif ordinance.doc EXHIBIT 1 THE CITY COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The facts and recitations contained in the preamble of this ordinance are hereby found and declared to be true and correct. SECTION 2. The City Council, after conducting such hearing and having heard such evidence and testimony, has made the following findings and determinations based on the evidence and testimony presented to it: a) The public hearing on adoption of the Tax Increment Financing Reinvestment Zone has been properly called, held and conducted and that notice of such hearing has been published as required by law and delivered to all taxing units overlapping the territory inside the proposed Tax Increment Financing Reinvestment Zone. b) Creation of the proposed Tax Increment Financing Reinvestment Zone with boundaries as described in Exhibits "A" and `B" will result in benefits to the City, its residents, and property owners, in general, and to the property, residents and property owners in the Tax Increment Financing Reinvestment Zone. c) The Tax Increment Financing Reinvestment Zone, as defined in Exhibits "A" and "B ", meets the criteria for the creation of a Tax Increment Financing Reinvestment Zone set forth in the Act in that: (i) It is a contiguous geographic area located wholly within the corporate limits of the City. (ii) It substantially impairs or arrests the sound growth of the municipality creating the zone or constitutes an economic or social liability in its present condition and use because of the presence of: a. A substantial number of deteriorated, or deteriorating structures; b. The deterioration of site or other improvements; c. The area has a predominance of defective or inadequate sidewalks or street layout; and/or d. Conditions that endanger life or property by fire or other causes, such as flooding, and other factors. (iii)The proposed project plan includes the use of land in the zone in connection with the operation of a proposed regional commuter or mass transit and rail system. d) That 10 percent or less of the property in the proposed Tax Increment Financing Reinvestment Zone, excluding property that is publicly owned, is used for residential purposes, which is defined in the Act as any property occupied by a house which has less than five living units. e) The total appraised value of all taxable real property in the proposed Tax Increment Financing Reinvestment Zone according to the most recent appraisal rolls of the City, together with the total appraised value of taxable real property in all other existing Page 2 sAlegahour documents\ordinances \10\tif ordinance.doc EXHIBIT 1 Tax Increment Financing Reinvestment Zones within the City, according to the most recent appraisal rolls of the City, does not exceed 15 percent of the current total appraised value of taxable real property in the City and in the industrial districts created by the City, if any. f) The proposed Tax Increment Financing Reinvestment Zone does not contain more than 15 percent of the total appraised value of real property taxable by a county. g) The improvements in the Tax Increment Financing Reinvestment Zone will significantly enhance the value of all taxable real property in the Tax Increment Financing Reinvestment Zone. h) The development or redevelopment of the property in the proposed Tax Increment Financing Reinvestment Zone will not occur solely through private investment in the reasonably foreseeable future. SECTION 3. The City hereby creates a Tax Increment Financing Reinvestment Zone over the area described in Exhibit "A ", attached hereto and depicted in the map attached hereto as Exhibit "B ", and such Tax Increment Financing Reinvestment Zone shall hereafter be identified as the Tax Increment Financing Reinvestment Zone Number One, City of Denton, Texas, (and also known as the "Downtown Denton Tax Increment Financing Reinvestment Zone ", the "Zone ", or the "Tax Increment Financing Reinvestment Zone "). SECTION 4. There is hereby established a board of directors for the Zone, which shall consist of seven (7) members. The board of directors of Downtown Denton Tax Increment Financing Reinvestment Zone shall be appointed as follows: a) Seven (7) members shall be appointed by the City Council as provided herein within sixty (60) days of the passage of this ordinance or within a reasonable time thereafter. All members appointed to the board shall meet the eligibility requirements set forth in the Act. The governing bodies of the other taxing units that levy taxes on real property in the Downtown Denton Tax Increment Financing Reinvestment Zone have chosen not to pay any of their taxes into the Tax Increment Fund and have waived their right to appoint members. Board membership shall consist of the following: 1. Two members shall be City Council members. 2. Two members shall be either property owners of property located within the Tax Increment Reinvestment Zone or residents whose primary residence is located within the Tax Increment Reinvestment Zone. 3. Two members shall be either business owners of businesses located within the Tax Increment Reinvestment Zone or a member of the Denton Chamber of Commerce Board of Directors. 4. One member shall be a qualified voter of the City of Denton. b) The terms of the board members shall be two -year terms. A board member may serve no more than three consecutive terms. At the first meeting of the Board of Directors, the board members will draw lots to establish the staggering of terms with three of the Page 3 sAlegal \our documents \ordinances \10 \tif ordinance.doc EXHIBIT 1 board members serving an initial term of one year. The City Council shall designate a member of the board to serve as chairman of the board of directors, and the board shall elect from its members a vice chairman and other officers as it sees fit. c) The board of directors shall make recommendations to the City Council concerning the administration of the Zone. It shall prepare and adopt a project plan and Tax Increment Financing Reinvestment Zone financing plan for the Zone and must submit such plans to the City Council for its approval. The board of directors shall possess all powers necessary to prepare, implement and monitor such project and financing plans for the Tax Increment Financing Reinvestment Zone as the City Council considers advisable including the submission of an annual report on the status of the Zone. Any powers not herein delegated to the board of directors are specifically reserved to the City Council. SECTION 5. The Zone shall take effect immediately upon passage of this ordinance, and the termination of the Zone shall occur on January 1, 2039, or at an earlier time designated by subsequent ordinance of the City Council in the event the City determines that the Zone should be terminated due to insufficient private investment, accelerated private investment or other good cause, or at such time as all project costs and tax increment bonds, if any, and the interest thereon, have been paid in full. The base tax value within the Zone is established as of January 1, 2010. SECTION 6. The Tax Increment Base for the Zone which is the total appraised value of all taxable real property located in the Zone, is to be determined as of December 31, 2010, the year in which the Zone was designated a Tax Increment Financing Reinvestment Zone. SECTION 7. Pursuant to Section 311.013(1) of the Tax. Code, the City hereby determines that the following portions of the tax increment produced by the city of Denton shall be paid into the tax increment fund for the reinvestment zone: Years 1— 5 100% Years 6 —10 95% Years 11 — 20 90% Years 21 — 30 85% SECTION 8. There is hereby created and established a Tax Increment Fund for the Zone which may be divided into such sub - accounts as may be authorized by subsequent resolution or ordinance, into which all Tax Increments, less any of the amounts not required to be paid into the Tax Increment Fund pursuant to the Act, are to be deposited. The Tax Increment Fund and any sub - accounts are to be maintained in an account by the City and shall be secured in the manner prescribed by law for funds of Texas cities. In addition, all revenues from the sale of any tax increment bonds and notes hereafter issued by the City, revenues from the sale of any property acquired as part of the tax increment financing plan and other revenues to be dedicated to and used in the Zone shall be deposited into such fund or sub - account from which money will be disbursed to pay project costs for the Zone or to satisfy the claims of holders of tax increment bonds or notes issued for the Zone. SECTION 9. If any section, paragraph, clause or provision of this Ordinance shall for any reason be held to be invalid or unenforceable, the invalidity or unenforceability of such Page 4 sAlegahour documentslordinances1101tif ordinance.doc EXHIBIT 1 section, paragraph, clause or provision shall not affect any of the remaining provisions of this Ordinance. SECTION 10. This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2010. ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: L Page 5 EXHIBIT 1 EXIEIIBIT A CITY OF DENTON TAX INCREMENT FINANCING REINVESTMENT ZONE No. 1 BOUNDARY DESCRIPTION Beginning at the southwest corner of the ROW intersection of Carroll Blvd. and Sycamore, the POINT OF BEGINNING; THENCE, north along the west ROW of Carroll Blvd. to the northwest corner of the ROW intersection of Carroll Blvd. and W. Parkway Street; THENCE, east along the north ROW of W. Parkway Street to the northeast corner of the ROW intersection of W. Parkway Street and Locust; THENCE, south along the east ROW of Locust to the north ROW of McKinney; THENCE, east along the north ROW of McKinney to a point directly north of the southeast corner of the ROW intersection of McKinney and N. Bradshaw Street; THENCE, south across McKinney and continuing south along the east ROW of N. Bradshaw Street continuing directly south across E. Hickory Street to the south ROW of E. Hickory Street; THENCE, west along the south ROW of E. Hickory Street to the northeast corner of a tract in the Fred Hill Addition, Block A, Lot 1; THENCE, south and east following the property line of a tract in the Fred Hill Addition, Block A, Lot 1 to the northwest corner of a 1.406 acre tract, A 1184A H. Cisco, Tract 14; THENCE, south along the west property line of a 1.406 acre tract, At 184A H. Cisco, Tract 14 to its intersection with the north property line of a 1.694 acre tract At 184A H. Cisco, Tract 15; THENCE, west and south along the north and west property line of a 1.694 acre tract At 184A H. Cisco, Tract 15 to the northwest corner of a 0.16 acre tract, AI 184A H. Cisco, Tract 20; THENCE, south along the west property line of a 0.16 acre tract, At 184A H. Cisco, Tract 20 to the north ROW of Sycamore; THENCE, directly south across Sycamore to the south ROW of Sycamore; THENCE, west along the south ROW of Sycamore to the northwest corner of the Oakwood Cemetery; Denton, Boundary Description 051710 6!8120(0 Page I oft EXHIBIT 1 THENCE, south along the west property line of the Oakwood Cemetery to the north ROW of Prairie; THENCE, directly south across Prairie to the south ROW of Prairie; THENCE, west along the south ROW of Prairie to the southwest corner of the ROW intersection of Prairie and Elm; THENCE, north along the west ROW of Elm to the south ROW of Sycamore; THENCE, west along the south ROW of Sycamore to the southwest corner of the ROW intersection of Sycamore and Carroll Blvd. and the POINT OF BEGINNING, and containing a total area of approximately 225.73 acres. Denton, Boundary Description 051710 6/8/2010 Page 2 of 2 Wr g R g W. $ -0 Cl) z/ aO0m « ®a2 as =, 0 ; §E] § on (D = ro nc, o 0 ko �ee2 g cf ; \) ID x CD E�24 E @�S tT 2,E CD 4o=1a o =mE ] ;£E ia7g no, \ \2 Q�( \) } \� ƒC a (D CLm- [a% � §§ §g k // oM ®gam Em E k City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -176, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider a request for an exception to the Noise Ordinance for the purpose of the St. Paddy's on Walnut Street festival. Live music will be played on an outdoor stage located in the 100 -115 block of Walnut Street, for the purpose of a downtown street festival on March 11, 2016. An exception is specifically requested to increase sound levels from 70 to 75 decibels and for an extension of hours from 10 p.m. to 11 p.m. Staff recommends approval. BACKGROUND The St. Paddy's on Walnut Street festival, sponsored by Walnut Off the Square will have live music, sale of alcoholic beverages, food, and other activities for the attendees to enjoy. The event will benefit the Kiwanis Children's Clinic. The event will be held in the street on the 100 block of Walnut Street, between Elm and Locust streets, which is City property. Event organizers expect approximately 1,000 attendees. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Previously, the City Council has approved requests from Walnut Off the Square, for the exceptions to the noise ordinance to be increased from 70 to 75 decibels and an extension of hours for amplified sound for the events held in the Downtown Square area. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.2 Make Denton a destination for visitors EXHIBITS City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -176, Version: 1 Exhibit 1 Noise Exception Request Respectfully submitted: Aimee Bissett, Director Economic Development Department Prepared by: Christina Davis Economic Development Specialist City of Denton Page 2 of 2 Printed on 2/12/2016 Exhibit 1 Noise Exception Request %iiaofiarrr»% of /aorrr 0, %//1111 p ii gaaavwA1� r outi� W a �i��ii t ��� h..... ��� U :. "61914ii VOiiuuiii miiii�so 4 nuuumwioiN. °� ti �1����1A1 @Wlt69e. ��I9pA�p6� �Ipl6g1 01R114r ��}pIIIIII�. Sound Variance for Second Annual St. Paddy's Day on Walnut The organizers of the St. Paddy's Day on Walnut would like ask the Denton City Council to approve a sound variance for the outdoor stage in the middle of 100 -115 block of Walnut Street, for the purpose of a downtown street festival on March 11, 2016. Walnut off the Square would like to request a sound variance to extend the hours beyond 10pm to 11 p.m., with amplified sound not to exceed 75 dba, on the outdoor stage on the day previously listed. St. Paddy's Day on Walnut will conform to the guidelines laid out in the City of Denton Community Events Manual. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -178, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider approval of a resolution allowing Denton Kiwanis Club, to be allowed to sell alcoholic beverages at St. Paddy's on Walnut, March 11, 2016, upon certain conditions; authorizing the City Manager or his designee to execute an agreement in conformity with this resolution; and providing for an effective date. BACKGROUND St. Paddy's on Walnut is an outdoor street festival that will be held on City property, Walnut Street, between Locust and Elm Streets, on March 11, 2016, from 5 pm until midnight. The street will be closed for live music, the sale of alcohol, and vendor booths. This is a free event and organizers expect approximately 1,000 people to attend. Festival organizers submitted a request to sell alcoholic beverages during the festival that will be provided by Denton Kiwanis Club. RECOMMENDATION Staff recommends approval of the resolution and agreement as submitted, which is consistent with agreements for other events serving alcoholic beverages. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City Council has allowed the sale and consumption of alcohol on Walnut Street for the 2015 St. Paddy's on Walnut Street and Oktoberfest on Walnut Street events. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.2 Make Denton a destination for visitors EXHIBITS City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -178, Version: 1 Exhibit 1 Resolution and Agreement Respectfully submitted: Aimee Bissett, Director Development Services Department Prepared by: Christina Davis Economic Development Specialist City of Denton Page 2 of 2 Printed on 2/12/2016 sAlegakour doe Linieiits\reso]Llti0iis\16\i'eso I tit ion stpatricks wa I tit it alcoho Isell kiwan is. does Exhibit 1 - Resolution and Agreement RESOLUTION NO. A RESOLUTION ALLOWING DENTON KIWANIS CLUB, TO BE' ALLOWED TO SELI-, ALCOHOLIC BEVII ' RAGES AT ST. PADDY'S ON WALNUT, MARCH If, 2016, UPON I CERTAIN CONDITIONS; AUTHORIZING 11111 CITY MANAGER OR HIS DI"SIGNEETO L"XECUTE AN AGREIEMENT' IN CONFORMITY WITH JJIIS RESOLUTION; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City Council finds that it is in the public interest to select a vendor of alcoholic beverages at ST. PADDY'S ON WALNUT; and WIJEIZ1,',AS, DENTON KIWANIS CLUB has requested that, they being a participant, be allowed to sell alcoholic beverages at this year's ST'. PADDY'S ON WALNUT, MARCH 11, 2016; NOW,THEREFOR.E, 'I"H17 COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. DENTON KIWANIS CLLIB shall be a participant allowed to sell alcoholic beverages at ST. PADDY'S ON WALNUT, MARCH 11, 2016, in the 100 block of Walnut Street upon the following conditions: 1. They shall be responsible to obtain the temporary license and permit for selling alcoholic beverages approved by appropriate state agency; 2. They shall provide the security necessary for the sale of alcoholic beverages; 3. They shall provide general comprehensive liability insurance from a responsible carrier, with the City as an additional insured, in the amount of $500,000.00; 4. They shall provide Liquor /Dram. Shop Liability in the amount of $250,000 per occurrence; 5. 'fhey agree to indemnify the City of Denton against any liability incident to the selling of alcoholic beverages at the ST. PADDY'S ON WAI..,Nt.J'F. SECTION 2. The City Manager or his designee is authorized to execute an agreement in conformity with this Resolution, which shall be substantially in the form of the agreement attached hereto and made a part hereof by reference. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. sAlegahour documents\resolutions\1 6\resolUti011 stpatricks walnut alcohol sell kiwanis.docx Exhibit 1 - Resolution and Agreement PASSED AND APPROVED this the day - ------ 2016. A"I"I"EST: JENNIFER WALTERS, CITY SECRETARY I= APPROVED AS TO LE,' GAL FORM: ANITA BURGESS, CITY ATTORNEY BY: CT IRIS WATTS, MAYOR Page 2 of 2 Exhibit 1 - Resolution and Agreement CITY OF DENTON AGREEMENT WITH DENTON KIWANIS CLUB STATE OF TEXAS COUNTY OF DENTON This Agreement, made this _ day of , 2016, by and between the City of Denton, a municipal corporation, hereinafter referred to as the "CITY" and DENTON KIWANIS CLUB. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I GENERAL The City grants to DENTON KIWANIS CLUB the privilege to sell alcoholic beverages, subject to the exceptions and conditions hereinafter set forth, for the ST. PADDY'S DAY ON WALNUT on MARCH 11, 2016, to be held on Walnut Street between S. Locust and S. Elm Streets. This privilege does not extend beyond the date of the ST. PADDY'S DAY ON WALNUT set for the year 2016. ARTICLE 2 SCOPE OF SERVICES DENTON KIWANIS CLUB, in order to exercise the privilege to sell alcoholic beverages, must perform the following: A. DENTON KIWANIS CLUB shall be solely responsible for the rental and payment for any booth space necessary for the sale of alcoholic beverages at the ST. PADDY'S DAY ON WALNUT. B. DENTON KIWANIS CLUB shall be solely responsible to obtain any temporary license and pen-nit necessary for the selling of alcoholic beverages at the ST. PADDY'S DAY ON WALNUT. C. DENTON KIWANIS CLUB shall be solely responsible for obtaining and paying for any security necessary for their sale of alcoholic beverages at the ST. PADDY'S DAY ON WALNUT. DENTON KIWANIS CLUB'S failure to do any of the above and to show proper proof of compliance shall waive their right to exercise the privilege of selling alcoholic beverages at the ST. PADDY'S DAY ON WALNUT. Exhibit 1 - Resolution and Agreement ARTICLE 3 LOCAL RULES AND REGULATION DENTON KIWANIS CLUB agrees to abide by all municipal, county, state and federal laws, ordinances, rules and regulations and specifically, without limitation, to obtain all necessary and proper licenses, permits and authorizations, and to comply with the requirements of any duly authorized person acting in connection therewith. DENTON KIWANIS CLUB shall pay all taxes, if any, of every nature and description arising out of or in any manner connected with the sale of alcoholic beverages. DENTON KIWANIS CLUB will exercise reasonable care and due diligence in their sale of alcoholic beverages at the ST. PADDY'S DAY ON WALNUT. ARTICLE 4 INDEMNITY AGREEMENT DENTON KIWANIS CLUB shall indemnify and save and hold harmless the CITY and its officers, agents, and employees from and against any and all liability, claims, demands, losses, and expenses, including but not limited to, court costs and reasonable attorney fees incurred by the CITY, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of DENTON KIWANIS CLUB or its officers, shareholders, agents, or employees in the execution, operation, or performance of this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved, ARTICLE 5 INSURANCE During the performance of the Agreement, DEN,rON KIWANIS CLUB shall maintain the following insurance with an insurance company licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily injury limits of not less than $500,000 for each occurrence and not less than $500,000 in the aggregate, and with property damage limits of not less that $100,000 for each occurrence and not less than $100,000 in the aggregate. B. Liquor/Dram Shop Liability in the amount of $250,000 per occurrence for any event occurring on City-owned property where alcohol will be provided or served. Page 2 Exhibit 1 - Resolution and Agreement C. DENTON KIWANIS CLUB shall furnish insurance certificates or insurance policies at the CITY'S request to evidence such coverages. The insurance policies shall name the CITY as an additional insured on all such policies, and shall contain a provision that such insurance shall not be canceled or modified without written notice to the CITY and DENTON KIWANIS CLUB. In such event, DENTON KIWANIS CLUB shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 6 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: DENTON KIWANIS CLUB: CITY OF DENTON: Crystal Wood, President City Manager 1001 N. Elm St. 215 E. McKinney St. Denton, Texas 76201 Denton, Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. ARTICLE 7 ENTIRE AGREEMENT This Agreement, consisting of five (5) pages and 0 exhibits, constitutes the complete and final expression of the agreement of the parties, and is intended as a complete and exclusive statement of the terms of their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subject matter hereof. ARTICLE 8 SEVERABILITY If any provision of this Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of this Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. Page 3 Exhibit 1 - Resolution and Agreement ARTICLE 9 DISCRIMINATION PROHIBITED In performing the services required hereunder, DENTON KIWANIS CLUB shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE 10 PERSONNEL DENTON KIWANIS CLUB represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the CITY. ARTICLE 1.1 ASSIGNABILITY DENTON KIWANIS CLUB shall not assign any interest in this Agreement, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the CITY. ARTICLE 12 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties further agree that the provisions of this section will not be waived unless as set forth herein. ARTICLE 13 MISCELLANEOUS A. Venue of any suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. B. 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. Page 4 Exhibit 1 - Resolution and Agreement IN WITNESS HEREOF, the City of Denton, 'Texas has caused this Agreement to be executed by its duly authorized City Manager, and DENTON KIWANIS CLUB has executed this Agreement through its duly authorized undersigned officer on this the day of ,2016. CITY OF DENTON, TEXAS GEORGE C. CAMPBELL, CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: WITNESS: n*o Alcohol Page 5 DENTON KIWANIS CLUB BY: CRYSTAL WOOD, PRESIDENT City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -192, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider approval of a resolution allowing DI2- Dentonl, LLC, DBA Lone Star Attitude Burgers, to be the sole participant allowed to sell alcoholic beverages at 35 Denton, March 12 & 13, 2016, upon certain conditions; authorizing the City Manager or his designee to execute an agreement in conformity with this resolution; and providing for an effective date. BACKGROUND Now entering its 7th year, 35 Denton is a three -day music festival planned in the flourishing arts corridor of Downtown. 35 Denton is an award - winning music festival situated in the Williams Trade Square, E. Hickory St., and Downtown Square. Event organizers have created an intimate exchange between artist and attendee that cultivates a bond within our community. The programming is an eclectic mix of new artists on the cusp of mainstream, as well as larger legendary performers that includes a mix of Denton, DFW, and national touring acts. The 35 Denton music festival concerts will be held in the Williams Trade Square. Lone Star Attitude Burgers has requested to be able to sell alcoholic beverages in Williams Trade Square, City property, during the festival. This is a ticketed event and organizers expect approximately 4,000 people to attend over three days. RECOMMENDATION Staff recommends approval of the resolution and agreement as submitted, which is consistent with agreements for other events serving alcoholic beverages. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The City Council has approved their requests to allow the sale and consumption of alcohol on City property for this event each year since their first request in 2010. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -192, Version: 1 Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.2 Make Denton a destination for visitors FYHIRTTC Exhibit 1 Resolution and Agreement Respectfully submitted: Aimee Bissett, Director Development Services Department Prepared by: Christina Davis Economic Development Specialist City of Denton Page 2 of 2 Printed on 2/12/2016 I esa I Vim documcnts\reso I ut it ms' M'uesohiwn 35 dcnt(" n &ttlCCA I o I, k, a Aocx Exhibit 1 Resolution and Agreement RESOLUTION NO, A Rl'.SOLUTION ALLOWING 1)12-DENTONI, LLC, DBA IX NI; STAR ATTFITJDE� 1 I BURG1,1RS, TO 131,1' ALLOWE,'D 1-0 SELL ALCOHOLIC BF1'V1,`,RAG[,'1'S A'F 35 DENTON, 1 MARCH 11-13, 2016, 1,JPON CERTAIN ("ONDITIONS; AUTHORIZING TLIF ' ITY MANAGE'�'R OR HIS DESIGNEt," 170 F1'XI-ClJT1-` AN AGRETAff,"NT IN CONFORMITY WITH THIS RESOLUTION; AND PROVIDING FOR AN E1 "I'l"'IC7TIVE DATFI' "HER,[ Al the City Council finds that it is in the public interest to select a venclor of" alcoholic beverages at 35 Dt"NTOM, and WFIF'REAS, I)I2-DU'NTON1, LLC, dba LONE, STAR AT'ITFUDE BURGE'RS, has requested that they being a participant, be allowed to sell alcoholic beverages at this year's 35 DFINTON, MARCll 11-13, 2016; TI-JECOL,JNCIL Cpl' 'I'l IF" CITY OF Dl�,`,N'TON I ll-"Rt"BY RESOLVU"I'S: Sj-,�'ETJQ.Nl.. I)I2-D11`1N'I"ONl, lAk",dba LONE, STAR ATTITUDI'l BURGI"IRS, shall be a participant allowed to sell alcoholic beverages at 35 DENTON, MARCH 11-13, 2016, in the Williams "Frade SqUare upon the following conditions: They shall be responsible to obtain the temporary license and permit 1'()r selling alcoholic beverages approved by appropriate state agency; 2, They shall provide the security ticcessa•y I"or the sale of' alcoholic beverages; 3, They shall provide general comprehensive liability insurance born a I responsible carrier, with the City as an additional insurcd, in the amount 01' S500,000.00; 4. They shall provide l-J(jLJor/1'.)ram Shop, Liability in the amount of' $250,000 per occurrence; 5 "They agree to indemnify the (',,ity of 1.)enton against any liability, incident to the selling ol'alcoholic beverages at the 35 Dl� "NTON. S1,11" ITC TION 2. The ("ity Manager or his designee is authorized to execute an agreen-tent in conformity with this Resolution, which shall be SUbstantially in the forin of' the agreement attached hereto and made a part hereor by ref'erence. St C ION 3. '['his Resolution shall become effective immediately upon its passage and approval. okgaV,our I 0 rc so I wom 35 demon alc�Aio I s,,Ocs I sa,docN Exhibit 1 Resolution and Agreement I)ASSEDANf)Al)l,'ROVEf) this tlic,,,,_,,,,"_,,.,_,.__ daN,of'-, ........ 2016. ATTL�I'S'T: 31.11NNIFf"R WALTFRS, CITY SEC RE'rARY fly: APPROVI-J) AS TO LEGAL FORM: ANTI A BURGESS, CITY ATTORNEY BY: Pay )e 2 C I I R I S WAI " FS, NLA Y() R Exhibit 1 Resolution and Agreement CITY OF DENTON AGREEMENT WITH D12-DENTON1, LLC, DBA LONE STAR ATTITUDE BURGERS STAI'E OFTEXAS COUN'fY OF DEXI"ON § 'I'his Agreement, made this _ day of 2016, 1)), and between the City of Denton, a municipal corporation, hereinafter referred to as the "CIIX" and 1312- DWFONI, LIX, DBA LONE S'FAR A"I'TH-UDE BURGERS. WITNESSET11, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: ARTICLE I GENERAL I'lie City grants to 1312-DENTONI, LLC, DBA LONE STAR A'Tl'l'f'LJI)E BURGERS the privilege to sell alcoholic beverages, suhject to tile exceptions and conditions hereinafter set rorth, for the 35 DENTON on MARCH 11-13, 2016, to be held on Williarns Trade Square. 'I'his privilege does not extend beyond the date of the 35 DENTON set for the year 2016. ARTICLE 2 SCOPE OF SERVICES D12-DENTONI, I. I)BA LONE S'I'Al� A'I"lTrUDE BURGERS, in order to exercise the privilege to sell alcoholic beverages, must perform the following: A. D12-DENTONI, LIX, DBA [,ONE S'FAR AI-FITUDE BURGEM shall be solely responsible for the rental and payment for any, booth space necessary for the sale of alcoholic beverages at the 35 DEN] "ON. B. D12-DEN'FONI, LLC, DBA LONE S'I'AR A'I-'I"I"I-LJI)E BLIRG'ERS shall be solely responsible to obtain any temporary license and permit necessary for the selling of alcoholic beverages at the 35 DENJ'ON. C. D12-DENTONI, I,LC, DBA LONE STAR M-1-HUDE BURGERS shall be solely responsible for obtaining and paying for any security necessary 'for their sale of alcoholic beverages at the 35 DENJ'OK D12-DEN'J-'ON I, LIC, DBA LONE S'fAR A'I-'rl'FtJDE BURGERS'S failure to do any of the above and to show proper proof of compliance shall waive their right to exercise the privilege of selling alcoholic beverages at the 35 DEN"FON. H "I � W [ , I -, I )Y� Exhibit 1 Resolution and Agreement ARTICLE, 3 IJOCAL, RULES AND REGULATION D12-DENTON], LLC, DBA LONE STAR XFFITUDE BLIRGERS agrees to abide by all municipal, county, state and federal laws, ordinance,-,, rules and regulations and specifically, without limitation, to obtain all necessary and proper licenses, permits and authorizations, and to comply with the requirements of any duly authorized person acting in connection therewith. D12- DEN'FON 1, LLC, DBA I.,ONI".' S1 Alk A"ITITUDE BURGIIRS shall pay all taxes, if any, of every nature and description arising out of or in any manner connected with the sale of alcoholic beverages, D12-DENTONI, LI,C, DBA LONE STAR ATTII I UDE BURGERS will exercise reasonable care and due diligence in their sale oaf" alcoholic beverages at the 35 Df,"N"I"OM A RTIC]LE 4 lNDEMNrrY AGREEMENT D12-DENTONI, LLC, DBA LONE srAR ATTI,rUI)E BURGERS shall indemnify and save and hold harmless the CITY and its officers, agents, and employees from and against any and all liability, claims, demands, losses, and expenses, including but not limited to, court costs and reasonable attorney fees incurred by the Cl"I'Y, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of'D12-DENTON I, LLC, DBA LONE STAR ATTITUDE BURGERS or its officers, shareholders, agents, or employees in tile execution, operation, or performance of' this Agreement. Nothing in this Agreement shall be construed to create a liability to any person who is not a party to this Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation riled by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 5 INSURANCE During tile performance of the Agreement, 1 12-DEN'TONI, Ll-,C, DBA LONE STAR AT"riTUDE BURGERS shall maintain the following insurance with an insurance company licensed to do business in tile State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: A. Comprehensive General Liability Insurance with bodily it1jury limits of not less than $500,000 for each occurrence and not less than $500,000 in tile aggregate, and with property damage limits ot'not less that $100,000 for each occurrence and not, less than $100,000 in the aggregate. Page 2 11 11 I W I , , Ir , , 1, 5 , � 1, 1, � , �, , , �� f ; :, � , \ j 1� � ) , III r I Exhibit 1 Resolution and Agreement B, Liq'uor/Dram Shop Liability in the amount of $250,000 per occurrence for any event occurring on City-owned property where alcohol will be provided or served. C. D12-DENTON], LLC, DBA LONE STAR ATTITUDE BURGERS shall ftirnish insurance certificates or insurance policies at the CITY'S request to evidence such coverages. The insurancc policies shall name the CITY as an additional insured on all such policies, and shall contain a provision that Such insurance shall not be canceled or modified without written notice to tile crrY and D12-I)EN'I"'ONI, LLC, f)BA 1,,(.)N'E STAR ATTITUDE BURGERS. In such event, 1712-DEN9 "ONI, 1A.C, D LONE STAR Arn,ruDE BURGERS shall, prior to the effective date of the change or cancellation, serve substitute policies furnishing the same coverage. ARTICLE 6 NOTICES All notices, communications, and reports required or permitted under this Agreement shall be personally, delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below, certified mail, return receipt requested, unless otherwise specified herein. Mailed notices shall be deemed communicated as of three (3) days' mailing: 1 12-DEN"rONI, LLC, DBA 1.,0NE STAR ATTITUDE BURGERS: CIT Y OF DENTON: Steve Watkins City Manager 113 W. Hickory 215 E, McKinney Denton, Texas 76201 Denton,Texas 76201 All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days' mailing. ARTICLE 7 ENTIRE AGREEMENT ]'his Agreement, consisting of five (5) pages and 0 exhibits, constitutes the complete and final expression of the agreement of' the parties, and is intended as a complete and exclusive statement of the terms of' their agreements, and supersedes all prior contemporaneous offers, promises, representations, negotiations, discussions, coin muni cal, ions, and agreements which may have been made in connection with the subject matter hereof. ARTICLE 8 SEVERABILITY It' 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 front 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 Page 3 Exhibit 1 Resolution and Agreement enl'orceable provision which comes as close as possible to expressing the intention of the stricken provision. AR,riCLE 9 DISCRIMINATION PROHIBITED In performing the services required hereunder, D12-DENTONI, LLC, ]SBA L.ONE STAR AVITFUDE BURGERS shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. ARTICLE 10 PERSONNEL D12-DENTON I, LL,C, DBA L(.)NE S'I'AR AT-1111 UDE BURGERS represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Agreement. Such personnel shall not be employees or officers of, or have any contractual relations with the CITY. ARTi,CLE I I ASSIGNABILITY 1312-13E.NTONI, LIX, DIVA WNE STAR Al-FITLIDE BURGERS shall not assign any interest in this Agreement, and shall riot transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the CITY. ARTICLE 12 MODIFICATION No waiver or modification of this Agreement or of any covenant, condition, or limitation herein contained shall be valid unless in writing and duly executed by the party to be charged therewith, and no evidence of any waiver or modification shall be offered or received in evidence in any proceeding arising between the parties hereto out of or affecting this Agreement, or the rights or obligations of the parties hereunder, and unless such waiver or modification is in writing and duly executed; and the parties furtlier agree that the provisions of this section will not be waived unless as set forth herein, ARTICLE 13 MISCELLANEOUS A. Venue of any Suit or cause of action under this Agreement shall lie exclusively in Denton County, Texas. 'I"his Agreement shall be construed in accordance with the laws of the State of Texas. B. 'rhe captions of this Agreement are for informational purposes only, and shall not in any way affect the Substantive terms or conditions of this Agreement. Page 4 Exhibit 1 Resolution and Agreement IN WITNESS 1-11',REOF, the City of Denton, 're as has caused this Agreement to be executed by its duly authorized City Manager, an(] D12-DENTON I, LLC, DBA LONE STAR ATTITUDE BURGERS has executed this Agreernent through its duly authorized undersigned officer on this the day of ........... . .. _._, 2016. CITY OF DENTON,TEXAS GEORGE C. CAMPBELL, CITY MANAGER ATTES,r: JENNIFER WALTERS, CITY SECREI` ARY BY: APPROVED AS,ro LEGAL FORM: AID NH I A BURGESS, CITY ATTORN11,"Y Page 5 1312- ICI; MN I, 1A,C, DBA LONE sfAR A"ITH , DE I JRGERS 110 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -194, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Development Services /Economic Development CM/ ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider a request for an exception to the Noise Ordinance for the purpose of the 35 Denton Music Festival. Live music will be played in the Williams Trade Square, located on the 200 block of E. Hickory St., Dan's Silverleaf patio, located at 103 Industrial St., Harvest House patio, located at 331 E. Hickory St., and Lone Star Attitude Burger's rooftop patio located at 113 W Hickory St., on Friday, March 11, Saturday, March 12, and Sunday, March 13, 2016, from 12:00 noon to 12:00 midnight. An exception is specifically requested to increase sound levels from 70 to 75 decibels and for an extension for hours from 10 p.m. to midnight. Staff recommends approval. BACKGROUND The seventh annual 35 Denton (formerly known as NX35 and 35 Conferette) is a three -day music conference featuring approximately 200 acts from around the United States. In addition to the two outdoor stages located in Williams Trade Square, the event also takes place on outdoor patios and indoor, at several participating venues in the Denton Downtown area. The outdoor concerts will be held in four locations: the patio of Dan's Silverleaf, the patio of Harvest House, the rooftop patio of Lone Star Attitude Burger and in Williams Trade Square; Williams Trade Square is the only City -owned property being utilized for this event and will not have live music on Friday, March 11, 2016. Outdoor performances on Saturday and Sunday begin at noon and are scheduled to conclude at 11 p.m. While event organizers are not expecting performances to run past their 11 p.m. schedule, they are proactively looking for solutions for concerts that might run over or be louder than anticipated. 35 Denton is requesting an increase in decibels from 70 to 75 decibels for amplified sound for live outdoor music concerts. 35 Denton will feature nationally known bands as well as local talent. Event organizers expect a total attendance of approximately 4,000. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City Council has approved an exception to the noise ordinance for sound to be increased from 70 to 75 decibels and for amplified sound on Sunday for 35 Denton event each year since their first request in 2010. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -194, Version: 1 The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.2 Make Denton a destination for visitors EXHIBITS Exhibit 1 Sound Variance Request Exhibit 2 Secondary Sound Variance Request Respectfully submitted: Aimee Bissett, Director Development Services Department Prepared by: Christina Davis Economic Development Specialist City of Denton Page 2 of 2 Printed on 2/12/2016 Exhibit 1 Sound Variance Sound Variance for 2016 35 Denton Music Festival The organizers of the 35 Denton Music Festival would like ask the Denton City Council to approve a sound variance for the lot of Williams Trade Square for the purpose of an outdoor music festival on the following days March 12 -13, 2016. 35 Denton would like to request a sound variance not to exceed 75 dba between the hours of 12pm and 11pm on the days previously listed. 35 Denton Music Festival will conform to the guidelines laid out in the City of Denton Community Events Manual. Exhibit 2 Secondary Sound Variance Secondary Sound Variance for 2016 3G Denton Music Festival The organizers of the 35 Denton Music Festival would like ask the Denton City Council to approve a sound variance for the patio stages atLS4 113VV Hickory, Dan's Si|ver|eaf 1O3 Industrial and Harvest House for the purpose of a downtown music festival nn the following days March 11-1Z2O16. 35 Denton would like to request a sound variance to extend the hours beyond 1Opmtu12pmon the patio stages on the days previously listed. 35 Denton Music Festival will conform to the guidelines laid out in the City of Denton Community Events Manual. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -195, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: February 16, 2016 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 architectural design services in support of the design of the new City of Denton Fire Station# 4 to be located at 2110 Sherman Drive; providing for the expenditure of funds therefor; and providing an effective date (File 6045 awarded to Kirkpatrick Architecture Studio in the not -to- exceed amount of $399,200). FILE INFORMATION This item is for design services relating to the construction of Fire Station 4 which will replace an existing fire station built in 1965. The existing fire station is outdated and small (4,500 square feet) and is not capable of housing the state of the art fire equipment that is now required to provide adequate fire protection to the northeast section of Denton. The last three City of Denton fire stations designed by Kirkpatrick Architecture Studio (Kirkpatrick), located in Denton, Texas, have won several awards and received national accolades for their designs and functionality. Kirkpatrick is a Leadership in Energy and Environmental Design (LEED) certified architect and was instrumental in Fire Station 7 becoming the first Gold LEED certified station in Texas and the second in the country. Both Central Station and Station 7 were designed by Kirkpatrick and were completed under budget and on schedule. The relationship with this firm has been outstanding and the Fire Department has been very satisfied with the final result. In addition, Kirkpatrick has designed several other fire stations in Texas, Oklahoma, and Louisiana in the recent past; all with very good references. Several of these stations were also LEED certified fire stations. The selection of Kirkpatrick to design the City of Denton Fire Stations 1 and 7 resulted from a formal Request for Qualifications (RFQ) procurement process by which responses to the RFQ were openly marketed and solicited from multiple firms. Kirkpatrick has demonstrated excellent qualifications in the design of fire stations, and has a long, successful, and proven performance history with the City of Denton. In accordance with the provisions of Texas Local Government Code 252.022, and Texas Government Code 2254, staff recommends selection of Kirkpatrick Architecture Studio, without conducting a formal Request for Qualifications (RFQ) procurement process for the design of Fire Station 4. A fire station is a civic statement, and the design should reflect a cost effective use of the taxpayer's dollars. City of Denton Page 1 of 3 Printed on 2/12/2016 File M ID 16 -195, Version: 1 The selection of materials, products, and systems should be based on reasonable initial cost and a cost effective life cycle. All Denton Fire/Rescue Department facilities should be designed to a 50 -year building life with minimal requirements for routine maintenance and repair. Durable materials are of high importance. Sustainability will also be a high priority in the fire station design. Energy Efficiency /LEED compliance and /or certification will be an important design consideration along with pursuing all energy sources including solar and wind. Function over form will take precedence in designing sustainability into the station. A cost savings of 28% on architectural and design services will be realized compared to the current Station 2 construction project by duplicating existing design features. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On January 7, 2013 the City Council gave direction to select an architect to design Fire Station 2 as the initial step in constructing three new fire stations in close proximity to existing fire stations. In addition, Council directed that this initial design also be used if possible as the prototype for future fire station design. RECOMMENDATION Award a Professional Services Agreement for Design Services and Construction Oversight for the reconstruction of Fire Station 4 to Kirkpatrick Architecture Studio in the amount not -to- exceed $399,200. PRINCIPAL PLACE OF BUSINESS Kirkpatrick Architecture Studio Denton, Texas ESTIMATED SCHEDULE OF PROJECT Project design will begin upon City Council approval. The entire construction project is anticipated to take eighteen (18) months to complete. FISCAL INFORMATION This project will be funded from the Facilities Capital Project Fund account# 100195468.1365.40100. Requisition# 127896 has been entered in the Purchasing software system. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.1 Enhance public safety in the community F,XHIRITS City of Denton Page 2 of 3 Printed on 2/12/2016 File M ID 16 -195, Version: 1 Exhibit l: Ordinance Exhibit 2: Professional Service Agreement Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Herman Lawson at 349 -8830. City of Denton Page 3 of 3 Printed on 2/12/2016 EXHIBIT 1 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 ARCHITECTURAL DESIGN SERVICES IN SUPPORT OF THE DESIGN OF THE NEW CITY OF DENTON FIRE STATION 4 TO BE LOCATED AT 2110 SHERMAN DRIVE; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6045 AWARDED TO KIRKPATRICK ARCHITECTURE STUDIO IN THE NOT -TO- EXCEED AMOUNT OF $399,200). 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. That the City Manager is hereby authorized to enter into a professional service contract with Kirkpatrick Architecture Studio, to provide professional design services for the design of the new City of Denton Fire Station 4, 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 6045 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 12016. EXHIBIT 1 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY mm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 in/ City of Denton Contract # 6045 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 CONTRACT 46045 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER THIS AGREEMENT is made and entered into as of the 16TH day of February, 2016, by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Kirkpatrick Architecture Studio, with its corporate office at 100 West Mulberry Street, Denton, Texas 76201 hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, professional architectural services in support of the design for the City of Denton Fire Station #2 Project. The project shall be completed in five (5) separate phases: Phase 1 — Information Gathering and Schematic Design, Phase 2 — Design Development, Phase 3 — Construction Documents, Phase 4 — Bidding and Negotiations, and Phase 5 — Construction Administration. Phase I — Information Gathering and Schematic Design, shall include the following: 1. Zoning/Platting Research — Design Professional will meet with the City of Denton to understand the constraints and parameters affecting the proposed sites. 2. Programming — Design Professional will meet with all appropriate parties to determine a preliminary program. 3. Design Meeting — Design Professional will conduct a one and a half day design meeting with the owner. The meeting will begin with reviewing the owner's project goals and requirements. Then the program will be refined and a preliminary floor plan and site plan will be produced. 4. Schematic Design — Design Professional will continue to refine the building's plan and elevations until they met the Owner's requirements. Design Professional will produce a Schematic Design Package for the Owner's review and approval. After approval from the Owner, Design Development Phase will commence. Services in this phase are defined in AIA Document BI01, 3.2. 5. Pre - application Submission — Design Professional will submit to the City a site plan, floor plan, and questions to the City. These plans and questions will be reviewed by the City in advance of the Pre - application Conference. Page 1 Contract 6045 Design of Fire Station #4 DocuSign Envelope R 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 With the following deliverables: D1. Code and Zoning Research Report D2. Schematic Design Package D3. Pre - application Package Estimated completion time: 14 days. Phase 2 — Design Development, shall include the following: 1. Design Development — During this phase the documents produced in the Schematic Design Phase are further developed. In this phase the mechanical, electrical, plumbing, and structural systems are refined. Additionally, architectural details such as for doors and windows are produced. Design Professional will produce a Design Development Package for the Owner's review and approval. After approval from the Owner, Construction Documents Phase will commence. Services in this phase are defined in AIA Document B101, 3.3.1 and 3.3.3. 2. Construction Cost Estimate — Design Professional will send the Design Development Package to a third party cost estimator for a construction cost estimate. With the following deliverables: D4. Construction Cost Estimate Estimated completion time: 21 days. Phase 3 — Construction Documents, shall include the following: 1. Contract Documents — In this phase, construction documents and specifications are produced. Depending on timing and /or the Owner's wishes, separate Permit and Construction Sets can be produced. 2. Construction Cost Estimate — Design Professional will send the Design Development Package to a third party cost estimator for a construction cost estimate. 3. Permit Application — Design Professional will submit the construction set for permit. With the following deliverables: D5. 50% Progress Set D6. 90 % Progress Set D7. Construction Cost Estimate D8. Construction Set Estimated completion time: 56 days. Phase 4 — Bidding and Negotiations shall include the following: 1. Pre -Bid Conference and Tour — Design Professional will administer a conference and tour of the site for prospective bidders. 2. Addenda — Design Professional will respond to questions to potential bidders and provide clarification if necessary in the form of Addenda. 3. Evaluation of Bids - Once bids are received and opened by the City, Design Professional will aid in the evaluation of the bidders. Page 2 Contract 6045 Design of Fire Station #4 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 Estimated completion time: 42 days, Phase 5 — Construction Administration shall include the following: 1. Construction Administration — Design Professional will attend weekly meetings during construction, produce Field Observation reports, review submittals, produce responses to Request for Information's, and respgnd in a professional manner as needed during the construction process. Services in this phase are defined in AIA Document B101, 3.6 and in AIA Document A201 -2007. Scope of Services for Re- Zoning The current site is comprised of five parcels owned by the City. It is our understanding that the site shall be platted by the Owner's surveyor. The site will also need to be rezoned, as the current NR -3 zoning does not allow community services. We have included the rezoning as a line item under Basic Services. Optional Services: Scope of Services for Leadership in Energy and Environmental Design (LEED) Certification Design Professionals' services include those necessary for the design and preparation of documents for the referenced Project to pursue LEED Certification level "Certified" under the United States Green Building Council (USGBC) LEED Green Rating System for New Construction and Major Renovations, v. 2009. The proposed fee is based upon Design Professional's knowledge of which credit s may be appropriate for fire station pursuing LEED certification. If the owner chooses to pursue individual points not anticipated, additional services may be required. While Design Professional has had great success in achieving LEED certification, there are many factors outside the Architect's control that preclude a guarantee of LEED certification. Services in this phase are defined in AIA Document B214 -2012. Scope of Work Provided by the Client 1. Topographical and Boundary surveys 2. Geotechnical Investigation and Report 3. Soil Investigation required for geothermal HVAC 4. Texas Accessibility Standard Plan Review and Post - construction Inspection 5. Construction Observation and Materials Testing 6. Preliminary Platting Items Outside of Scope of Work or Requiring Additional Services 1. Re- designs, new designs, meetings and other costs related to significant changes in scope of work or significant changes to approved designs. This includes work and meetings required to incorporate value engineering items. 2. Work in or adjacent to an existing FEMA flood plain, design services necessary to establish a base flood elevation (BFE), flood plain permitting or flood plain mapping. Page 3 Contract 6045 Design of Fire Station #4 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 3. Non - gravity storm sewer or sanitary sewer systems (systems requiring pump design, i.e. lift stations). 4. Public water or sewer system improvements beyond service connections and any off -site work. 5. SWPPP permits application preparation or drawings 6. Traffic Impact Studies 7. TxDOT Permits 8. Zoning change requests 9. Retaining wall design 10. Environmental site assessments 11. Site features and amenities outside of building footprint and not directly attached to the Building. 12. Currently unidentified specialty electrical, lighting or communication systems, including voice and data, audio /visual, security, or other low voltage electronic systems 13. Design of franchise utilities (gas, electric, telephone, and cable television) 14. Costs related to non - anticipated LEED credits, including, but not limited to, a. WEc2 Innovative Wastewater Technologies, including rainwater collection and other greywater systems b. EAc5 Measure & Verification Page 4 Contract 6045 Design of Fire Station #4 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 SECTION 2 COMPENSATION The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 PHASE 1- For Basic Services the total compensation shall be $ 46,080 2.1.2 PHASE 2 - For Basic Services the total compensation shall be $ 61,440 , 2.1.3 PHASE 3 - For Basic Services the total compensation shall be $ 122,880 2.1.4 PHASE 4 - For Basic Services the total compensation shall be $ 15,360' 2.1.5 PHASE 5 - For Basic Services the total compensation shall be $ 61,440 2.1.6 REIMBURSABLE EXPENSES — shall not exceed $10,000.00 Optional LEED Certification Services - For LEED Certification Services the total compensation shall be $ 82,000 Total Not to Exceed Contract Amount without LEED $17�. Total Not to Exceed Contract Amount with LEED S X19 2011 Progress payments for Basic Services shall be paid upon satisfactorily completion of tasks for the Project. 2.2 ADDITIONAL SERVICES 2.2.1 Compensation for Additional Services are stated below: James R. Kirkpatrick, FAIA $175 /hour David A Robinson $140 /hour Tim Deaton $115 /hour Technical Staff $105 /hour Expenses 1.10 times the cost 2.2.2 Compensation for Additional Services of outside consultants, including additional engineering services shall be negotiated prior to delivery of the actual service. 2.3 REIMBURSABLE EXPENSES Reimbursable Expenses are expenses incurred by the Design Professional, the Design Professional's employees and consultants in the interest of the Project as defined in the General Conditions but not to exceed a total of $10,000 without the prior written approval of the Owner. Page 5 Contract 6045 Design of Fire Station #4 DocuSign Envelope ID: ICF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 SECTION 3 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: I . City of Denton General Conditions to Agreement for Architectural or Engineering Services. 2. Attachment A -The Design Professional's Proposal, Project Schedule, and Pricing 3. Attachments B — Awarded Contractor's documentation, including W -9 form, and Conflict of Interest documentation. 4. Attachment C — Awarded Contractor's certificate of insurance documentation. This Agreement is signed by the parties hereto effective as of the date first above written. CITY OF DENTON ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BU GE §S 1 lsar,0( , Cl,`�" ATTORNEY ry. BY: eLu�,1n.i GEORGE C. CAMPBELL CITY MANAGER KIRKPATRICK ARCHITECTURE STUDIO DENTON,TEXAS ..1'�ac.rbW &Nwrrrd by: BY: �lwt 6y(1atvi&) i�-Wwur . JIM K 'TiW " I 7K, OWNER. (SIGNATURE) WITNESS: IM CITY OF DENTON Page 6 Contract 6045 Design of Fire Station #4 DocuSlgn Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 I �AA DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 GENERAL CONDITIONS TO 1.1 The Architect or Engineer's services consist of those services for the Project (as defined in the agreement (the "Agreement') and proposal (the "Proposal ") to which these General Conditions are attached) performed by the Architect or Engineer (hereinafter called the "Design Professional ") or Design Professional's employees and consultants as enumerated in Articles 2 and 3 of these General Conditions as modified by the Agreement and Proposal (the "Services "). 1.2 The Design Professional will perform all Services as an independent contractor to the prevailing professional standards consistent with the level of care and skill ordinarily exercised by members of the same profession currently practicing in the same locality under similar conditions, including reasonable, informed judgments and prompt timely actions (the "Degree of Care "). The Services shall be performed as expeditiously as is consistent with the Degree of Care necessary for the orderly progress ofthe Project. Upon request of the Owner, the Design Professional shall submit for the Owner's approval a schedule for the performance of the Services which may be adjusted as the Project proceeds, and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule and approved by the Owner shall not, except for reasonable cause, be exceeded by the Design Professional or Owner, and any adjustments to this schedule shall be mutually acceptable to both parties. ARTICLE 2 SCOPE OF BASIC SERVICES 2.1 BASIC SERVICES DEFINED The Design Professional's Basic Services consist of those described in Sections 2.2 through 2.6 of these General Conditions and include without limitation normal structural, civil, mechanical and electrical engineering services and any other engineering services necessary to produce a complete and accurate set of Construction Documents, as described by and required in Section 2.4. The Basic Services may be modified by the Agreement. 2.2 SCHEMATIC DESIGN PHASE 2.2.1 The Design Professional, in consultation with the Owner, shall develop a written program for the Project to ascertain Owner's needs and to establish the requirements for the Project. 2.2.2 The Design Professional shall provide a preliminary evaluation ofthe Owner's program, construction schedule and construction budget requirements, each in terms ofthe other, subject to the limitations set forth in Subsection 5.2.1. 2.23 The Design Professional shall review with the Owner alternative approaches to design and construction ofthe Project. 2.2.4 Based on the mutually agreed -upon program, schedule and construction budget requirements, the Design Professional shall prepare, for approval by the Owner, Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of Project components. The Schematic Design shall contemplate compliance with all applicable laws, statutes, ordinances, codes and regulations. 2.2,5 The Design Professional shall submit to the Owner a preliminary detailed estimate of Construction Cost based on current area, volume or other unit costs and which indicates the cost of each category of work involved in constructing the Project and establishes an elapsed time factor for the period of time from the commencement to the completion ofconstruction. 23 DESIGN DEVELOPMENT PHASE 23.1 Based on the approved Schematic Design Documents and any adjustments authorized by the Owner in the program, schedule or construction budget, the Design Professional shall prepare for approval by the Owner, Design Development Documents consisting of drawings and other documents to fix and describe the size and character ofthe Project as to architectural, structural, mechanical and electrical systems, materials and such other elements as may be appropriate, which shall comply with all applicable laws, statutes, ordinances, codes and regulations. Notwithstanding Owner's approval of the documents, Design Professional represents that the Documents and specifications will be sufficient and adequate to fulfill the purposes ofthe Project. 23.2 The Design Professional shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost in a further Detailed Statement as described in Section 2.2.5. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the construction budget authorized by the Owner, the Design Professional shall prepare, for approval by the Owner, Construction Documents consisting of Drawings and Specifications setting forth in detail requirements for the construction of the Project, which shall comply with all applicable laws, statutes, ordinances, codes and regulations. 2.4.2 The Design Professional shall assist the Owner in the preparation of the necessary bidding or procurement information, bidding or procurement forms, the Conditions of the contract, and the form of Agreement between the Owner and contractor. 2.4.3 The Design Professional shall advise the Owner of any adjustments'to previous preliminary estimates of Construction Cost indicated by changes in requirements or general market conditions. 2.4.4 The Design Professional shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project, 2.5 CONSTRUCTION CONTRACT PROCUREMENT 2.5.1 The Design Professional, following the Owner's approval of the Construction Documents and of die latest preliminary detailed estimate of Construction Cost, shall assist the Owner in procuring a construction contract for the Project through any procurement method that is legally applicable to the Project including without Page 7 C: \Users\2211725WppData\ Local \Microsoft \Windows \'temporary Internet Piles \Content.Outlook \BHJ8712R \Contract 6045 - Design Services for Fire Station 4 funal.doc moouoign Envelope ID: 1op32on7-9x61-4970+B55-83rIoc56oe23 EXHIBIT 2 limitation, the competitive sealed bidding process. Although the Owner will consider the advice of the Design Professional, the award of the construction contract is in the sole discretion of the Owner. 15.2 If the construction contrac(aniount for the Project exceeds the total construction cost of die Project as set fbrth in the approved Detailed Statement of Probable Construction Costs of the Project submitted by the Design Professional, then the Design Professional, at its sole cost and expense, will revise the Construction Documents as maybe required by the Owner to reduce or modify the quantity or quality of the work so that the total construction cost of the Project will not exceed the total construction cost set forth in die approved Detailed Statement of Probable Construction Costs. 2,6.1 The Design Professional's responsibility to provide Basic Services for the Construction Phase under this Agreement commences with the award v0uContract for Construction and terminates m the issuance m the Owner m the final Certificate for Payment, unless extended under the terms m Subsection 8.3+. 2.6.2 The Design Professional shall provide detailed administration ofthe Contract for Construction as set lbrth below. For design i administration shall also be in accordance with AIA document A201, General Conditions of die Contract for Construction, current as of the date of the Agreement as may be amended by the City of Denton special conditions, unless otherwise provided in the Agreement, For engineers the administration shall also be in accordance with die Standard Specifications for Public Works Construction by the North Central Texas Council of Governments, current as of (tic date of die Agreement, unless otherwise provided in the Agreement. 2.6-3 Construction Phase duties, responsibilities and limitations m authority w the Design Professional shall not be restricted, modified m extended without written agreement of the Owner and Design Professionni. 2.6A The Design Professional shall advise and consult with the Owner (1) during ction and (2)mthe Ownees direction from time to time during the coffection, or warranty period described in the Contract for Construction. The Design Professional shall have oomoutym act mnmmmrmrm* Owner only to the extent provided in the Agreement and these General Conditions, unless otherwise modified by written instrument. 2.0.5 The Design Professional shall observe the construction site at least one time a week, while construction is in progress, and as reasonably necessary while construction is not in progress, to become familiar with die progress and quality or the work completed and m determine if the work is being performed in indicating dia(the work when completed will be in accordance with the Contract Documents. Design Professional shall provide Owner a written report subsequent to each on-site visit. On the basis of on-site observations die Design Professional shall keep the Owner informed of the progress and quality of the work, and shall exercise the Degree of Care and diligence in discovering and promptly reporting to the Owner any observable defects or deficiencies in the work ofContractor or any subcontractors. 'Me Design Professional represents that he will follow Degree of Care in performing all Services under the Agreement. 'Me Design Professional shall promptly correct any defective clesigms or specifications furnished by the Design Professional at no cost to the Owner. The Owner's approval, acceptance, use ofor payment for all or any pail of the Design Professional's Services hereunder or of the Project itself shall in no way alter the Design Professional's obligations or the Ownc?s rights hereunder. 2.6.6 The Design Professional shall not have control over m charge nr and shall not o responsible for construction means, methods, techniques, sequences ", procedures, mfor safety precautions and programs im connection with the work. The Design Professional shall not uo responsible mrm*ommacwr schedules or failure m carry out the work io accordance with die Contract Documents except insofar as such failure may result from Design Professional's negligent acts vr"miv- ,innv. The Design Professional shall not have control over or charge of acts or omissions of the Contractor, Subcontractors, or their agents or employees, or ofany other persons performing portions vf the work. 2.6.7 The Design Professional shall mall times have access mthe work wherever xmmpreparation or progress. 2.6m Except as may otherwise be provided in the Contract Documents mwhen direct communications have been specially muwn7eom^o*ne,*mc*xmcto, shall communicate through the Design Professional. Communications by and with the Design Professional's consultants shall be through the Design Professional. 2.6.9 Based vo the Design Professional's observations at the site ^/ the work and evaluations nr the Contractor's Applications for Payment, the Design Professional shall review and certify die amounts due the Contractor. zum The Design pmuesmoo r certification for payment ,hal|o"nohmmuuvm»u`,uuvnmdiuownvr,»as^dun/bxomimnrmfe,mvnu|'owmervmimuomoemtem provided in Subsection 2.6.5 and on the data comprising die Contractor's Application for Payment, that the work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents, The foregoing representations are subject to minor deviations from the Contract Documents cor- rectable prior to completion and to specific qualifications expressed by the Design Professional. The issuance of a Certificate for Payment shall further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment shall not be a representation that die Design Professional has (1) reviewed construction means, mcthods� techniques, sequences or procedures, or (2) ascertained how or for what purpose the Contractor has used money previously paid on accoun(ofthe Contract Sum. 2611 The Design Professional | ll have the responsibility mid authority m reject work which does not ounfom`m the Contract Documents. Whenever the Design Professional considers it necessary or advisable for implementation of (lie intent of the Contract Documents, the Design Professional will have authority to require additional inspection or testing of the work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Design Professional nor a decision made in good faith cither to exercise or not exercise such authority shall give rise performing portions mrm:work. 2.6.12 The Design Professional shall review and approve or take other appropriate action upon Contractor's submittals such as Shop Drawings, Product Data and Samples for the purpose of (1) determining compliance with applicable laws, statutes, ordinances and codes; and (2) determining whether or not the work, when completed, will be in compliance with the requirements ofthe Contract Documents. Thv Design Professional shall act with such reasonable promptness to cause no delay in the work or in the construction ofthe Owrier or ofseparate contractors, while allowing sufficient time in the Design Professional's professional judgment to permit adequate review. Review ofsuch submittals is not conducted for the purpose ofdetermining the accuracy and completeness ofother details such as dimensions and quantities or for substantiating instructions for installation or performance of equipment or systems designed by the Contractor, all of which remain the responsibility of the Contractor to the extent required by the Contract Documents. The Design Professional's review shall not constitute approval ofsafety precautions or, unless otherwise specifically stated by the Design Professional, ofoonstruction means, methods, techniques, sequences or procedures, The Design Professional's approval ofa specific item shall not indicate approval ofan assembly ofwhich the item is a component. When prolbssional certification ofperformance characteristics Page c:\u,vrsuz/|royv\pvnmmu.ouwxwi"mnvmwinuo°*nompomry Internet m|cs\C^nteot»mmnmowv//zR\cmutmctoo45- Design Services mrBre Station * nnx|.00c DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 of materials, systems or equipment is required by the Contract Documents, the Design Professional shall be entitled to rely upon such certification to establish that the materials, systems or equipment will meet the performance criteria required by the Contract Documents. 2.6.13 The Design Professional shall prepare Change Orders and Construction Change Directives, with supporting documentation and data if deemed necessary by the Design Professional as provided in Subsections 3.1.1 and 3.3.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the work not involving an adjustment in the Contract Sum or an extension of the Contract Time which are not inconsistent with the intent of the Contract Documents, 2.6.14 On behalf of the Owner, the Design Professional shall conduct inspections to detemhine the dates of Substantial Completion and Final Completion, and if requested by the Owner shall issue Certificates of Substantial and Final Completion. The Design Professional will receive and review written guarantees and related documents required by. the Conti-act for Construction to be assembled by the Contractor and shall issue a final certificate for Payment upon compliance with the requirements of the Contract Documents. 2.6.15 The Design Professional shall interpret and provide recommendations on matters concerning performance of the Owner and Contractor under the requirements of the Contract Documents on written request of either the Owner or Contractor. The Design Professional's response to such requests shall be made with reasonable promptness and within any time limits agreed upon. 2.6.16 Interpretations and decisions of the Design Professional shall be consistent with the intent of said reasonably inferable from the Contract Documents and shall be in writing or in the forth of drawings. When making such interpretations and initial decisions, the Design Professional shall endeavor to secure faithful performance by both Owner and Contractor, and shall not be liable for results or interpretations or decisions so rendered in good faith in accordance with all the provisions of this Agreement and in the absence of negligence, 2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question between the Owner and Contractor relating to the execution or progress of the work as provided in the Contract Documents. 2.6.18 The Design Professional (1) shall render services under the Agreement in accordance with the Degree of Care; (2) will reimburse the Owner for all damages caused by the defective designs the Design Professional prepares; and (3) by acknowledging payment by the Owner of any fees due, shall not be released from any rights the Owner may have under the Agreement or diminish any of the Design Professional's obligations thereunder. 2.6.19 The Design Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Construction Documents during the Construction Phase. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 3.1.1 The services described in this Article 3 are not included in Basic Services unless so identified in die Agreement or Proposal, and they shall be paid for by the Owner as provided in the Agreement, in addition to the compensation for Basic Services. The services described under Sections 3.2 and 3.4 shall only be provided if authorized or confirmed in writing by the Owner. If services described under Contingent Additional Services in Section 33 are required due to circumstance beyond the Design Professional's control, the Design Professional shall notify the Owner in writing and shall not commence such additional services until it receives written approval from the Owner to proceed. If the Owner indicates in writing that all or part of such Contingent Additional Services are not required, the Design Professional shall have no obligation to provide those services. Owner will be responsible for compensating the Design Professional for Contingent Additional Services only if they are not required due to the negligence or fault of Design Professional. 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES 3.2.1 If more extensive representation at the site than is described in Subsection 2.6.5 is required, die Design Professional shall provide one or more Project Representatives to assist in carrying out such additional on -site responsibilities. 3,2.2 Project Representatives shall be selected, employed and directed by the Design Professional, and the Design Professional shall be compensated therefor as agreed by the Owner turd Design Professional. 33 CONTINGENT ADDITIONAL SERVICES 3.3.1 Making material revisions in Drawings, Specifications or other documents when such revisions are: I. inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's program or Project budget; 2, required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents, or 3. due to changes required as a result of the Owner's failure to render decision in a timely manner, 3.3.2 Providing services required becausc'of significant changes in the Project including, but not limited to, size, quality, complexity, or the Owner's schedule, except for services required under Subsection 2.5.2. 33.3 Preparing Drawings, Specifications and other documentation and supporting data, and providing other services in connection with Change Orders and Constriction Change Directives. 3.3.4 Providing consultation concerning replacement of work damaged by fire or other cause during construction, and furnishing services required in connection with the replacement of such work. 3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of the Contractor, or by failure of performance of either the Owner or Contractor under the Contract for Construction. Wage 9 C:\Users\2211725\AppData \Local \Microsoft \Windows \Temporary Internet Files\ Content .Outlook \138.187128 \Contract 6045 - Design Services for Fire Station 4 final.doc DocuSign Envelope ID: 1CF32B07-9A61-4970-AB55-83F10056DB23 EXHIBIT 2 33.6 Providing services in evaluating an extensive number of claims submitted by the Contractor or others in connection with the work. 3.3.7 Providing services in connection with a public hearing, arbitration proceeding or legal proceeding except where the Design Professional is party thereto. 3-3.8 Providing services in addition to those required by Article 2 for preparing documents for alternate, separate or sequential bids or providing services in connection with bidding or construction prior to the completion of the Construction Documents Phase. 33.9 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission of the Design Professional shall be performed by the Design Professional as a part ofthe Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.39. UEKCWWZ��$ 3.43 Providing financial feasibility orother special studies, 3.4.2 Providing planning surveys, site evaluations or comparative studies of prospective sites. 3.43 Providing special surveys, environmental studies and submissions required for approvals of governmental authorities or others having jurisdiction over die Project. 3.4.4 Providing services relative to future facilities, systems and equipment. 3.45 Providing services to investigate existing conditions or facilities or to make measured drawings thereof. 3.4.6 Providing services to verify the accuracy of drawings or other information furnished by the Owner. 3.4.7 Providing coordination of construction performed by separate contractors or by the Owner's own forces and coordination of services required in connection with construction performed and equ ipment supplied by the Owner. 3.4.8 Providing detailed quantity surveys or inventories of material, equipment and labor. 3.4.9 Providing analyses of operating and maintenance costs. 3.4.10 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities. 3.4.12 Providing assistance in the utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance and consultation during operation, 3.4.13 Providing interior design and similar services required for or in connection with the selection, procurement or installation of furniture, furnishings and related equipment. 3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration ofthe Warranty period of the Contract for Construction, 3.4.15 Providing services of consultants for other than architectural, civil, stnic(ural, mechanical and electrical engineering portions ofthe Project provided as a pan of Basic Services. 3.4.16 Providing any other services not otherwise included in this Agreement or not customarily famished in accordance with generally accepted architectural practice. 3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work made during con- struction based on marked-up prints, drawings and other data fumished by the Contractor to the Design Professional. 3.4.18 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or omission of the Design Professional shall be performed by the Design Professional as a part ofthe Basic Services under die Agreement with no additional compensation above mid beyond the compensation due die Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.4.18. 4.1 The Owner shall consult with the Design Professional regarding requirements to . r the Project including (1) the Owner's objectives, (2) schedule and design constraints and criteria, including space requirements and relationships, flexibility, expendability, special equipment, systems and site requirements, as more speci- fically described in Subsection 2.2.1. 4.2 The Owner shall establish and update an overall budget for the Project, including the Construction Cost, die Owner's other costs and reasonable contingencies related to all of these costs. 43 If requested by the Design Professional, the Owner shall famish evidence that financial arrangements have been made to fialfill the Owner's obligations tinder this Agreement. Page 10 C:\Users\2211725\AppDa(a\Local\Microsoft \Windows\Teinporary Internet Files\Content.Outlook\B8J8712R\Contract 6045 - Design Services for Fire Station 4 final.doc DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F1®C56DB23 EXHIBIT 2 4.4 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project, The Owner or such authorized representative shall render decisions in a timely manner pertaining to documents submitted by the Design Professional in order to avoid unreasonable delay in the orderly and sequential progress of the Design Professional's services, 4.5 Where applicable, the Owner shall Rimish surveys describing physical characteristics, legal limitations and utility locations for Vic site ofthe Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, decd restrictions, boundaries and contours of the site; locations, dimensions and necessary data pertaining to existing buildings, other improvements and trees; and information concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the information on the survey shall be referenced to a project benchmark. 4.6 Where applicable, the Owner shall furnish Vic services of geotechnical engineers when such services are requested by the Design Professional. Such services may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and re- sistivity tests, including necessary operations for anticipating sub -soil conditions, with reports and appropriate professional recommendations. 4.6.1 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Design Professional and are not retained by the Design Professional as part of its Basic Services or Additional Services. 4,7 When not a part of the Additional Services, the Owner shall fumish structural, mechanical, chemical, air and water pollution tests, tests of hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Contract Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including auditing services the Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behalf of the Owner. 4.9 The services, information, surveys and reports required by Owner under Sections 4.5 through 4.8 shall be furnished at the Owner's expense, and the Design Professional shall be entitled to rely upon the accuracy and completeness thereof in the absence of any negligence on the part of the Design Professional. 4.10 'rhe Owner shall give prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or nonconformance with the Contract Documents. 4.11 Design Professional shall propose language for certificates or certifications to be requested of the Design Professional or Design Professional's consultants and shall submit such to the Owner for review and approval at least fourteen (14) days prior to execution. The Owner agrees not to request certifications that would require knowledge or services beyond Vic scope of the Agreement. k° 1 5.1.1 The Construction Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by the Resign Professional, 5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials furnished by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a reasonable allowance for con- tingencies shall be included for market conditions at the time of bidding and for changes in the work during construction. 5.13 Construction Cost does not include the compensation of the Design Professional and Design Professional's consultants, the costs of the land, rights- or-way, financing or other costs which are the responsibility of die Owner as provided in Article 4. 5.2.1 Evaluations of the Owner's Project budget, preliminary estimates of Construction Cost and detailed estimates of Construction Cost prepared by the Design Professional represent the Design Professional's best judgment as a design professional familiar with the construction industry. It is recognized, however, that neither Vie Design Professional nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the Design Professional cannot and does not warrant or represent that bids or cost proposals will not vary from the Owner's Project budget or from any estimate of Construction Cost or evaluation prepared or agreed to by the Design Professional. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of the Agreement by the furnishing, proposal or establishment of a Project budget, unless such fixed limit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been established, the Design Professional shall be permitted to include contingencies for design, bidding and price escalation, to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents, to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids to adjust the Construction Cost to the fixed limit. Fixed limits, if any, shall be increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction. 5.23 If the Procurement Phase has not commenced within 90 days after the Design Professional submits the Construction Documents to the Owner, any Project budget or fixed limit of Construction Cost shall be adjusted to reflect changes in the general level of prices in the construction industry between the date ofsubmission of the Construction Documents to the Owner and the date on which proposals are sought. 1 1 1 6.1 The Drawings, Specifications and other documents prepared by the Design Professional for this Project are instruments of the Design Professional's service and shall become the property of the Owner upon termination or completion of the Agreement. The Design Professional is entitled to retain copies of all such documents. Such documents are intended only be applicable to this Project, and Owner's use of such documents in other projects shall be at Owner's sole risk and expense. In the event the Owner uses any of the information or materials developed pursuant to the Agreement in another project or for other purposes than are specified in the Agreement, the Design Professional is released from any and all liability relating to their use in that project Page 11 C:\ Users\ 2211 725\ AppData\ LocalNicrosoft \Windows\Ternporary Internet Files\ Content .Outlook \B8J8712I2 \Contract 6045 - Design Services for Fire Station 4 final,doc DocuSlgn Envelope ID: 1CF32B07-9A61-4970-AB55-83F10C56DB23 EXHIBIT 2 6.2 Submission or distribution of documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of die Design Professional's reserved rights. f f 1 orwaywirk 7.1 The Design Professional may terminate the Agreement upon not less than thirty days written notice should the Owner fail substantially to perform in accordance with the terms of the Agreement through no fault of the Design Professional, Owner may terminate the Agreement or any phase thereof with or without cause upon thirty (30) days prior written notice to the Design Professional. All work and labor being performed under the Agreement shall cease immediately upon Design Professional's receipt of such notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner for all work it satisfactorily performed prior to die receipt of such notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, and other data related to the Project shall become property of the Owner upon termination of the Agreement and shall be promptly delivered to the Owner in a reasonably organized form. Should Owner subsequently contract with a new Design Professional for continuation of services on the Project, Design Professional shall cooperate in providing information. 7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily performed prior to notice of such suspension. When die Project is resurned, the Design Professional's compensation shall be equitably adjusted to provide for expenses incurred in the interruption and resumption of the Design Professional's services. 73 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the event that the Project is permanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate the Agreement by giving written notice. 7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be considered substantial non- perforniance and cause for termination. 7.5 If the Owner fails to make payment to Design Professional within thirty (30) days of receipt of a statement for services properly and satisfactorily performed, the Design Professional may, upon seven days written notice to the Owner, suspend performance of services under the Agreement. 7.6 In the event of termination not the fault of time Design Professional, the Design Professional shall be compensated for services properly and satisfactorily performed prior to termination. ARTICLE8 PAYMENTS TO THE DESIGN PROFESSIONAL DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 8.5 PAYMENTS WITHHELD No deductions shall be made from the Design Professional's compensation on account of penalty, liquidated damages or other sums withheld from payments to contractors, or on account of the cost of changes in the work other than those for which the Design Professional is responsible. 8.6 DESIGN PROFESSIONAL'S ACCOUNTING RECORDS Design Professional shall make available to Owner or Owner's authorized representative records of Reimbursable Expenses and expenses pertaining to Additional Services and services performed on the basis of a multiple of Direct Personnel Expense for inspection and copying during regular business hours for three years after the date of the final Certificate of Payment, or until any litigation related to the Project is final, whichever date is later. ARTICLE 9 INDEMNITY 9.1 The Design Professional shall indemnify and save and hold harmless the Owner and its officers, agents, and employeesfrom and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurred by the Owner, and including, without limitation, damages for bodily arid personal injury, death and property damage, resulting from the negligent acts or omissions of the Design Professional or its officers, shareholders, agents, or employees in the performance of the Agreement. 9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to the Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE. During the performance of the Services under the Agreement, Design Professional shall maintain the following insurance with an insurance company licensed or authorized to do business in the State of Texas by the State Insurance Commission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: 10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $2,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence arid not less than $250,000 in the aggregate. 10.2 Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident, and with property damage limits of not less than $100,000 for each accident. 10.3 Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident including occupational disease. 10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. 10.5 The Design Professional shall furnish insurance certificates or insurance policies to the Owner evidencing insurance in compliance with this Article 10 at the time of the execution of the Agreement. The General Liability and Automobile Liability insurance policies shall name the Owner as an additional insured, the Workers' Compensation policy shall contain a waiver of subrogation in favor of the Owner, and each policy shall contain a provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to Owner and Design Professional. In such event, the Design Professional shall, prior to the effective date of the change or cancellation, furnish Owner with substitute certificates of insurance meeting the requirements of this Article 10. ARTICLE I I MISCELLANEOUS PROVISIONS 11.1 The Agreement shall be governed by the laws of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in Denton County, Texas. 11.2 The Owner and Design Professional, respectively, bind themselves, their partners, successors, assigns arid legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of Otis Agreement. The Design Professional shall not assign its interests in the Agreement without the written consent of the Owner. 113 The term Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachments referenced in Section 3 of the Agreement which together represent the entire and integrated agreement between the Owner and Design Professional and supersedes all prior negotiations, representations or agreements, either written or oral. The Agreement may be amended only by written instrument signed by both Owner and Design Professional. When interpreting the Agreement the executed Agreement, Proposal, these General Conditions and the other attachments referenced in Section 3 of the Agreement shall to the extent that is reasonably possible be read so as to harmonize the provisions. However, should the provisions of these documents be in conflict so that they cannot be reasonably harmonized, such documents shall be given priority in the following order: 1. The executed Agreement 2. Attachments referenced in Section 3 of the Agreement other than the Proposal 3. These General Provisions 4. The Proposal 11.4 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Design Professional. 11.5 Upon receipt of prior written approval of Owner, die Design Professional shall have the right to include representations of the design of the Project, including photographs of the exterior and interior, among the Design Professional's promotional and professional materials. The Design Professional's materials shall not include the Owner's confidential or proprietary information if the Owner has previously advised the Design Professional in writing of the specific information considered by the Owner to be confi- dential or proprietary. The Owner shall provide professional credit for the Design Professional on the construction sign and in the promotional materials for the Project. Page 13 C: \Uscrs\2211725\AppData \Local \Microsoft \Windows \Temporary Internet Files\ Content .Outlook \B8J8712R \Contract 6045 - Design Services for Fire Station 4 final.doc DocuSign Envelope ID: I CF32BO7-9A61-4970-AB55-83Fl0056DB23 EXHIBIT 2 11.11 The captions of the Agreement are for informational purposes only, and shall not in any way affect the substantive terms or conditions of the Agreement. Adopted 0612912007 Page 14 C:\Users\22117251AppData\Local\Microsoft\Witidows\Temporary Internet Files\Content.Outlook\B8J8712R\Coiitract 6045 - Design Services for Fire Station 4 final.doc DocuSlgn Envelope ID: 1CF32BO7-9A61-4970-AB55-83Fl0056DB23 EXHIBIT 2 Attachment B Contract # 6045 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 K I A S 19 January 2016 Mr. Herman Lawson Special Projects Coordinator Facilities Management City of Denton 869 S Woodrow Lane Denton, Texas 76205 Re: Design Services Fire Station No. 4 Dear Mr. Lawson: It is a pleasure to again offer o services to the City of Denton. We have discussed this project since the start of Station No. 2. The understanding we gained from various conversations has shaped the following proposal. Project Understanding We understand the project to use the floor plan, form, and materials of Station No. 2, except for the removal of one bay. The resulting 12,600 square foot, three -bay station will accommodate a crew of six. Using the construction costs of Station No. 2 as a guide and assuming a five percent increase in construction costs, the assumed cost per square foot would be $351. Thus the projected cost of the project is approximately $4,425,000. Scope of Basic Services KAS' services include those necessary for the design and preparation of documents for the referenced Project. We envision the process as collaborative and as such, the scope may change slightly as the design is developed. The duration of the phases and the following compensation are based upon the only re-use of the construction documents developed for Station No. 2. If significant, additional changes are made, other than those discussed above, or if the plan is required to be mirrored, then additional time and compensation may be required. In the description of work in each phase, AIA documents are referenced. In the event that there is conflict between these documents and City of Denton General Conditions for Building Construction and City of Denton General Conditions to AgreemeretforArchitectural or Engineering Services, the City of Denton documents shall dictate. Phase One - Information Gathering and Schematic Design 2 Weeks 1 1 - Zonis - -/ /attar Research - - - A-S - will meet with the City of Den.. to_ n t_o .— u'n -dmme—rstand -- the constraints and parameters affecting the proposed sites. 1.2. Programming - KAS will meet with all appropriate parties to determine a preliminary program. 100 West Mulberry 940/387 .8182tel Denton.Texas 940/383.0262fax 7 6 2 0 1 1 www.k- a- studio.com DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 Pac 2 19 January 2016 1.3. Design Meeting - KAS will conduct a one and a half day design meeting with the owner. The meeting will begin with reviewing the owner's project goals and requirements. Then the program will be refined and a preliminary floor plan and site plan will be produced. 1.4. Schematic Design - KAS will continue to refine the building's plan and elevations until they met the Owner's requirements. KAS will produce a Schematic Design Package for the Owner's review and approval. After approval from the Owner, Design Development Phase will commence. Services in this phase are defined in AM Document B101, 3.2. 1.5. Pre - Application Submission - KAS will submit to the City a site plan, floor plan, and questions to the City. These plans and questions will be reviewed by the City in advance of the Pre - Application Conference. Deliverables Dl. Code and Zoning Research Report D2. Schematic Design Package D3. Pre- application Package Phase Two - Design Deve 3 Weeks 2.1. Design Development - During this phase the documents produced in the Schematic Design Phase are further developed. In this phase the mechanical, electrical, plumbing, and structural systems are refined. Additionally, architectural details such as for doors and windows are produced. KAS will produce a Design Development Package for the Owner's review and approval. After approval from the Owner, Construction Documents Phase will commence. Services in this phase are defined in ALI Document B101, 3.3.1 and 3.3.3. 2.2. Construction Cost Estimate - KAS will send the Design Development Package to a third party cost estimator for a construction cost estimate. Deliverables D4. Construction Cost Estimate Phase Three - Construction Documents 8 Weeks 3.1. Contract Documents - —In-&— n this phase, construction documents and specifications are produced. Depending on timing and/or the Owner's wishes, separate Permit and Construction Sets can be produced. 3.2. Construction Cost Estimate - KAS will send the Design Development Package to a third party cost estimator for a construction cost estimate. 3.3. Permit Application - KAS will submit the construction set for permit. Deliverables D5. 50% Progress Set D6. 95 % Progress Set D7. Construction Cost Estimate D8. Construction Set Phase Four - 6idctin, arwd lh of %tions 6 Weeks 41. Pre -Bid Conference and Tour - KAS will administer a conference and tour of the site for prospective bidders. 4.2. Addenda - KAS will respond to questions to potential bidders and provide clarification if necessary in the form of Addenda. A � S DocuSign Envelope ID: 1CF32B07-9A61-4970-AB55-83F10C56DB23 EXHIBIT 2 0 Page 3 19 January 2016 4.1 Evaluation of Proposals - Once bids are received and opened by the City, KAS will aid in the evaluation of the bidders. Phase Five - Construction Administration 5.1, Construction Administration — KAS will attend weekly meetings during construction, produce Field Observation reports, review submittals, produce responses to Request for Information's, and respond in a professional manner as needed during the construction process. Services in this phase are defined in AIA Document RIO], 3.6 and in AL4 Document A201-2007. Scope of Services Rezoning The current site is comprised of five parcels owned by the City. It is out understanding that the site shall be platted by the Owner's surveyor. The site will also need to be rezoned, as the current NR-3 zoning does not allow community services. We have included the rezoning as a line item under Basic Services. SS Prereq I Construction Activity Pollution Prevention Water Efficiency WE Prereq I Water Use Reduction — 20% Reduction Energy and Atmosphere EA Prereq I Fundamental Commissioning of Building Energy Systems EA Prereq 2 Minimum Energy Performance EA Prereq 3 Fundamental Refrigerant Management Materials and Resources MR Prereq I Storage and Collection of Recyclables Indoor Environmental Quality IEQ Prereq I Minimum Indoor Air Quality Performance Though Base Services includes the LEED prerequisites, it does include LEED certification, Scope of Services for Leadership in Energy and Environmental Design (LFFD) Certification KAN services include those necessary for the design and preparation of documents for the referenced Project to pursue LEED Certification level "Certified" under the United States Green Building Council (USGBC) LEED Green Rating System for New Construction and Major Renovations, v. 2009. The proposed -fee does not include the cost for EA Prereq 1 or the energy model for EA Prereq 2, as they are included in Basic Services. The fee is based upon KAS's knowledge of which credit s may be appropriate for fire station pursuing LEED certification. If the owner chooses to pursue individual points not anticipated, additional services may be required. While KAS has had great success in achieving LEED certification, there are many factors outside the Architect's control that preclude a guarantee of LEED certification. Services in this phase are defined in AL4 Document B214-2012. K A 9 S DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 • Page 4 19 January 2016 Scp",Work Provided b the Client . .. .,,.�.._........._ 1. Topographical and Boundary surveys 2. Geotechnical Investigation and Report 3. Soil Investigation required for geothermal 14VAC 4. Construction Observation and Materials Testing Items Outside of Scope of Work or Requiring Additional Services _ 1 Changes to the base design of Station No.2 other than those discussed � above. 2. Redsigns, new designs, meetings and other costs related to significant changes in scope of work or significant changes to approved designs. This includes work and meetings required to incorporate value engineering items. 3. Easements by separate instrument. 4. - Work in or adjacent to an existing FEMA flood plain, design services necessary to establish a base flood elevation (BFE), flood plain permitting or flood plain mapping 5. Non - gravity storm sewer or sanitary sewer systems (systems requiring pump design, i.e. lift stations) 6. Public water or sewer system improvements beyond service connections and any off -site work 7. Traffic Impact Studies 8. TxDOT Permits 9. Zoning change requests 10. Retaining wall design 11. Environmental site assessments 12. Site features and amenities outside of building footprint and not directly attached to the building that are not required by zoning or code or related to the building's mechanical, electrical, or plumbing systems. 13. The design of currently unidentified specialty electrical, lighting or communication systems, including voice /data, audio /visual, security, or other low voltage electronic systems. Junction boxes and conduit for the systems will be shown in the construction documents. Fire alarm and related devices are included. 14. Design of franchise utilities (gas, electric, telephone, and cable television) 15. LEED Certification under version 4. 16. Costs related to non - anticipated LEED credits, including, but not limited to, a. WEc2 Innovative Wastewater Technologies, including rainwater collection and other greywater systems Compensation Compensation to KAS for Basic Services, Additional Services, and Reimbursable Expenses shall be as described below. Basic Services Compensation shall be a stipulated sum in the amount of $300,000. Tree Survey Compensation shall be a stipulated sum in the amount of $4,200. Submission Rezoning Compensation shall be a stipulated sum in the amount of $3,000. LEED Services Compensation services not already included in Basic Services shall be a stipulated sum in the amount of $82,000. Non - reimbursable Expenses - KAS includes the following in our scope 1. In - house printing DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 • Page 5 19 January 2016 2. Phone calls 3. Travel within north Texas Reimbursable Expenses The following are not included in Basic Services and shall be billed reimbursable expense and shall be provided to the Owner at the cost invoiced to KAS plus ten percent (10 %). The total cost shall for printing shall not exceed $10,000 without the written permission of the owner. 1. Printing for presentations, Owner, meetings, and regulatory review 2. Texas Accessibility Standard Plan Review and Post - Construction Inspection Consultants — The finalization of the consultant team is dependent on if LEED certification is pursued. Additional Services — Services required and authorized beyond the scope of Basic Services will be invoiced on the basis of personnel time and expenses. James R. Kirkpatrick, FAIA $175/hour David M. Robinson, AIA $140/hour Project Manager $1151hour Technical Staff $105/hour Expenses 1.10 times the cost Consultants have their own hourly rate structure. Should you have any questions or require additional information, please contact me at your convenience. Best Regards, poo*lei / S� "� �`'`.✓, ,,//,���,, �,,, David M. Robinson, AIA K I A I S #• cuSign Envelope ID: 1CF32BO7-9A61-4970-AB55-83Fl0056DB23 EXHIBIT 2 Attachment C Contract # 6045 i i I DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 CERTIFICATE OF INTERESTED PARTIES FORM 1295 loll Complete Nos, l - 4 and 6 0 there are interested parties. OFFICE USE ONLY Complete Nos, 1, 2, 3, 5, and 6 If there are no Interested parties, [2016-8019 ERTIFICATION OF FILING 1 Neme of business entity filing form, and the city, state and country of the business entity's place rtificate Number: of business. Kirkpatrick Architecture Studio Denton, TX United States Date Filed: ` ve 02/0212016 2 Name govsrr mvilla emlt� or stale agency tliat a party to ontr413 6or ' ii lr orm is being filed. City of Denton Date Acknowledged:: 3 Provide the identification number used by the governmental entity or state agency to track or identity the contract, and provide a description of the goods or services to be provided under the contract. 6045 Professional design services for Fire Station No, 2 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) — ..M., .... -d—la'- - - -,. Controlling Intermery Kirkpatrick, Glenna Denton, TX United States X Kirkpatrick, James Denton, TX United States X ....... _ ,. ............ ......... ... .. . �I 5 Check only It there Is NO Interested 6 AFFIDAVfr I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. ° "`;tilirinimv, of authorized rill, ai of contracting business entity AFFIX NOTARY STAMP ! SEAL ABOVE p Swom to and subscribed before me, by the said w Y� This the � day of ..�- .�.. -.. 2ii i to certify which, witness my hand and seal of office. ELAINE SANDERS Notary Public, State of Texas t .m' My Comm. Expires 007/2019 J w o F� i. a r' Signature of officer administering oath Printed name of officer administering oath Title of officer administering oath i Forms provided by Texas Ethics Commis�ion . � www.ethics.state,tx,us �w Vefsion V1'..0,.34416 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 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 governmental 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 wIt local governmental entity. Kirkpatrick Architecture Studio you are filling an update to a M ;101 MY, IL91 U Date Received (The law requires that you file an updated completed questionnaire with the appropriate filing authority not later than the 71h business day after the date on which you became aware that the originally filed questionnaire was incomplete or inaccurate.) Name of local government officer about whom the Informatlon in this section Is being disclosed. Keely Briggs 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 CIO 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 1, 11 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 Iry 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 interest of one percent or more? D Yes 111 No Ms, Briggs is sister in-law to James P, Kirkpatrick's daughter. g ur7,.ndol d Si nal oing Dale Adopted 8/7/2015 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 ,rk4 DATE (MMIDDIYYYY) $C CERTIFICATE OF LIABILITY INSURANCE J 12/1/2015 .._............. �w, , . _......_ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLYmAND CONFERS . NO RIGHTS UPON . THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER, I MPORTANT: If the certificate holder Is an ADDITIONAL INSURED, the be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate �� holder In lieu of such ondorsement(s). _ _.._..._.__._...._... _..___..W_�., � PRODUCER NAME Joseph A Bryant McLaughlin _ Brunson Insurance Agency, LLP PHONE SAX 12801 N Central Expressway dA)4 q T )) Q1,4), 503 -1212 (ApE e,(( 14) 503-0899, 7 Da11asTX 75243 . . . .... . (. .. ... , w ............. ... GNS'URERA. XL S acialt Inrsur t �,c�_ �n13. 37885 ,® _ _ _ y. . INSURED (940) 307 -0102 INSURER B: Kirkpatrick Architecture Studio, Inc. ��•••mm -. ...... ! NSURER S 100 West Mulberry Street INSURERD: Denton TX 76201 ANSURER E: INSUIISBR F : ... ..._..._ . COVERAGES CERTIFICATE NUMBER: Cert ID 30924 REVISION NUMBER: W__...._..__....... . .. ._. ....... .. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INS $t AI't0Y. .,, , , .. ......... ®... i�Utl..'( LIMITS ® . # TYPE OF INSURANCE .�" POLICY NUMBER (hl„N,P{]CNVYYY, (,Bg44MEfl?fl7d'M'hrYY , , ..... „w.,,„„, GENERAL LIABILITY EACH OCCURRENCE $ DAMAGE YO AENT0 . .... COMMERCIAL ERCIAL G P PO RAM. LIAE4dl.liTN PRFM15F4 (Fp, I;M.'A'dN, raRCA)_ $ .. ,. , C5LAIkro1� M1A6.H &� �... p CAGCUR MEO EXP (And one person) ,,,,,. $, PERSONAL S ADV INJURY $ �� .-,..,.. .gE,NERA.. LAGGREGATE 6,NLAGGREGAT: LIMITA Pr APPLIES PER: PRODUCTS - COMPIO P AGG $ TOMOBILE LIABILITY ANY AUTO BODILY INJURY (Per person) $ ALL OWNED', SCHEDULED BODILY INJURY (Per eocidenl). S AUTOS AUTOS NON-OWNED OROPOrG PY RAMAGE' HIREDAUTOS AUTOS ,(FeAw sflrr()1 UMBRELLA LIAB OCCUR EACH OCCURRENCE S , EXCESS LIAB CLAIMS -MADE AGGREGATE $ ..OED ....RETENTION $ .... WORGt1R:iCONGtPNSATION WCSPATU- AND EMPLOYERS' LIABILITY T,1F�V LII)Ti F'R - Y ANY PROPRIETORIPARTNER/EXECUTIVE "� IV E L EACH ACCIDENT $ OFFICERIMEMBER EXCLUDED? ��'N /A (Mandatory In NH) E L. DISEASE EA EMPLOYEE[b _ OP O r E.L. DISEASE POLICY LIMIT '.. $ »,- CR FOItF%A7''10.)N W0ow ..,.�, It oF4Jtflf�111akNt].. �.. � ....�- _..W..____.,.,®...._..... ...._.I_.. ._.......--.._........_.,...,...... _._._..._.._...- ....,_.,.,,.� ........_..._�. _.._.�.,.,,- .�.....�,.._,.,._., A Professional Liability Y DPR9724232 5/29/2015 5/29/2016 Per rPl.aim/ $ 2,000,000 Annual. Aggregate $ DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES Attach ACORD � nal Rem �sS� 101, Additional Remarks Schedule, B more space le � . - -�VOO Y4 .,.,.,.... . � ... -__._ - ....�,..�....-...._ ( p required) The claims made professional liability coverage is the total aggregate limit for all claims presented within the policy period and is subject to a deductible. Thirty (30) Days Notice of Cancellation in favor of the certificate holder on all policies. A waiver of subrogation is shown in favor of the City of Denton, its Officials, Agents, Employees and volunteers as required by contract. CER "ill;)(A HOLDER 3_ _.._ __.. CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Denton 215 E. McKinney Street AUTHORIZED REPRESENTATIVE • ttnam' Denton TX 76201 ... ..... - ©1988-2010 ACORD CORPORATION. All rights reserved. ACORD 25 (2010105) The ACORD name and logo are registered marks of ACORD Page 1 of 1 DocuSign Envelope ID: 1CF32807 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 �MMDIYWYI�...m,,, CERTIFICATE OF LIABILITY INSURANCE 12 22 / 2015 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFO . . .�mmmmmm�..�.�..- RMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. -_. ._ "N_A . IS WAIVED, ..� � ertlGicate hDldxar Is an AC11TlONAL INSURED, the polV�cy(i�rs) nlLwst be endorsed. If SUBROGATION IS WAIVED, sOh)oct to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder In lieu of such ondor erntislt(s), PRODUCER1�4�h9E Tina Mauldin C X Agents Alliance Services, Ltd )453-9691 (940)243 1050 t t _.. Ramey King Insurance &4ILss,tinamauldxn @rameyking com 320 Eagle Drive, Ste 210 INSUHSIAFFOROINGCOVERAGE �NAICS „ ....... ...... r�r.y. a,aualy............ 42579 Denton TX 76201 INS1usaERA:J�11iad y INSURED INSURER B :Hartford Sentinel Insurance 11000 James R. Kirkpatrick Architect Inc. , S P eca,alt Insurance ISerrra.0 S-, 100 W MULBERRY ST ff 37478 o NN i11,RFR ? ..,,.... , DENTON TX 76201 -6010 NsuRlRp� -� COVERAGES CERTIFICATE _NUM ER :'0L15112423694 _ REVISION NUMBER. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO ...._....�.._ THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. IN 1 TYPE O INSURANCE A( L m )IEIW� PR7 PK�-I 10'0 p0D'VI r?GRP 1,1AttTS 1 , - ._. LILY NUMBER) D' VI X COMMERCIAL GENERAL UAalLITY EACH OCCURRENCE S 1,000,000 f MACICTOI(l ,411E0 A .... _q CLAIMS -MADE Lx] OCCUR $,.. 300,..0.00' ACPBPOC7282590811 3/13/2015 3/13/2016 MEDEXP(Anyone,person) S 5,000 GE. . . .. ,. .......... ............. ......... PERSONALILADVtN,IURY $ 1,000,000 1 L AGGREGATE LIMIT APPLIES PER. GENERAL AGGREGATE 00 , S 000 ® , .,�. 0 . ,, a . . POLICY jE LOC 2 000, 000 7S COMPIOPAGG S r AU LI .tk ,�.. ,,,. _._ ...,. ..---._.... X PR D (TINIER. Non-owned $ 1,000,000 __. pat. I 1 1 AUTOMOBILE atlbs $ 1,000 000 e B ANY AUTO BODILY INJURY (Per person) $ ALLOWNED ,mem� SCHEDULED _ URY r AUTOS AUTOS 46UECAP4768 10/16/2015 10/16/2016 BODILY INJURY Peraccldent $ ( X X NON -OWNED t R�"�'I rr (TAS',IALIE $ HIREDAUTOS AUTOS 11;praMrlg1',mrUryi„ m I Med1ral a mens UMBRELLA .. $ EXCESS LIABAB OCCURRENCE ♦ - CLAIMS�IADE, ° AGGREGATE s 4„000 C 000 X O OM I 740394150ALI 11/23/2015,11/23 /2016 S WORKERS COMPENSATION X ST�!T4)7F � OA ANY PM}PRILTORIC ARBNLR � VE E.L EACH ACCIDENT $ fCX6CllTTf YY)V „1� 000, 009 OFrtldolo IInNHI EXCLUDED? . D (M✓Mmd4luTy In NMI) 46WBCL034e1 9/1/2015 9/1/2016 E L DISEASE EA EMPLOYEES T, 000, 000 Xt y�CaCt,r(efcrlV]CY kia'ea" ..��,... _-- _........ E L.. DISEASE C7t SrA RON {'Yr aPLRATONS below EA6E POLICY LIMIT S 1.,000�0OO.,i DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Denton THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN 215 E. McKinney St ACCORDANCE WITH THE POLICY PROVISIONS. Denton, TX 76201 _ _ ,.,W,_... - ...... AUTHORIZED REPRESENTATIVE Jeff tt:i.zlg /ANG ._...._ _ ... _ W .._. _. . .....©1988-2014 AC n. ORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD INS02619014011 DocuSign Envelope ID: 1CF32B07 -9A61- 4970- AB55- 83F10C56DB23 EXHIBIT 2 Ref # Descri tlon Coverage Code Form No Edition Date HIRED AUTO,. HRDBB....... .nw_ Limit 2 ®,.,.,__� Limit 3 ... Deductible Amount Deductible Type Premium 110001000 $31.00 ....,,. " Ref # ...m _ Description Coverage Code �.w Form No. Edition Date TERRORISM TERR Limit 1 Limit 2 Limit 3 j -6edu . ctlble Amount Deductible Type Premium W,..,,.�w . . .. ,. _ w_, - ...,,,,,,,,,. Ref # Descnp tion ,....,, . ,. _ .,. ..... _...,...... _ ..,, , ., .,- ._...,, m.. Coverage Code _ _ e..._....._� Form No .............__..,_.a�..ee ._ Edition Date Uninsured motorist combined single limit UMCSL Limit 1 Limit 2 Limit 3 Deductible Amount Deductible Type Premium 1,000,000 Ref # Description � � Coverage Code F orm No Edition Date Expense constant EXCNT Limit 1 Limit 2 Limit 3... Deductible Amount Deductible Type Premium -.. _. ,....�_.. n.. w .. .. a. rv..., $180.00 Ref # ....� �.�. on �. _.,,, �..._..�. .� ..�.. ... ...�. Coverage Code Form No. - .._ Edition Date TERRORISM TERR ............._. Limit 1 Limit 2 Limit 3 Deductible Amount Deductible T e Type Premium — T— ___ �- ._ �.-.— ..... ....m.. of R # Description ��� Coverage ode Form No. Edition bate Merit Surchar e 9 � �........ � Limit 1 Limit 2 Limit 3 � � Deductible Amount � Deductible Type ...m __._, Premium . .- .......... . . ......._.,... Ref # Description p " " " " " "" " 9 ode �mCovera e C orm No F. Edition Date �_w,.. - .�...., . Limit 1 _�._���..... ...,,,,...._ Limit 2 _.m.... Limit 3 _. ....... Deductible Amount � Deductible Type Premium Description Ref # Descri tion � Co verage Code Form No " .,�,.,......... �.,, Edition Date Limit 1 � Limk 2 � Llmlt 3 � Deductible Amo unt D eductlble Type Premium Ref# scriptl o n De..� _ _ tCoverage Code Form No.,,.,,, Edition Date "._r. ,..�, Limit 1 � Lima 2 ..�.. �........ Limit . 3 .,. ... _� � _��_�� Deductible Amount � _...,... ...- ..�......,._., Deductible Type _- ,....n.__ Premium ... .. ,_... ., _. Ref # , �Descnption Co verage Cod# -For m No. Edit Ion ,Date, Limit 1 Limit 2 f _�.....- ... Llmlt 3 �,. -.._ - .._... ,.. Amount Deductible Amou eductlble Type Premlum Ref # 'Description ...w, tltlVtlF Coverage...... Code .... Form No. Edition Date Limit 1 Llmlt 2 1 Limit 3 Deductible Amount Deductible Type Premium OFADTLCV " Copyright 2001, AMS Services, Inc. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN File #: ID 16 -196, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas authorizing the City Manager to execute a First Amendment to a Professional Services Agreement by and between the City of Denton, Texas and Texas CMT, Inc. /Gee Consultants for construction materials testing and geotechnical investigations for the City of Denton Street Department; providing for the expenditure of funds therefor; and providing an effective date (File 5351 in the additional amount not -to- exceed $219,550; aggregating a total not -to- exceed $277,550). FILE INFORMATION A Professional Services Agreement with Texas CMT, Inc. /Gee Consultants was approved on February 27, 2014 in the amount of $58,000 for soil testing services for City of Denton Capital Improvement Program (CIP) construction projects. This agreement is also used for major Street Department CIP projects such as the Lillian Miller Parkway reconstruction that is currently underway. Testing is necessary to determine the correct depth for the stabilization material that is needed to provide a good road base prior to paving. This First Amendment will allow the City to expand its testing services to meet additional CIP project demands through February 2017. RECOMMENDATION Approve a First Amendment to a Professional Services Agreement between the City of Denton and Texas CMT, Inc. /Gee Consultants in an additional amount not -to- exceed $219,550 for a total contract award of $277,550. PRINCIPAL PLACE OF BUSINESS Texas CMT, Inc. /Gee Consultants Dallas, TX ESTIMATED SCHEDULE OF PROJECT The Professional Services Agreement expires on February 27, 2017. FISCAL INFORMATION City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -196, Version: 1 The First Amendment will be funded from various Street Capital Project accounts as well as the Street Improvement Fund. Purchase Orders will be issued on a per project basis. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.1 Optimize resources to improve quality of City Roadways EXHIBITS Exhibit l: Ordinance Exhibit 2: First Amendment Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Keith Gabbard at 349 -7144. City of Denton Page 2 of 2 Printed on 2/12/2016 EXHIBIT 1 ORDINANCE NO. 2016- AN ORDINANCE OF THE CITY OF DENTON, TEXAS AUTHORIZING THE CITY MANAGER TO EXECUTE A FIRST AMENDMENT TO A PROFESSIONAL SERVICES AGREEMENT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND TEXAS CMT, INC. /GEE CONSULTANTS FOR CONSTRUCTION MATERIALS TESTING AND GEOTECHNICAL INVESTIGATIONS FOR THE CITY OF DENTON STREET DEPARTMENT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 5351 IN THE ADDITIONAL AMOUNT NOT - TO- EXCEED $219,550; AGGREGATING A TOTAL NOT -TO- EXCEED $277,550). WHEREAS, the City Council deems it necessary and appropriate and in the public interest to continue to engage the firm of Texas CMT, Inc. /Gee Consultants to provide the City with professional engineering and consulting services pertaining to soil testing; and WHEREAS, the City staff has reported to the City Council that there is a substantial need for the hereinabove described professional services by the City of Denton, and that limited City staff cannot adequately perform the specialized testing and other professional services and tasks, with its own personnel; and WHEREAS, Chapter 2254 of the Texas Government Code, known as the "Professional Services Procurement Act," generally provides that a city may not select a provider of professional services on the basis of competitive bids, but must select the provider of professional services on the basis of demonstrated competence, knowledge, and qualifications, and for a fair and reasonable price; and WHEREAS, the City Council hereby finds and concludes that Texas CMT, Inc. /Gee Consultants is appropriately qualified under the provisions of the law, to be retained as a construction materials testing and environmental consulting firm for the City, respecting this engagement; and WHEREAS, the City Council has provided in the City budget for the appropriation of funds to be used for the procurement of the foregoing professional services, as set forth in the "First Amendment to Agreement for Construction Materials Testing, Geotechnical Investigations, and Contract Drilling Services;" NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The recitations contained in the preamble hereto are true and correct and are incorporated herewith as a part of this Ordinance. SECTION 2. The City Manager is hereby authorized to execute a "First Amendment to Agreement for Construction Materials Testing, Geotechnical Investigations, and Contract Drilling Services (the "First Amendment ") with the firm of Texas CMT, Inc. /Gee Consultants in the additional amount of not -to- exceed $219,550, for professional services pertaining to the 1 EXHIBIT 1 interests of the City as hereinabove described, in substantially the form of the First Amendment which is attached hereto as Exhibit "A" which is incorporated herewith by reference. SECTION 3. The award of this First Amendment is on the basis of the demonstrated competence and qualifications of the firm of Texas CMT, Inc. /Gee Consultants and the ability of Texas CMT, Inc. /Gee Consultants, Attorneys -at -Law to perform the professional services needed by the City for a fair and reasonable price. SECTION 4. The expenditure of funds as provided for in the attached First Amendment is hereby authorized. SECTION 5. This ordinance shall become effective upon its passage and approval. PASSED AND APPROVED this the day of 12016. ATTEST: JENNIFER WALTERS, CITY SECRETARY ma APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY By 2 CHRIS WATTS, MAYOR DocuSign Envelope ID: 7F7453BE -B86B- 4696- 8DB3- D846F5FDE12F THE STATE OF TEXAS COUNTY OF DENTON FIRST AMENDMENT TO CONTRACT BY AND BETWEEN THE CITY OF DENTON, TEXAS AND TEXAS CMT, INC. /GEE CONSULTANTS, INC. [CONTRACT NO. 53511 EXHIBIT 2 THIS FIRST AMENDMENT TO CONTRACT 45351 ( "Amendment ") by and between the City of Denton, Texas ( "City ") and Texas CMT, Inc. /Gee Consultants, Inc. ( "Contractor "); The CITY deems it necessary to further expand the construction materials testing, geotechnical investigations, and contract drilling services including soil borings and related engineering analyses provided by CONTRACTOR to the CITY; NOW THEREFORE, Article V "Compensation ", Section B "Billing and Payment" of the Agreement is hereby amended to read as follows: "For and in consideration of the professional services to be performed by the CONSULTANT herein, the OWNER agrees to pay, based on the cost estimate detail at an hourly rate shown in Exhibit `A' which is attached hereto and is incorporated by reference as if set forth fully in this Agreement, a total fee, including reimbursement for direct non -labor expenses not to exceed $277,550 for the three -year period." All other provisions of the contract 5351, as heretofore amended, remain in full force and effect. IN WITNESS WHEREOF, the CITY and the CONTRACTOR, have each executed this Amendment in three (3) original counterparts, by and through their respective duly authorized representatives and officers on this the day of 120 DocuSign Envelope ID: 7F7453BE -B86B- 4696- 8DB3- D846F5FDE12F "CITY" CITY OF DENTON, TEXAS A Texas Municipal Corporation GEORGE C. CAMPBELL, CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY IN APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY- DDocuSigned by: 6 ��P "CONTRACTOR" TEXAS CMT, INC. /GEE CONSULTANTS, INC. A Corporation �p.DocuSigned,b'y::1 �. • pp pp ll WKal 11"• �Cbn xr] tfa� is . BY- 6A549 . AUTHORIZED SIGNATURE, TITLE City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -197, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: February 16, 2016 SUBJECT Consider adoption of an ordinance accepting competitive proposals and awarding a contract for the purchase of electric utility distribution capacitor bank assemblies to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 6005- awarded to Irby Utilities in the three (3) year not -to- exceed amount of $348,000). RFP INFORMATION Request for Proposals (RFP) 6005 is for a three (3) year contract to supply distribution overhead and pad - mounted capacitor equipment for Denton Municipal Electric (DME). Capacitors are used on the electric distribution system to provide reactive power (VAR) support to assure the electric distribution system operates at the Electric Reliability Council of Texas (ERCOT's) mandated 97% power factor. This RFP will supply two standard sizes of capacitor banks for overhead rack mounted 600 WAR and 1200 WAR; one standard size of underground pad- mounted 1200 WAR; as well as single capacitor units used to replace damaged or failed single units in existing capacitor installations. Capacitors also provide inherent voltage support to assist with meeting the Texas Public Utility Commission mandated voltage levels of plus /minus 5% of nominal voltage. Capacitor sizing, placement, and control settings are based upon engineering studies at peak and light loaded conditions. The capacitor bank assemblies included in this RFP consist of fully assembled and pre -wired racks or pad - mounted units designed to be in compliance with current National Electrical Safety Code (NESC) and Institute of Electrical and Electronics Engineers (IEEE) standards and specifications.. 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 553 prospective suppliers. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Four (4) 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. Irby Utilities was ranked the highest and determined to be the best value for the City of Denton (Exhibit 1). RECOMMENDATION City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -197, Version: 1 Award to Irby Utilities in the estimated annual expenditure amount of $116,000 for a three (3) year not -to- exceed amount of $348,000. PRINCIPAL PLACE OF BUSINESS Irby Utilities 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 items in this RFP will be funded out of the Distribution Center working capital account and charged back to the using department. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.3 Promote superior utility services and facilities 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: Brent Heath at 349 -7180. City of Denton Page 2 of 2 Printed on 2/12/2016 z \:5 3 o o 3 :;: ;I2 }\ � o o IS lo o o o o 3 o o 3 :;: ;I2 }\ � lo \\ \\ \ \ \ \ \\ ! _ | _ | | { }| \/ \\ \ \ / OX 10 z z 0 1 3 o o 3 :;: ;I2 }\ � EXHIBIT 2 ORDINANCE NO. 2016- AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A CONTRACT FOR THE PURCHASE OF ELECTRIC UTILITY DISTRIBUTION CAPACITOR BANK ASSEMBLIES TO BE STOCKED IN THE CITY OF DENTON DISTRIBUTION CENTER; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (RFP 6005— AWARDED TO IRBY UTILITIES IN THE THREE (3) YEAR NOT -TO- EXCEED AMOUNT OF $348,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for the supply of electric utility distribution capacitor bank assemblies 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 6005 Irby Utilities $348,000 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 File 6005 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 12016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffig APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND IRBY UTILITIES (RFP 6005) THIS CONTRACT is made and entered into this date A.D., by and between Irby Utilities, a corporation, whose address is 7125 Belton Street, Fort Worth, TX 76118, 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 # 6005 — Su ply of Distribution Capacitor Assemblies, 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 6005 (Exhibit "B" on file at the office of the Purchasing Agent) (c) City of Denton Standard Terms and Conditions (Exhibit "C ") (d) Certificate of Interested Parties Electronic Filing (Exhibit "D "); (e) Supplier's Proposal. (Exhibit "E "); (f) Form CIQ — Conflict of Interest Questionnaire (Exhibit "F "). These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. S Pb� Y: �°I,�.SSt,I,(, BY: AUTHORIZED SIGNATURE ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ffig RFP 6005 CITY OF DENTON, TEXAS BY: GEORGE C. CAMPBELL, CITY MANAGER Date: Russell James Name: Sales Title: james @irby.com Email: 817 - 321 -4011 Phone: 2/5/2016 Date: 2016 -8714 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ffig RFP 6005 CITY OF DENTON, TEXAS BY: GEORGE C. CAMPBELL, CITY MANAGER Date: DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 Exhibit A Special Terms and Conditions The Quantities indicated on Exhibit E 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. Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the section titled "price adjustments ", or the section(s) titled "termination ". Extension of contract terms will require mutual agreement of the parties. Price Escalation and De- escalation Prices for the commodities or services described in the RFP must be firm for a period of one year from date of contract award. Requests made for pricing adjustments will be supported by manufacturer or supplier cost justification support, including, but not limited to, applicable industry index data provided by associated manufacturer(s) in accordance with the product represented. The price adjustments may be submitted annually from the contract execution date to the City for review, and acceptance. Cooperative Purchasing /Pius Back Option The contract resulting from this solicitation will be available for use by all governmental entities within a 75 mile radius of Suppliers's base location associated to the specific solicitation, providing there is no conflict with any applicable statutes, rules, policies, or procedures. The governmental entities will have the option to use the pricing as agreed to within the resulting contract. Governmental entities will issue their internal purchase orders directly to the supplier, however, RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 shall reference and cite the City of Denton contract number (Solicitation number) within the purchase order document. After award, the supplier agrees to pay a service fee in the amount of 2% of the dollar amount of all issued purchase orders generated from use of this contract. The supplier further agrees to remit the service fee by check on a quarterly basis for the previous quarter spent through this contract, to Julia Klinck, Purchasing Coordinator at 901B Texas Street, Denton, TX 76209, on or by the Fifteen day of each month, following the end of the quarter. The supplier shall also provided quarterly sales reports from the contract awards and Purchase Orders issued from the Contract, for the purpose of billing and collecting the service fee, and for compiling required purchasing history. This report shall be sent to 12urchasingLcityofdenton.com on or by the tenth day of each month. The supplier further agrees that the City of Denton shall have the right, upon reasonable written notice, to review the Contractor's records pertaining to purchases under this awarded contract to verify the accuracy of service fees charged to the Contractor. Total Contract Amount The contract total shall not exceed $348,000. Pricing shall be per Exhibit E attached. 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 Exhibit A Special Terms and Conditions Mutually Agreed Amendments Contract Exhibit B- "RFP 6005, Exhibit 2 Section A- General Provisions" shall be amended for the following identified sections only. All other Terms and Conditions shall remain unchanged. 17. INSURANCE This section shall be deleted. This is supply only contract with no services performed on site. 18. PERFORMANCE LIQUIDATED DAMAGES The Contractor shall be assessed a one (1 %) percent fee each week when any one of the performance standards outlined above are not met in full for "normal condition" orders and based on usages in line with estimated annual quantities supplier by the City. At the end of each month, the City will review the monthly reports and determine the percentage of penalty to be assessed to the Contractor's monthly profit margin. 19. WARRANTIES The contractor shall provide a warranty that is standard in the industry, which is a "pass through" warranty condition for this agreement. Repair or Maintenance of fleet not performed to industry standards shall be accomplished at the contractor's expense, at the option of the City. 26. SHIPPING, DELIVERY, AND PACKAGING All other sections under Section 26 shall remain unchanged, except the following, which are amended to read. Delivery Delays: If delay is foreseen, Contractor shall give written notice to the Customer and must keep Customer advised at all times of status of order. Default in promised delivery (without accepted reasons) or failure to meet specifications authorizes the Customer to purchase goods and associated fulfillment services of this RFP elsewhere and charge any increased costs for the goods, including cost of resoliciting, to the Contractor. Failure to pay a damage assessment is cause for Contract cancellation and /or removal of the Respondent from the City's authorized list of suppliers. Restocking Fee The Customer may request that a Contractor accept return of merchandise already delivered or that a Contractor cancel an order prior to delivery. If the RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 return is required through no fault of the Contractor, the Contractor may request a reasonable restocking charge. Contract 6005, "Exhibit C — City of Denton Standard Purchase Terms and Conditions" shall be amended for the following identified sections only. All other Terms and Conditions shall remain unchanged. (Opening Paragraph 1) These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's solicitation are applicable to Contracts /Purchase Orders issued by the City of Denton hereinafter referred to as the City or Buyer and the Seller herein after referred to as the Bidder, Contractor or Supplier. Any deviations must be in writing and signed by a representative of the City's Procurement Department and the Supplier. No Terms and Conditions contained in the Sellers Proposal response, Invoice or Statement shall serve to modify the terms set forth herein unless noted as Special Conditions, which have been mutually agreed upon.. If there is a conflict between the provisions on the face of the Contract/Purchase Order these written provisions and attachments will take precedence. 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. In the event shipping charges are applicable, 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. 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. Furthermore, the Contractor, to the best of its ability, 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. 19. WARRANTY - PRICE 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 20. WARRANTY — TITLE The Contractor represents within reasonable expectation that it has good and indefeasible title to all deliverables furnished under the Contract, and that the deliverables are free and clear of all liens, claims, security interests and encumbrances. The Contractor shall indemnify and hold the City harmless from and against all adverse title claims to the deliverables. 21. WARRANTY — DELIVERABLES The Contractor represents within reasonable expectation 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. C. Unless otherwise specified in the Contract, the warranty period shall be one year from the date of delivery of the deliverables, from the date of acceptance of any replacement deliverables, or as a term stated by the corresponding manufacturer. 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. 27. TERMINATION FOR CAUSE In the event of a default by either party, the other party shall have the right to terminate the Contract for cause, by written notice effective ten (10) calendar days, unless otherwise specified, after the date of such notice, unless the defaulting party, within such ten (10) day period, cures such default, or provides evidence sufficient to prove to the other party reasonable satisfaction that such default does not, in fact, exist. In addition to any other remedy available under law or in equity, the non - defaulting party shall be entitled to recover all actual damages, costs, losses and expenses, incurred by the non - defaulting as a result of the defaulting party's default, including, without limitation, cost of cover, reasonable attorneys' fees, court costs, and prejudgment and post judgment interest at the maximum lawful rate. Additionally, in the event of a default by the Contractor, the City may remove the Contractor from the City's vendor list for three (3) years and any Offer submitted by the Contractor may be disqualified for up to three (3) years. All rights and remedies under the Contract are cumulative and are not exclusive of any other right or remedy provided by law. 28. TERMINATION WITHOUT CAUSE The City shall have the right to terminate the Contract, in whole or in part, without cause RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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. 38. OWNERSHIP AND USE OF DELIVERABLES: A. Patents. As to any patentable subject matter contained in the deliverables, the Contractor, to the best of its ability and in working with the corresponding manufacturer(s), 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, to the best of its ability and in working with corresponding manufacturer(s), that 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, to the best of its ability and with corresponding manufacturer(s), 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 title, and interest in and to such deliverables. With respect to such work made -for- hire, the Contractor, to the best of its ability and with corresponding manufacturer(s), 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. Furthermore, the Contractor, to the best of its ability and with corresponding manufacturer(s), 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, RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 the Contractor agrees to treat the same as Confidential Information under the terms of Paragraph 37 above. 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 two (2) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 Exhibit 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 only when the City actually receives and accepts the deliverables. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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. The City will furnish a tax exemption certificate upon request. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 of the breach warranty, but failure to give timely notice shall not impair the City's rights under this section. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 breach of any legally imposed strict liability standard. B. THE CONTRACTOR SHALL DEFEND (AT THE OPTION OF THE CITY), RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 901B Texas Street Denton, Texas 76209 vii. The "other" insurance clause shall not apply to the City where the City is an additional RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 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 RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 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 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 Exhibit D Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish an original notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at: https: / /www.ethics.state .tx.us /whatsnew /elf info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on page 2 of this contract. 5. Sign and notarize the Form 1295 6. Email the notarized form to 12urchasingLcityofdenton.com with the contract number in the subject line. (EX: Contract 1234 — Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission's website within seven business days. RFP 6005 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 EXHIBIT E RFP 6005 - SUPPLY OF DISTRIBUTION CAPACITOR ASSEMBLIES Irby Utilities Ft. Worth, TX Estimated Item # EST. UOM COD Inventory Item # Product Description Description 2 Unit Price Extended Price Delivery ARO QTY (Days) 1 3 EA 285 -33 -740 CAPACITOR BANK, PM 1200 KVAR 13.2 kV - S & C CDA- 764302 $ 20,055.00 $ 60,165.00 112 (VAC) CAPACITOR BANK PM 1200 Cooper Power Systems Manufacturer /Model offered above: MEEPE122- PRELIM 2 3 EA 285 -33 -760 CAPACITOR BANK, OH 1200 KVAR VACUUM SWITCH $ 8,718.00 $ 26,154.00 84 (VAC) CAPACITOR BANK,OH 1200K (VAC) Cooper Power Systems Manufacturer /Model offered above: CERSV122- PRELIM 1200 3 3 EA 285 -33 -750 CAPACITOR BANK, OH 600 KVAR VACUUM SWITCH $ 8,132.00 $ 24,396.00 84 (VAC) CAPACITOR BANK, OH 600K (VAC) Cooper Power Systems Manufacturer /Model offered above: CERSV 122 - PRELIM 600 4 10 EA 285 -33 -720 CAPACITOR SINGLE PH, 200 KVAR GE # 581108WC70, W/2 BUSHINGS $ 500.00 $ 5,000.00 84 Cooper Power Systems Manufacturer /Model offered above: CEP440A7 DocuSign Envelope ID: A537FAF4- 6E7C -4FB7- 9784- 8065DBF27A8A EXHIBIT 3 F 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. IRBY UTILITIES 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. NONE 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 Docu5igned by: �w's 2/5/2016 doing business business with the governmental entity Date EXHIBIT 3 Certificate Of Completion Envelope Id: A537FAF46E7C4FB797848065DBF27A8A Status: Sent Subject: Please DocuSign: REVISED 6005 Contract Documents for Distribution Capacitor Assemblies - Irby Source Envelope: Document Pages: 32 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 Time Zone: (UTC- 08:00) Pacific Time (US & Canada) Record Tracking Status: Original 2/4/2016 1:32:58 PM 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: Russell James james@irby.com Sales IRBY UTILITIES Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/4/2016 6:06:23 AM ID:2980f7a7- a4Oc -4cc2- 8267- 1688lee57942 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 Winkley julia.winkley @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/4/2016 9:31:02 AM ID: f5bcafb5- a569- 4ab3- 905b- 804601f7c61b George C. Campbell george.campbell@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Holder: Rebecca Hunter Location: DocuSign rebecca.hunter @cityofdenton.com Signature Timestamp Completed Sent: 2/4/2016 1:34:30 PM Viewed: 2/4/2016 1:34:43 PM Signed: 2/4/2016 1:35:34 PM Using IP Address: 129.120.6.150 ELll—Signed ly, Sent: 2/4/2016 1:35:36 PM SSt,a , a*('s Viewed: 2/5/2016 8:49:14 AM 51F28571A6244AB... Signed: 2/5/2016 8:50:57 AM Using IP Address: 71.86.124.238 Sent: 2/5/2016 8:51:02 AM StCUfttb Robin Fox Robin.fox @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/9/2015 11:39:51 AM ID: 04463961- 03db -4c4d- 9228- d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Laura Hermosillo Laura. hermosillo@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: EXHIBIT 3 Signer Events Signature Timestamp Jennifer Walters jennifer .walters @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Julia Winkley� Sent: 2/5/2016 8:51:00 AM julia.winkley @cityofdenton.com Viewed: 2/5/2016 8:54:16 AM Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/4/2016 9:31:02 AM ID: f5bcafb5- a569- 4ab3- 905b- 804601f7c61b Sherri Thurman Sent: 2/5/2016 8:51:00 AM sherri.thurman @cityofdenton.com Viewed: 2/5/2016 8:53:20 AM Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Robin Fox Robin.fox @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/9/2015 11:39:51 AM ID: 04463961- 03db -4c4d- 9228- d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Laura Hermosillo Laura. hermosillo@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: EXHIBIT 3 Carbon Copy Events Status Timestamp Jane Richardson jane .richardson @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Jerry Fielder jerry.fielder @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed /Encrypted 2/5/2016 8:51:02 AM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 2:25:38 PM Parties agreed to: Russell James, Julia Winkley, Julia Winkley, Robin FEXHIBIT 3 ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per -page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. EXHIBIT 3 How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: kevin.gunn @cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e -mail address where we should send notices and disclosures electronically to you, you must send an email message to us at kevin.gunn @cityofdenton.com and in the body of such request you must state: your previous e -mail address, your new e -mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e -mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e -mail to kevin.gunn @cityofdenton.com and in the body of such request you must state your e -mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check -box indicating you wish to withdraw your consent, or you may; ii. send us an e -mail to kevin.gunn @cityofdenton.com and in the body of such request you must state your e -mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0 ?, Mozilla FireFox 1.0, NetSca e 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: -Allow per session cookies -Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. EXHIBIT 3 Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e -mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -198, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Engineering Services ACM: Jon Fortune Date: February 16, 2016 SUBJECT Consider adoption of an ordinance releasing, abandoning and vacating a 1.470 acre public drainage easement granted to the City of Denton, Texas, by Wynne /Jackson Lakes Development LP., a Texas limited partnership on June 12, 2002 and recorded as Instrument No. 2002- R0073659, Real Property Records, Denton County, Texas and located in the B.B.B. and C.R.R. Survey, Abstract No. 158, Denton County, Texas); and declaring an effective date. [Abandonment of drainage easement to allow for subdivision lot sales] BACKGROUND The property owner, Country Lakes West, LLC., requests that the City to abandon and vacate a 1.470 acre public drainage easement, to remove the drainage encumbrance on its current phase of residential lot development in the Country Lakes West Addition. The subject drainage easement was conveyed to the City in 2002 to address the drainage requirements of Meandering Creek Drive and the development of the St. Mark Catholic Church Addition. Since that time, with the progression of the development of the overall property, alternative drainage improvements have been constructed and dedicated by the Country Lakes West Addition, thus supplanting the need for the subject easement footprint. The 2002 drainage easement is no longer necessary and has created an encumbrance on certain lots within the latest phase of Country Lakes West Addition. The subject abandonment request was reviewed by The Development Review Committee, and staff recommends the approval. Staff performs an analysis on the request for abandonments as follows: ■ Is the easement tract requested for abandonment considered "excess easement "? ■ Does the easement tract requested for abandonment have a continued public use? ■ Is it in the best interest of the general public to abandon the government's rights in the subject abandonment tract? ■ Would the granting of this request establish a precedent for future abandonment requests? Staff findings on this analysis are as follows: 1. The requested easement abandonment tracts fit the criteria of "excess easement." Excess easement is City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -198, Version: 1 defined as: Property rights acquired or used by the City for easement subsequently declared excess (not needed for any public project, the continuation of operation and maintenance of public facilities, and /or no foreseeable utility application in the future). 2. The easement abandonment tracts are not slated for utilization for any future public drainage. 3. The easement abandonments are in the public interest, because the areas for the subject abandonments are no longer needed by the public and /or have not been utilized for the public. 4. These abandonments will not set precedent because the above three standards have been met. OPTIONS 1. Recommend approval of the Ordinance. 2. Do not recommend approval. RECOMMENDATION Staff recommends approval of the Ordinance. ESTIMATED SCHEDULE OF PROJECT Spring of 2016. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Developmental Review Committee recommended approval on August 27, 2015. EXHIBITS 1 Location Map 2 Site Map 3 2002 Drainage Easement 4 Ordinance Respectfully submitted: John T. Davis, PE Director of Engineering Services Prepared by: Mark A. Laird Right -of -Way Agent Real Estate and Capital Support City of Denton Page 2 of 2 Printed on 2/12/2016 LOCATION MAP OAK c, UAL: ........ ........ ........ ........ ........ DOWNTOWN 0 DENTON F�� P F Afl� .... ....... f ,j / rJ (J( ;k . . . . . . . . . . . 047 ]",/ORBIN COBB, ROSEr-All/.NN dlt FIV449 HOBSON 'ENCY y E-= SO fXf R r T N .. ............ .................... Abandonment Site ... ..... ..................................... A S ����������������jjjjjjjjjjjjjjjj v u RED "K R u Hf'-pq/ 0 Is/ C R E E NTS st, JOHNSON 0 Q u T e iii A Of F 0 R N Country Lakes West: w i►F E 1.4,70 Acre Drainage Easement Abandonment S 420 210 0 420 840 1,2•0 Exhibit 2 to the CC AIS �� Feet Exhibit 3 to the CC AIS 5105 02158 PUBLIC DRAINAGE EASEMENT 73659 THE STATE OF TEXAS, 9 9 M40W ALL MEN By THESE PRESENTS: COUNTY OF DENTON § THAT Wynne/Jackson Lakes Development LP, a Texas limited partnership (Grantor), whose mailing address is 600 North Pearl, Suite 650, Dallas, Texas 75201, in consideration of the Bum of ONE DOLLAR and NO CENTS ($1.00) and other good and valuable consideration in hand paid by the City of Denton, Texas, (Grantee) , receipt of which is hereby acknowledged, does by these presents grant, bargain, sell and convey unto the City of Denton, Texas, the free and uninterrupted use, liberty and privilege of the passage in, along, upon and across the following described property, owned by : Grantor and situated in Denton County, Texas, in the B.B.B. & C,R4R. Survey, Abstract No. 158. SEE ATTACHED EXHIBITS "A" & "33" And it is further agreed that the City of Denton, Texas in consideration of the benefits above set out, will remove from the property above described, such fences, buildings and other obstructions as may :now be found upon said property. For the purpose of constructing, reconstructing, installing, repairing, and perpetually maintaining drainage, in, along, upon and across said premises, with the right and privilege at all times of the Grantee herein, his or its agents, employees, workmen and representatives. having ingress, egress, and regress in, along upon and across said premises for the purpose of making additions to, improvements on and repairs to said drainage facilities or any part thereof. TO HAVE AND TO HOLD unto the said City of Denton, Texas as aforesaid for the purposes aforesaid the premises above described. Witness my hand, this Z -3 day of 2002. Wynne/Jackson Lakes Development LP. a Texas limited partnership By: W/J Lakes Development GP LP, a Texas limited partnership, its General Partner 5105 02159 By: W/J lakes LLC, a Texas limited liability company, Its general partner BY: Frank Murphy, Vice President ACKNOWLEDGMENT THE STAM—OF TEXAS COUNTY Ora ALA- — J, ck nstruzent. was acknowledged before me oil th i day of imgQn4 , 2002 by Frank Murphy, Vice President of W/J Lakes LLC, h_Vp-xas limited liability company, General Partner of W/J Lakes Development GP LP, a Texas limited partnership, General Partner of Wynne/Jackson development LP, on behalf of such limited partnership. jE ry Public, in eVnd the State, of Texas My Commission Expires 13 f? 11N� 'cry public Texas Accepted this day of Al NY 2002 for the City of Denton, :Texas (Resolution No. 91-073). BY ' 1�� s"� _ L< Right-of-Way Agent AFTER RECORDING RETURN TO: CITY HALL EAST ATTN: PAUL WILLIAMSON 601 E. HICKORY, SUITE B DENTON, TX 76205 5105 02160 EXHIBIT "A„ LEGAL DESCRIPTION BEING IA70 ACRES, SITUATED IN THE B.B.B. AND C.R.R. SURVEY ABSTRACT NUMBER 15$, CITY OF DENTON, DENTON COUNTY, TEXAS AND BEING PART OF A TRACT OF LAND CONVEYED TO WYNNE /JACKSON LAKES DEVELOPMENT L.P. BY DEED AS RECORDED IN COUNTY CLERK'S FILE NO. 00- R0001755, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS. SAID 1.470 ACRE TRACT, WITH BEARING BASIS OF SOUTH 27 DEGREES 34 MINUTES 34 SECONDS WEST BEING THE EAST PROPERTY LINE OF AFORESAID WYNNE/JACKSON LAKES TRACT, BEING MORE PARTICULARLY DESCRIBED BY METES AND BOUNDS AS FOLLOWS; COMMENCING AT A 1 /2" IRON ROD FOUND FOR AN INTERIOR NORTHWEST PROPERTY CORNER OF SAID WYNNE JACKSON LAKES TRACT, BEING THE SOUTHEAST PROPERTY CORNIER OF TRACT II OF THE LAND CONVEYED TO HILLWOOD /MCCUTHIN, LTD. BY DEED AS RECORDED IN VOLUME 2470, PAGE 678, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS AND BEING IN THE EXISTING RIGHT -OF -WAY OF JOHN PAINE ROAD (A VARIABLE WIDTH RIGHT -OF- WAY); THENCE, OVER AND ACROSS AFORESAID WYNNE/JACKSON LAKES TRACT THE FOLLOWING COURSES AND DISTANCES: SOUTH 40 DEGREES 28 MINUTES 23 SECONDS WEST, A DISTANCE OF 331.26 FEET TO A POINT FOR CORNER AND BEING THE POINT OF BEGINNING; SOUTH 51 DEGREES 37 MINUTES 58 SECONDS EAST, A DISTANCE OF 22.97 FEET TO A POINT FOR CORNIER; SOUTH 57 DEGREES 20 MINUTES 36 SECONDS EAST, A DISTANCE OF 78.04 FEET TO A POINT FOR CORNER; SOUTH 26 DEGREES 1l MINUTES 14 SECONDS WEST, A DISTANCE OF 634.48 FEET TO A POINT FOR CORNIER; NORTH 63 DEGREES 48 MINUTES 46 SECONDS WEST, A DISTANCE OF 100.00 FEET TO A POINT FOR CORNER; NORTH 26 DEGREES 11 MINUTES 14 SECONDS EAST, A DISTANCE OF 648.12 FEET TO THE POINT OF BEGINNING AND CONTAINING 1.470 ACRES OF LAND, MORE OR LESS. VS10CMI.AKM- 2032001SDATAU201.1'006.D0C Fcbw -ty 1. 2002 E,2zc 1 uC 2 TRA ji HILLWOOD/McCCT UTHIN, LID VOL. 2470• PG, 678 R.P.R.D.C.T, J 1'"22 SEE DETAIL I F r; PO 2" IRF 1 231241251261 INT OF I COMMENCING IIILi. L �6 0408 K T- C FUTURE LAKES 4 1 43 1 1 42 1 1 41 1 COUNTRY 'A PUMP STATION �b L ADDITION PARXPLACE DRIVE f-iLOTK A POINT OF 1 1, 1 6 1 7 1 BEGINNING r-4— cg� L__ 2 0 z u L 5 3 — — Z L 7F BLOCK 4 z TUR COUNTRY FULAKES E NORTH PHASE I ADDITION L Z -id �E 53 1 52 1 51 1 5D 49 CREEKWAY DRIVE ARST T 531171( SURVEY RAV7 JNO. jjgj W'q1j ;dUIAY SURVEY ARSTRAC7 No. 480 o 1 2 3 1 4 �az MEANDERING CREEK DRIVE DETAIL c V. REMAINDER WYNNE(JACKSON LAKES DEV LOPMENT LP ti C.C. No oo-Rooui�55 R.�'R.D.C.T. ry GJ 1.470 ACRES 1 "=200' N 63*48'46" W 100, o l Aw DfRiyC I 001oly CRe %r FUTURE D'7 E COUNTRY LAKES NORTH PHASE 1 ELW D R ADDITION VVVYY E JACKNSOEN LAKES O tLOPMENT LP, ARGYLE i,S,D, C.C. NO. 00-ROOD1755 C.C. NO, 99-RDI16s56 R.P.R-D,C,T, OF R,P.R.O.C,T. o DISTANCE S SI*A7'r MICHAEL J. BAITU S 57'2D'36 & "' LEGEND T!114BEARI G BA S FO THIS SURVEY IS SOUTH 27 DEGREES 34 MINUTES 34 PROPERTY LINE 0 A TRACT OF LAND CONVEYED 70 WYNNE/JACKSON COUNTY CLERK'S FILE NO. 00-ROOD1755, LAKES REAL PROPERY RECORDS, DENTON C 0AM' 04-24-2= EXHIBIT "B's SHEET V-141- 1•.2W ORA*W By. Wa 100' DRAINAGE EASEMENT Our or rH� F 8.03. AND C.R R NO. 158 CITY 0, 'E CNED Or. Lts --., -- DEN TEXAS ':\SLD\CIRYLAXE\02032001\GRA\320EX006.DWG I '�U f II SECONDS WEST BEING THE EAST DEVELOPMENT L.P� AS RECORDED IN OUNTY, TEXAS. Carter 43urgess CARTER & BURGESS. tNC No M- -wL ii ii4 UA% ffiviN fD-. City of Denton Engineering Department City Hall East 601 E. Hickory, Suite B Denton, Texas 76205 Attention: Paul Williamson E; 5105 02162 Filed for Record in: DENTON COUNTY, TX CYNTHIA MITCHELL, (:ouuTY CLERK on Jun 12 2002 At 2:14p■ Receipt #% 33380 Recording: 11.00 Doc/Mgmt : 6.00 Doc/Nua : U82-R007309 DEC/Tzpe : EAS epu y -ELIZABETH Exhibit 4 to the CC AIS S:ALegahOur Docu men ts \Contracts \I \CLW DG Abandonment draft Ordinance.docx ORDINANCE NO. AN ORDINANCE RELEASING, ABANDONING AND VACATING A 1.470 ACRE PUBLIC DRAINAGE EASEMENT GRANTED TO THE CITY OF DENTON, TEXAS, BY WYNNE /JACKSON LAKES DEVELOPMENT LP., A TEXAS LIMITED PARTNERSHIP ON JUNE 12, 2002 AND RECORDED AS INSTRUMENT NO. 2002- R0073659, REAL PROPERTY RECORDS, DENTON COUNTY, TEXAS, AND LOCATED IN THE B.B.B. AND C.R.R. SURVEY, ABSTRACT NO. 158, DENTON COUNTY, TEXAS); AND DECLARING AN EFFECTIVE DATE. WHEREAS, the City of Denton is the holder of the Drainage Easement; and WHEREAS, Country Lakes West, LLC., a Texas limited liability company ( "Owner ") has represented to the City it is the owner of the property subject to the Drainage Easement; and WHEREAS, the Owner has requested the City release, abandonment and vacate the Drainage Easement; and WHEREAS, the City reviewed the requests of the Owner, determined the Drainage Easement is no longer needed, and recommended the Drainage Easement be released, abandoned and vacated; and WHEREAS, the City Council of the City of Denton, Texas, finds it is in the public interest to release, abandon, and vacate the Drainage Easement; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON ORDAINS: SECTION 1. The recitations and finding set forth above are incorporated by reference. SECTION 2. The following public drainage easement held by the City of Denton, Texas, is released, abandoned, and vacated: A. A 1.470 acre Public Drainage Easement granted to the City of Denton, Texas, by Wynne /Jackson Lakes Development, a Texas limited liability company, on June 12, 2002, and recorded as Instrument No. 2002- R0073659, Real Property Records, Denton County, Texas; and SECTION 3. Notwithstanding anything to the contrary contained in this ordinance, the City of Denton retains and reserves any and all easements, rights of way and any other rights or interests, other than public drainage easements which were released, abandoned, vacated in Section 2 above, whether acquired, obtained, owned or claimed by the City of Denton or public, by, through or under conveyance, dedication by plat or other express dedication, implied dedication, prescription, or by any other manner or means, in or to lands in which the Drainage Easements may cover, encumber, include, cross or overlap. SECTION 4. The provisions of this ordinance are severable, and the invalidity of any phrase, clause or part of this ordinance shall not affect the validity or effectiveness of the remainder of the ordinance. SECTION 5. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2015. ATTEST: JENNIFER WALTERS, CITY SECRETARY M. 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 Legislation Text File #: ID 16 -199, Version: 1 Agenda Information Sheet DEPARTMENT: Fire CM/ ACM: John Cabrales Date: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas approving and authorizing the City Manager to execute an Interlocal Cooperation Agreement between the City of Denton and Denton County for Ambulance Services and declaring an effective date. BACKGROUND The interlocal agreement for ambulance service between the City of Denton and Denton County began in 1980 and provides for emergency medical service to Denton County within a designated area (see map in agreement). Each year a new agreement and ordinance is presented to the Denton City Council for the next fiscal year approving the fee the County will pay to the City of Denton for service using a County -wide funding formula based on population served, number of ambulance calls in the County area, and the rural square miles in the County. The population and mileage figures used are based on numbers obtained from the North Central Texas Council of Governments. This ongoing interlocal agreement is often delayed in the County's legal approval process, which also includes review by the Denton County Fire Chiefs Association as well as approval by the Commissioners Court as part of their budget process. After the City of Denton signs the agreement, the County Commissioners take their official action. Even though the contract is approved after its starting date, the agreement still remains effective from October 1, 2015 with no reductions in revenues. The total estimated fee of $113,842.00 (amount rounded to the nearest dollar) is the City of Denton's share for Fiscal Year 2015/ 2016 based on the following estimated ratios: 1. A fixed readiness sum based on $ 0.5009 per capita at a population estimate of 120,279; said sum computes to $60,243.68. 2. A fixed sum of $247.4293 per ambulance run for an estimated maximum amount of $40,578.41. This sum is based upon 164 runs made in the County areas for fiscal year 2015. 3. A fixed sum of $689.6113 per rural square miles based on 18.88 rural miles in the agreed operating territory for an estimated maximum amount of $13,019.86. City of Denton Page 1 of 3 Printed on 2/12/2016 File #: ID 16 -199, Version: 1 Denton County Ambulance Funding - 2012 to 2015 2012 2013 2014 2015 2016 READINESSP County Funding 0.5233 0.5085 0.5046 0.5046 0.5009 Readiness Fund $62,896.77 $60,318.16 $59,857.35 $59,857.35 $60,243.68 EMS AMBUL Denton Runs to 201 175 188 164 164 County Funding $243.9887 $240.8809 $249.3075 $248.9627 $247.4293 Runs Funding t $49,041.73 $42,154.16 $46,869.81 $40,829.88 $40,578.41 RURAL SQUA Denton's Covere 19.65 20.32 19.75 18.74 18.88 Rural Sq. Miles Total $13,228.07 $13,714.33 $12,805.64 $12,889.95 $13,019.86 TOTAL COUN FUNDING $125,166.57 $116,187.00 $119,533.00 $113,577.00 $113,841.95 RECOMMENDATION Staff recommends the adoption of the proposed ordinance and agreement. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The previous County Ambulance funding contract was approved by the City Council on February 17, 2015, in Ordinance 2015 -036. FISCAL INFORMATION Incremental increases and decreases from year to year are due to fluctuations in population and rural square miles. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and City of Denton Page 2 of 3 Printed on 2/12/2016 File #: ID 16 -199, Version: 1 Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit 1 County Ambulance Funding Formula Exhibit 2 Ordinance Respectfully submitted: Robin Paulsgrove Fire Chief Prepared by: Laura Behrens Fire Marshal City of Denton Page 3 of 3 Printed on 2/12/2016 N c 0 U T O d OJ 0. o0 kr f) d' 00 O �D W O v� l� 00 W Q1 O1 7 M o0 N M � ,- ,--� W M o0 h ,-• a, O N O r 00 0 0� 0 0 o v vi o o cv c� o of ri X 0 0 Ff) O V W o0 �D N d' 00 M M M Vl OJ M z � N 0 CO 1 [- O1 [- d � � O O F 0. v �_ m_ L �_ m o0 00 0 M �O Dv m Dv oo r h ll� a, r oo r m 7 V a, a, � o 05 0o m vi oo � o �o o m of a; m vi o 0 0 M yr o� oo n v oo N o0 o yr v N N oo n o _ Q M oo va va m m va oo n N n n v e» va N N ss o � G. o0 kr f) d' 00 O �D W O v� l� 00 W Q1 O1 7 M o0 N M � ,- ,--� W M o0 h ,-• a, O N O r 00 0 0� 0 0 o v vi o o cv c� o of ri X 0 0 Ff) O V W o0 �D N d' 00 M M M Vl OJ M z � N 0 CO 1 [- O1 [- d � � O O F 0. O h d' V d' d' h m F O N W H W J U _m E 0 c �o c W 0 }N Ll W v �_ m_ L �_ m o0 00 0 °' �' .° o❑ � a, IL-JI oo N o o � a, 00 0 00 00 � C0 0 0 M yr o� oo n v oo N o0 o yr v N N oo n o _ Q m oo � v3 m N v3 0o V N n 7 V 6s va m N 6s h G. O h d' V d' d' h m F O N W H W J U _m E 0 c �o c W 0 }N Ll W v L V °' �' .° o❑ ,y IL-JI O h d' V d' d' h m F O N W H W J U _m E 0 c �o c W 0 }N Ll W sAlegal\our docmnents \ordinances \16 \ambulance agreement county.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL COOPERATION AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON COUNTY FOR AMBULANCE SERVICES; AND DECLARING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council of the City of Denton hereby approves an Interlocal Cooperation Agreement between the City of Denton and Denton County for ambulance services, a copy of which is attached hereto and incorporated by reference herein. The City Manager, or his designee, is hereby authorized to execute this Interlocal Cooperation Agreement on behalf of the City. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY 130-M APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: THE COUNTY OF DENTON STATE OF TEXAS § CITY OF DENTON § AMBULANCE SERVICES INTERLOCAL COOPERATION AGREEMENT AMBULANCE SERVICE THIS AGREEMENT, which has an effective date of October 1, 2015, is made and entered into by and between Denton County a political subdivision of the State of 'Texas, hereinafter referred to as "the COUNTY," and the City of Denton, a municipal corporation, located in Denton County, Texas, hereinafter referred to as "the AGENCY". WHEREAS, the COUNTY is a duly organized political subdivision of the State of Texas engaged in the administration of county government and related services for the benefit of the citizens of Denton County; and WHEREAS, the AGENCY is a municipal corporation, duly organized and operating under the laws of the State of Texas and engaged in the provision of ambulance services and related services for the benefit of the citizens of the City of Denton; and WHEREAS, the AGENCY is an owner and operator of certain ambulance vehicles and other equipment designed for the transportation of persons who are sick, infirined or injured and has in its employ trained personnel whose duties are related to the treatment of said individuals and the use of such vehicles and equipment; and WHEREAS, the COUNTY desires to obtain emergency ambulance and related services for the benefit of residents of the COUNTY living in unincorporated areas oi' the COUNTY which the AGENCY is capable of providing; and WHEREAS, the provision of emergency ambulance and related services is a governmental function that serves the public health and welfare and is of mutual concern to both the COUNTY and the AGENCY; and WHEREAS, the COUNTY desires to expend County funds to defray the expense of establishing, operating and maintaining emergency ambulance services in the County, and WHEREAS, the COUNTY and the AGENCY mutually desire to be subject to and contract pursuant to the provisions of 1: exas Government Code, Chapter 791 and Texas Health and Safety Code, Section 774.003, and 201 5 -2016 interloeal Cooperation Agreentni- Ambulance services /Denton ('age t of 7 NOW THEREFORE, the COUNTY and the AGENCY, in consideration of the mutual promises, covenants, and Agreements stated herein, agree as follows: I. TERM The term of this Agreement shall be for the period beginning of October 1, 2015, and ending on September 30, 2016. 11. DEFINITIONS As used herein, the words and phrases hereinafter set forth shall have the meanings as follows: A. "Emergency" shall mean any circumstance that calls for immediate action and in which the element of time in transporting the sick, wounded or injured for medical treatment is essential to the health or life of a person or persons. Whether an emergency, in fact, exists is solely up to the discretion of the AGENCY. For dispatch purposes only, "emergency" shall include, but not be limited to: 1. The representation by the individual requesting ambulance service that an immediate need exists for the transportation of a person from any location within the agreed operating area of the AGENCY to a place where emergency medical treatment may be obtained, or 2. The representation by the individual requesting ambulance service that an immediate need exists for the transportation of a person from any location within the agreed operating area of the AGENCY to the closest medical facility. I3. "Rural area" means any area within the boundaries of the COUNTY, but outside the corporate limits of all incorporated cities, towns and villages within the COUNTY. C. "Urban area" means any area within the corporate limits of an incorporated city, town or village within the COUNTY. D. "Emergency ambulance call' means a response to a request for ambulance service by the personnel of the AGENCY in a situation involving an emergency, as defined above, by an ambulance vehicle. A single response to a call may involve the transportation of more than one person at a time, but shall be considered as only one call. III. SERVICES The services to be rendered under this Agreement by the AGENCY are the ambulance services normally rendered by the AGENCY to citizens of City of Denton in circumstances of emergency, but which services will now be extended to all citizens of the COUNTY residing in 2015 -2016 Interlocal Cooperation Aareenent- Ambulance Services /Denton Page 2 of 7 the unincorporated areas of the COUNTY within the operating territory or jurisdiction of the AGENCY, as agreed to by the AGENCY and the COUNTY in this Agreement and as set forth in "Exhibit A," attached hereto and incorporated herein by reference. It is recognized that the officers and employees of the AGENCY have the duty and responsibility of rendering ambulance services to citizens of the AGENCY and the COUNTY. In the performance of these duties and responsibilities, it shall be within the sole responsibility and discretion of the officers and employees of the AGENCY to determine priorities in the dispatching and use of such equipment and personnel and the judgment of the officer or employee shall be final. The COUNTY shall designate the County Judge to act on behalf of the COUNTY and to serve as "Liaison Officer" between the COUNTY and the AGENCY. Tile County Judge, or her designated substitute, shall devote sufficient time and attention to insure the performance of all duties and obligations of the COUNTY under this Agreement and shall provide for the immediate and direct supervision of employees, agents, contractors, sub - contractors and /or laborers of the COUNTY engaged in the performance of this Agreement. IV. PERFORMANCE OF SERVICES The AGENCY shall devote sufficient time and attention to insure the performance of all duties and obligations of the AGENCY under this Agreement and shall provide immediate and direct supervision of the AGENCY's employees, agents, contractors, sub- contractors and/or laborers engaged in the performance of this Agreement for the mutual benefit of the AGENCY and the COUNTY. V. COMPENSATION COUNTY agrees to pay to the AGENCY an estimated fee of $113,842.00 (amount rounded to the nearest dollar) based on a funding formula as follows: 1. A fixed sum based on a population percentage .5009 per capita; said sum computes to $60,243.68. 2. A fixed sum of $247.4293 per ambulance transport for an estimated maximum amount of $40,578.41. Said sum is based upon 164 transports made by the AGENCY in fiscal year 2015. 3. A fixed sum based on 18.88 rural miles in the agreed operating territory; said sum computes to $13,019.86. 2015 -2016 Interlocal Cooperation Agreenrnt- Ambulance Services /Denton Pagc 3 of 7 The first and third sums are based upon population and mileage figures obtained from the North Central Texas Council of Governments. The second sum is based upon the definition of an "ambulance call" for purposes of this Agreement. Payment shall not be allowed for any instance in which a patient is not transported. Consistent with the reporting procedures described below, the AGENCY shall receive payment for transporting the patient regardless of the service delivery area in which the call originated. Each emergency transport made shall be submitted on the standardized ambulance transportation reporting form approved and provided by the COUNTY. It shall be the responsibility of the AGENCY to fully complete the forms and to provide complete and accurate patient information. A list of emergency transports shall be submitted monthly by the AGENCY. Emergency transport forms not timely submitted shall not be considered for payment. Completed emergency transport forms may be submitted by personal delivery, U.S. Mail, facsimile or email to the office of the Denton County Fire Marshal. The date of submission shall be the date the fully documented request is received in said office. VI. FINANCIAL RECORDS The AGENCY agrees to make its financial records available for audit and/or review by the COUNTY, upon request by the COUNTY. VII. RESPONSIBILITY OF THE COUNTY The COUNTY, to the extent permitted by law, shall he responsible for the acts, omissions and negligence of all officers, employees and agents of the COUNTY who are engaged in the performance of this Agreement. VIII. RESPONSIBILITY OF THE AGENCY The AGENCY, to the extent permitted by law, shall be responsible for the acts, omissionsand negligence of all officers, employees and agents oil' the AGENCY who are engaged in the performance of this Agreement. ix. APPLICABLE LAW The COUNTY and the AGENCY understand and agree that liability under this contract is governed by Texas Government Code, Chapter 791 and 'Texas Health and Safety Code, Section 774.00' ). This Agreement is made in contemplation of the applicability of these laws to 201 5 -2016 Interiocal Cooperation Agreed rnt- Anthulance Servieeslnenton Page I of 7 the Agreement. Insofar as legally possible the COUNTY and the AGENCY agree to be bound by the above mentioned statutes as they exist as of the date ol" this Agreement. X. DEFAULT In the event of default of any of the covenants herein contained, this Agreement may be terminated at the discretion of the non- defaulting party if such default continues for a period of ten (10) days after notice to the other party in writing of such default and the intent to terminate this Agreement due to the default. Unless the default is cured, this Agreement shall terminate. XI. TERMINATION This Agreement may be terminated at any time by either the COUNTY or the AGENCY by giving sixty (60) days advance written notice to the other party. In the event of termination by either party, the AGENCY shall be compensated pro rata for all services performed to termination date together with reimbursable expenses then due as authorized by this Agreement. In the event of such termination, should the AGENCY be overcompensated on a pro rata basis for all services performed to the termination date andlor be overcompensated for reimbursable expenses, the COUNTY shall be reimbursed pro rata for all such overcompensation. Acceptance of such reimbursement shall not constitute a waiver of any claim that may otherwise arise out of this Agreement. X11. GOVERNMENTAL IMMUNITY The fact that the COUNTY and the AGENCY accept certain responsibilities relating to the rendering of ambulance services under this Agreement as a part of their responsibility for providing protection for the public health makes it imperative that the performance of these vital services be recognized as a governmental function and that the doctrine of governmental immunity shall be, and is hereby, invoked to the extent permitted under the law. Neither the AGENCY, nor the COUNTY waive, nor shall be deemed to have hereby waived any immunity or defense that would otherwise be available to it against claims arising from the exercise of governmental powers and functions. 2015.2016 tntcrlocal Cooperation Agrcemnt- Anibulancc Scrviccs /Doaon Pagc 5 or 7 X111. ENTIRE AGREEMENT This Agreement represents the entire Agreement between the COUNTY and the AGENCY and supersedes all prior negotiations, representations and Agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. XIV. LAW OF CONTRACT This Agreement and any of its terms or provisions, as well as the rights and duties of the parties hereto, shall be governed by the laws of the State of Tcxas. The venue for any dispute, or matter, arising tinder this Agreement shall lie in Denton County, Texas. XV. SEVERABILITY In the event that any portion of this Agreement shall be found to be contrary to law, it is the intent of the parties hereto that the remaining portions of this Agreement shall remain valid and in full force and effect to the fullest extent possible. XV1. AUTHOI2PTY The undersigned officer or agents of the parties are the properly authorized officials and have the necessary authority to execute this Agreement on behalf of the Parties. XVII. SERVICE AREA Acceptance of this Agreement constitutes approval of the service area set out in attached Exhibit "A ". EXECUTED in triplicate originals on the dates set forth below. COUNTY: Denton County, 'Texas 110 West Hickory Street, 2 "d I� loor Denton, "Texas 76201 By Mary Horn Denton County Judge AGENCY: City of Denton 332 E. Hickory St, Denton, Texas 76201 By_ Name "Title 2015 -2016 lnterlocal Cooperation A<iffeentni- Arnh"lanee Serviccs;Alcnton Page 6 of 7 Acting on behalf of and by the authority of Denton County Commissioners Court of Denton County, Texas. DATED: ATTEST: M Denton County Clerk APPROVED AS TO CONTENT: BY: Denton County hire Marshal APPROVED AS TO FORM: BY: Acting on behalf of and by the authority of the City of Denton DATED: ATTEST: BY: City .Secretary APPROVED AS TO FORM: BY: Assistant District Attorney City Attorney AUDITOR'S CERTIFICATE i hereby certify that fiends are available in the amount of accomplish and pay the obligation of Denton County under this Agreement. James Wells, Denton. County Auditor to 2015 -2016 Intcrlocal Cooperation Agrecornt- Ambulancc Scrviccs /Moron Pap 7 oil City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -200, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Fire John Cabrales February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas approving and authorizing the City Manager to execute an Interlocal Cooperation Agreement between the City of Denton and Denton County for Fire Protection Services; and declaring an effective date. BACKGROUND The interlocal agreement for fire service between the City of Denton and Denton County provides fire protection services by the Denton Fire Department to designated unincorporated areas within the County. This ongoing interlocal agreement is often delayed in the County's legal approval process, which also includes review by the Denton County Fire Chiefs Association as well as approval by the Commissioners Court as part of their budget process. After the City of Denton signs the agreement, the County Commissioners take their official action. Even though the contract is usually approved after its starting date, the agreement still remains effective from October 1, 2015 with no reductions in revenues. The Commissioners' Court determines the total appropriation to pay for fire protection in the unincorporated County area each year and divides that amount by an estimated number of fire calls to arrive at a per fire reimbursement. Denton County Fire Protection Funding - 2012 to 2016 2012 2013 2014 2015 2016 County Fundinj $10,000 $10,000 $10,000 $10,000 $10,000 Per Fire Call $450 $475 $475 $500 $500 Denton Fire Cal 30 54 37 37 22 Fire Call Fundi $13,500 $25,650 $17,575 $18,500 $11,000 Total Denton F Funding $23,500 $35,650 $27,575 $28,500 $21,000 RECOMMENDATION City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -200, Version: 1 Staff recommends the adoption of the proposed ordinance and agreement. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The previous County fire funding contract was approved by the City Council on February 17, 2015 in Ordinance 2015 -037. FISCAL INFORMATION Denton County will pay the City $ 10, 000 upon execution of the proposed agreement and reimburse the City for each fire call at the rate of $500. 00 per call. The annual estimate for the reimbursement to the City of Denton for fire calls in 2015 / 2016 is $ 11,000.00 based on an estimated 22 fire calls in the unincorporated area of the County. The total Fire Protection contract with the County is estimated to be $ 21,000.00 which is a slight decrease from last year's $28,500.00 contracted amount. Fluctuations in funding amounts year to year are due to call volume. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit 1 County Fire Funding Formula Exhibit 2 Ordinance Respectfully submitted: Robin Paulsgrove Fire Chief Prepared by: Laura Behrens Fire Marshal City of Denton Page 2 of 2 Printed on 2/12/2016 N cz N O O O ti V- U �J H s1- w uj w V H W A w it W w 0 � m O N N , , N O Lo CO N N O N O M Lo N Lo I- CO Lo d M d• N N N N d N U U U U 0 0 0 0 0 0 0 0 0 0 0 O N 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O ' O Ln O O O LO LO O LO O Lo O O O O O O O O O S 00 00 � N r �6 O vi v) O O O I- LO N N uj N 0 0 0 Lo EA M Efl EA 0 U U N O W 0 U U 0 uj uj U 0 0 0 O O O O 0 0 0 0 Lo 0 0000000000 0 0 0 0 0 O O 000000000 0000000000 O O 000000000 0 00 O w w w w w it W w 0 � m O N N , , N O Lo CO N N O N O M Lo N Lo I- CO Lo d M d• N N N N d N O- d OO — — 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O N 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O CO 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O C 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O ' O Ln O O O LO LO O LO O Lo O Lo LO Ln LO O LO Ln O Ln Lo Ln O T d O CO U6 N Ln N O S 00 00 � N r �6 O 0 0 U- O 00 CO EA EA O O I- LO N N uj N 0 0 0 Lo EA M Efl EA 0 U U N O W 0 0 O o 0 uj uj U 0 0 0 O O O O 0 0 0 0 Lo 0 0000000000 0 0 0 0 0 Uj U) O N l N M to O O O- d OO — — M N N N N ,U, O=3 C N W O N O > .14 W O O s O> 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O 0 0 0 0 0 0 0 0 0 O o 0 o 0 0 0 O O O O 0 0 0 0 Lo 0 0000000000 0 0 0 0 0 O O 000000000 0000000000 O O 000000000 0 00 O ov;000000o ri o n c00000000o v O Lo t-- ff3 fH C, �--� d' O M ti (f3 N 01 OA LL Cl N 00 00 d' 00 cf3 ff3 C O=3 � � v N N N N 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 O O N a1 00 M I� 00 00 p f3 h 00 - O M f3 O LL cf3 ff3 cf3 ff3 62p ti ti O O � 601�p N O O O O N O, 110 O O Wn C O N O > .14 W O O s O> O tix� a s a0a a s 04 c H- H d 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0000000000 0 0 000000000 0 00 O ov;000000o ri o n c00000000o v M M 00 OA Cl N 00 00 d' 00 LO 7� v O z O > .14 W O O s O> ddUQQww tix� a s a0a a s 04 c H- H d sAlegal \our documents \ordinances \16 \fire protection agreement county.doex ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPROVING AND AUTHORIZING THE CITY MANAGER TO EXECUTE AN INTERLOCAL COOPERATION AGREEMENT BETWEEN THE CITY OF DENTON AND DENTON COUNTY FOR FIRE PROTECTION SERVICES; AND DECLARING AN EFFECTIVE DATE.- THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council of the City of Denton hereby approves an Interlocal Cooperation Agreement between the City of Denton and Denton County for fire protection services, a copy of which is attached hereto and incorporated by reference herein. The City Manager, or his designee, is hereby authorized to execute this Interlocal Cooperation Agreement on behalf of the City. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY mm APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: THE COUNTY OF DENTON § § CITY OF DENTON § FIRE DEPARTMENT STATE OF TEXAS § INTERLOCAL COOPERATION AGREEMENT FIRE PROTECTION SERVICES THIS AGREEMENT, which has an effective date of October 1, 2015, is made and entered into by and between Denton County, a political subdivision of the State of Texas, hereinafter referred to as "the COUNTY," and the City of Denton Fire Department, a municipal corporation, located in Denton County, Texas, hereinafter referred to as "the AGENCY ". WHEREAS, the COUNTY is a duly organized political subdivision of the State of Texas engaged in the administration of county government and related services for the benefit of the citizens of Denton County; and WHEREAS, the AGENCY is a municipal corporation, duly organized and operating under the laws of the State of Texas and engaged in the provision of fire protection services and related services for the benefit of the citizens of the City of Denton; and WHEREAS, the AGENCY is the owner and operator of certain fire protection vehicles and other equipment designed for the extinguishing of fire and prevention of damage to property and injury to persons from fire and has in its employ trained personnel whose duties are related to the use of such vehicles and equipment; and WHEREAS, the COUNTY and the AGENCY mutually desire to be subject to and contract pursuant to provisions of the "texas Government Code, Chapter 791 and the Texas Local Government Code, Chapter 352, and NOW, THEREFORE, the COUNTY and the AGENCY, for the mutual promises, covenants, Agreements and consideration stated herein, agree as follows: 1. TERM The term of this Agreement shall be for the period beginning of October 1, 2015, and ending September 30, 2016. II. SERVICES The services to be rendered in accordance with this Agreement by the AGENCY are the fire protection services normally rendered by the AGENCY to citizens of the City of Denton in circumstances of emergency, but which services will now be extended to all citizens of the 2015- 20161nterlocal Cooperation Aa'cement — Fire Protection Services/Denton Page I of6 COUNTY residing in the unincorporated areas of the COUNTY within the operating territory or jurisdiction of the AGENCY, as agreed to by the AGENCY and the COUNTY in this Agreement and as set forth in "Exhibit A," attached hereto and incorporated herein by reference. These services are rendered in consideration of the basic funding and the separate per call fee set forth in this Agreement for the common good and benefit and to serve the public convenience and necessity of the citizens of the COUNTY who are not otherwise protected with respect to fire prevention, extinguishment, safety and rescue services. The services to be rendered are as follows: A. The AGENCY shall make available and provide emergency fire prevention, extinguishment, safety and rescue services within the agreed or specified territory or jurisdiction of the AGENCY. B. The AGENCY shall respond to requests for fire protection services made within the portion of the COUNTY designated as "Denton " as set out in Exhibit "A ". C. The COUNTY agrees that, in the event a fire in the AGENCY's unincorporated designated area which the AGENCY considers to be of an incendiary nature and upon request by the AGENCY, the County Fire Marshal will dispatch investigation personnel to the fire scene within a response time sufficient to legally maintain and protect all evidence of said fire and will conduct all appropriate investigation and assist in the prosecution of any case of arson. The AGENCY shall not be responsible for investigations of suspected incendiary fires in the unincorporated areas, but shall cooperate with the County Fire Marshal in immediately relating all pertinent information possible to the investigator(s). D. The COUNTY agrees that the County Fire Marshal may assist in the conduct of appropriate investigations of a fire which the AGENCY considers to be of incendiary nature in the AGENCY's incorporated area upon request of the AGENCY. E. The AGENCY shall submit monthly statements on the Texas Fire Incident Reporting System's standardized forms to the Denton County Fire Marshal, 9060 Teasley Lane, Denton, Texas 76210 -4010. This form will serve as the billing statement to the COUNTY for reimbursement of calls made in the unincorporated area. The Denton County Fire Marshal shall provide the forms upon request from the AGENCY. F. The AGENCY, in the performance of its duties and responsibilities under this Agreement, shall have the responsibility, within the sole discretion of the officers and employees of the AGENCY, except as otherwise determined by the Denton County Fire Marshal, to determine priorities in the dispatching and use of the AGENCY's equipment and personnel, and the judgment of any such officer or employee as to such matters shall be the final determination. 2015 -2016 Gtterlocai Cooperation AKeemcnt— Fire Protection ServicestDontor) Page 2 oPs The COUNTY shall designate the County Judge to act on behalf of the COUNTY and to serve as "Liaison Officer" between the COUNTY and the AGENCY. The County Judge, or her designated substitute, shall devote sufficient time and attention to insure the performance of all duties and obligations of the COUNTY under this Agreement and shall provide immediate and direct supervision of employees, agents, contractors, sub - contractors and /or laborers of the COUNTY engaged in the performance of this Agreement for the mutual benefit of the COUNTY and the AGENCY. III. PERFORMANCE OF SERVICE The AGENCY shall devote sufficient time and attention to insure the performance of all duties and obligations of the AGENCY under this Agreement and shall provide immediate and direct supervision of the AGENCY's employees, agents, contractors, sub - contractors and /or laborers engaged in the performance of this Agreement for the mutual benefit of the AGENCY and the COUNTY. IV. COMPENSATION The COUNTY agrees to pay to the AGENCY for the full performance of services as provided in this Agreement the sum of $10,000.00, payable upon execution of this Agreement, and further agrees to pay the sum of $500.00 per fire call in the designated unincorporated areas of the COUNTY from October 1, 2015, to September 30, 2016. The COUNTY anticipates the AGENCY to run approximately 22 fire calls for a total funding of $11,000.00 for fire calls. The total payments by the COUNTY to the AGENCY pursuant to this Agreement are estimated to be $21,000.00. The COUNTY will make no payment to the AGENCY for service provided outside the agreed service district whether by Mutual Aid Agreement or otherwise. The AGENCY understands and agrees that payment by the COUNTY to the AGENCY shall be made in accordance with the normal and customary processes and business procedures of the COUNTY and in conformance with applicable state law. V. FINANCIAL RECORDS The AGENCY agrees to make its financial records available for audit and /or review by the COUNTY, upon request by the COUNTY. 201,)-2016 Interlocal Cooperation Ag-cement - Fire Protection Services../Denton Page 3 of 6 Vl. RESPONSIBILITY OF THE COUNTY The COUNTY, to the extent permitted by law, shall be responsible for the acts, negligence and omissions of all officers, employees and agents of the COUNTY who are engaged in the performance of this Agreement. VII. RESPONSIBILITY OF THE AGENCY The AGENCY, to the extent permitted by law, shall be responsible for the acts, negligence and omissions of all officers, employees and agents of the AGENCY who are engaged in the performance of this Agreement. VIII. APPLICABLE LAW The COUNTY and the AGENCY understand and agree that liability under this contract is governed by the Texas Government Code, Chapter 791 and the Texas Local Government Code, Chapter 352, This Agreement is made in contemplation of the applicability of these laws to the Agreement. Insofar as legally possible the COUNTY and the AGENCY agree to be bound by the above mentioned statutes as they exist as of the date of this Agreement. IX. DEFAULT In the event of default of any of the covenants herein contained, this Agreement may be terminated at the discretion of the non - defaulting party if such default continues for a period of ten (10) days after notice to the other party in writing of such default and the intent to terminate this Agreement due to the default, unless the default is cured, this Agreement shall terminate. X. TERMINATION This Agreement may be terminated any time, by either the COUNTY or the AGENCY by giving sixty (60) days advance written notice to the other party. In the event of termination by either party, the AGENCY shall be compensated pro rata for all services performed to the termination date together with reimbursable expenses then due as authorized by this Agreement. In the event of such termination, should the AGENCY be overcompensated on a pro rata basis for all services performed to the termination date and/or be overcompensated reimbursable expenses, the COUNTY shall be reimbursed pro rata for all such overcompensation. 201$ -2016 Interlocal Cooperation Ageement — Fire Protection Services/Denton Paige 4 of'6 Acceptance of such reimbursement shall not constitute a waiver of any claim that may otherwise arise out of this Agreement. X1. GOVERNMENTAL IMMUNITY The fact that the COUNTY and the AGENCY accept certain responsibilities relating to the rendition of fire protection services under this Agreement as part of their responsibility for providing protection for the public health makes it imperative that the performance of these vital services be recognized as a governmental function and that the doctrine of goverrunental immunity shall be, and it is hereby, invoked to the extent permitted by law. Neither the AGENCY, nor the COUNTY waive, nor shall be deemed to have hereby waived, any immunity or defense that would otherwise be available to it against claims arising from the exercise of government powers and functions. X11. ENTIRE AGREEMENT This Agreement represents the entire Agreement between the COUNTY and the AGENCY and supersedes all prior negotiations representations and Agreements, either written or oral. This Agreement may be amended only by written instrument signed by both parties. XIII. LAW OF CONTRACT This Agreement and any of its terms or provisions, as well as the rights and duties of the parties hereto, shall be governed by the laws of the State of Texas. The venue for any dispute, or matter, arising under this Agreement shall lie in Denton County, Texas. XIV. SEVERABILITY In the event that any portion of this Agreement shall be found to be contrary to law, it is the intent of the parties hereto that the remaining portions shall remain valid and in full force and effect to the fullest extent possible. XV. AUTHORITY The undersigned officer or agents of the parties hereto are the properly authorized officials and have the necessary authority to execute this Agreement on behalf of the parties. 2015 -7.016 tnterlocal Cooperation Ageement — Fire Protection Services/Denton Page 5 of 6 XVl. SERVICE AREA Acceptance of this Agreement constitutes approval of the service area set out in attached lxhibit "A ". EXECUTED in triplicate originals on the dates set forth below. COUNTY AGENCY Denton County, Texas City of Denton 110 West Hickory Street, 2nd Floor 332 E. Hickory St. Denton, Texas 76201 Denton, Texas 76201 By Mary Horn Denton County Judge Acting on behalf of and by the authority of Denton County Commissioners Court of Denton County, Texas. DATED: ATTEST: By Name Title Acting on behalf of and by the authority of the City of Denton DATED: ATTEST: BY: BY: Denton County Clerk _ City Secretary APPROVED AS TO CONTENT: BY: Denton County Fire Marshal APPROVED AS TO FOIVN1: APPROVED AS TO FORM: i BY m BY._�,__.,. Assistant District Attorney y Attorney AUDITOR'S CERTIFICATE I hereby certify that funds are available in the amount of $ to ................. accomplish and pay the obligation of Denton County under this Contract /Agreement, James Wells, Denton County Auditor 2015-2016 1nterlocal Cooperation Agreement — Fire Protection ServicesiDcnton Page 6 of 6 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -202, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune February 16, 2016 SUBJECT Consider approval of a resolution of the City Council of the City of Denton, Texas to accept the Denton Enterprise Airport 2015 Master Plan for Airport development; and, providing an effective date. Council Airport Committee recommends approval (3 -0). BACKGROUND In December 2011 the City Council approved a grant offer from the Texas Department of Transportation Aviation Division (TxDOT Aviation) for an Airport Master Plan. The previous Airport Master Plan was completed in 2003, with many of the components being constructed to date. The purpose of the update was to evaluate the Airport needs based on aviation and socioeconomic trends as of 2012, as well as updated Federal Aviation Administration (FAA) standards. The firm Kimley -Horn and Associates, Inc. (KHA) was selected by a TxDOT Aviation Proposal Review Committee on March 18, 2012 as the service provider. Due to funding and approval processes, the analysis portion of the Master Plan concluded in 2014, with production of final documentation in 2015. Throughout this process, the Plan has been very dynamic in terms of adapting to the unprecedented growth and activity that has come to the Airport. It was recognized early on in the Master Plan process that aviation activity forecasts and demand /capacity analysis would require construction of an additional runway to accommodate the anticipated demand. Many meetings were held with TxDOT Aviation Staff and additional information provided by DTO Staff to proceed with development of a second runway in conformity with the pending master plan under an FAA grant. DTO is the eighth (8') busiest airport in the State of Texas based upon takeoff and landing of aircraft. The mix of aircraft from small, propeller training models to much faster corporate jets makes a second runway an important safety issue regarding flight paths and operating speed on a single runway. Conducting grant funding negotiations, proceeding with preliminary and detailed engineering, and, moving forward with land acquisition for the required Runway Protection Zone (RPZ), made the master planning a "moving target" which delayed final completion. TxDOT Aviation has offered the City of Denton a grant to fund design and construction of a second runway at DTO. The Grant is an amount of $6,980,000 with a cost sharing basis of 85% ($5,954,250) from TxDOT Aviation and 15% ($1,025,750) local funding. Preliminary engineering design as well as a full Environmental Assessment has been initiated in preparation of the West Runway Development. The 2015 Master Plan includes current development of runway infrastructure as well as a guideline for development of approximately 350 acres on the west side of the Airport for aviation business and private City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -202, Version: 1 hangars. The complete 2015 master Plan can be viewed at I.Pubtl�: // www. cityofcleratora .cornlclepartmerats- services /clepartmerats- a- f /airisort /current- Isrc,��i acts /master- Islaza- Mdate -3876> OPTIONS 1. Approve the proposed resolution to accept the Denton Enterprise Airport Master Plan; 2. Direct staff to include edits or alternate development options for the Airport. RECOMMENDATION Airport Staff recommends approval of the Denton Enterprise Airport 2015 Master Plan. ESTIMATED SCHEDULE OF PROJECT Receive recommendation from the City Council Airport Committee (CAC) on January 19, 2016. Receive recommendation from Airport Advisory Board on February 10, 2016. Present to Economic Development Partnership Board on February 10, 2016. Present to City Council in Work Session on February 16, 2016. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Recommended approval of Resolution by Council Airport Committee (CAC) on January 19, 2016 (3 -0). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Resolution to approve the 2015 Master Plan; 2. Denton Enterprise Airport 2015 Master Plan Executive Summary including Table of Contents and Implementation Plan Schematics. 3. 2015 Master Plan Power Point Respectfully submitted: Quentin Hix Director of Aviation Prepared by: Dave Schaumburg Airport Operations Manager City of Denton Page 2 of 2 Printed on 2/12/2016 s:\Iegal\oLirdociiiiieilts\resolutioiis\16\iiiastei- plan resolution.doc RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, TO ACCEPT THE DENTON ENTERPRISE AIRPORT 2015 MASTER PLAN FOR AIRPORT DEVELOPMENT; AND, PROVIDING AN EFFECTIVE DATE. WHEREAS, the City of Denton, Texas approved a grant offer from the Texas Department of Transportation Aviation Division (TxDOT Aviation) to produce an Airport Master Development Plan; and, WHEREAS, the firm Kimley -Horn and Associates (KHA) was selected by TxDOT Aviation as the service provider on March 18, 2012 to produce the Master Plan; and, WHEREAS, KHA completed the Master Plan in conformity to the dynamic growth of Denton Enterprise Airport (DTO), including preliminary engineering planning for a second runway at DTO; and, WHEREAS, the completed 2015 Master Development Plan was reviewed by the Airport Advisory Board, the Council Airport Committee and the Economic Development Partnership Board and recommended by these advisory groups for approval; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The 2015 Master Plan for the Denton Enterprise Airport (DTO) is approved as the land and infrastructure development guide for DTO. SECTION 2. The City shall seek grants and funds from other financial sources to improve DTO infrastructure in substantially the layout presented in the 2015 Master Plan for the Denton Enterprise Airport. SECTION 3. This resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of )2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 of 2 Penton Enterprise /airport E Master Plan TABLE OF CONTENTS Section1 - Executive Summary .................................................................................. ............................1 -1 11 Introduction ..................................................................................................... ............................1 -1 1.2 Aviation Activity Forecasts ............................................................................. ............................1 -2 1.3 Demand /Capacity Analysis and Facility Requirements .................................. ............................1 -2 113.1 Airfield Facility Requirements ......................................................................... ............................1 -3 1.32 General Aviation and Support Facility Requirements .................................... ............................1 -3 1.4 Alternatives Analysis ...................................................................................... ............................1 -3 1,5 Implementation and Financial Plan ................................................................ ............................1 -4 1,6 Environmental Overview ................................................................................ ............................1 -5 1.7 Airport Layout Plan ......................................................................................... ............................1 -7 Section2 - Introduction ............................................................................................... ............................2 -1 2.1 Airport Background ......................................................................................... ............................2 -1 2.1.1 Airport History ................................................................................................. ............................2 -1 2.12 Airport Location .............................................................................................. ............................2 -2 2.1 .3 Airport Organization ........................................................................................ ............................2 -2 22 Previous Studies ............................................................................................. ............................2 -6 2.2.1 2003 Master Plan Update ............................................................................... ............................2 -6 222 2010 Airport Business Plan ............................................................................ ............................2 -6 2.23 2011 Forecasts and Capacity Study .............................................................. ............................2 -7 2.2.4 2008 Environmental Documentation for Runway 18 -36 and Taxiway Extension ......................2 -8 225 2008 Airport Layout Plan Update ................................................................... ............................2 -8 2.3 Purpose of the 2015 Master Plan ................................................................... ............................2 -8 2.4 SWOT Analysis .............................................................................................. ............................2 -9 2,5 Goals and Objectives ..................................................................................... ............................2 -9 Section 3 - Inventory of Existing Conditions ............................................................ ............................3 -1 3.1 Airfield Facilities .............................................................................................. ............................3 -1 31,1 Airfield Design Criteria .................................................................................... ............................3 -1 3.1.2 Airfield Pavements .......................................................................................... ............................3 -4 3.1.3 Runway System .............................................................................................. ............................3 -4 11.4 Taxiway System ............................................................................................. ............................3 -4 11 .5 Helipad ........................................................................................................... ............................3 -5 3.1.6 Instrument Approaches .................................................................................. ............................3 -5 11,7 Navigational Aids ............................................................................................ ............................3 -5 11.8 Airport Lighting, Markings, and Signage ....................................................... ...........................3 -11 Table of Contents Penton Enterprise /airport E Master Plan 3.1.9 Aircraft Circulation ......................................................................................... ...........................3 -11 3,2 Meteorological Data ....................................................................................... ...........................3 -12 12.1 Temperature and Precipitation ...................................................................... ...........................3 -12 3.2,2 Wind Data ...................................................................................................... ...........................3 -12 3.3 Airspace ......................................................................................................... ...........................3 -12 3.4 General Aviation Facilities ............................................................................. ...........................3 -15 141 Fixed -Base Operators ................................................................................... ...........................3 -15 142 Airport Businesses ......................................................................................... ...........................3 -15 14.3 Aircraft Storage Facilities ............................................................................... ...........................3 -15 14.4 Apron Areas ................................................................................................... ...........................3 -18 14.5 Aircraft Fueling Facilities ............................................................................... ...........................3 -18 3.4.6 Automobile Parking ....................................................................................... ...........................3 -19 3.4.7 Terminal Building ........................................................................................... ...........................3 -19 15 Airport Support and other Facilities ............................................................... ...........................3 -19 3.5,1 Air Traffic Control Facilities ........................................................................... ...........................3 -19 3.5.2 Airport Weather Information .......................................................................... ...........................3 -20 3.5.3 Airport Security .............................................................................................. ...........................3 -20 15.4 Airport Maintenance ...................................................................................... ...........................3 -20 15.5 Aircraft Rescue and Firefighting (ARFF) Capability ...................................... ...........................3 -20 3.6 Airport Access and Circulation ...................................................................... ...........................3 -21 3.7 Airport Utilities ............................................................................................... ...........................3 -21 171 Water System ................................................................................................ ...........................3 -25 172 Sanitary Sewer .............................................................................................. ...........................3 -25 17.3 Electrical Service ........................................................................................... ...........................3 -25 33.4 Other Utilities ................................................................................................. ...........................3 -25 3.8 Zoning and Land Use .................................................................................... ...........................3 -25 18.1 Zoning ............................................................................................................ ...........................3 -28 3.8.2 Existing and Future Land Uses ..................................................................... ...........................3 -28 3.9 Environmental Considerations ...................................................................... ...........................3 -32 3.9,1 FEMA Floodplains ......................................................................................... ...........................3 -32 3.9.2 Noise - Related Considerations ....................................................................... ...........................3 -32 Section 4 -Aviation Activity Forecasts ...................................................................... ............................4 -1 41 Introduction ..................................................................................................... ............................4 -1 4.2 Local Factors in Aviation Demand .................................................................. ............................4 -1 421 Airport Service Area ....................................................................................... ............................4 -1 Table of Contents Penton Enterprise /airport E Master Plan 422 Demographics and Socioeconomic Trends ................................................... ............................4 -1 4.23 Local General Aviation Market ....................................................................... ............................4 -3 43 Historical Aviation Activity .............................................................................. ............................4 -3 4,11 Touch- and -Go Activity .................................................................................... ............................4 -4 4.3.2 Historical Based Aircraft ................................................................................. ............................4 -4 43.3 Historical Aircraft Operations .......................................................................... ............................4 -6 4.4 Based Aircraft Forecast .................................................................................. ............................4 -7 4.5 Aircraft Operations Forecast ......................................................................... ...........................4 -12 4.6 Local /Itinerant Distribution ............................................................................. ...........................4 -15 4.7 Nighttime Operations Adjustment .................................................................. ...........................4 -16 4,8 Aircraft Operations — Latent Demand Adjustment ......................................... ...........................4 -19 4,9 Aircraft Operations Peaking .......................................................................... ...........................4 -19 4,10 Summary ....................................................................................................... ...........................4 -21 Section 5 - Demand /Capacity Analysis ...................................................................... ............................5 -1 5,1 Introduction ..................................................................................................... ............................5 -1 5,2 Airfield Facility Requirements ......................................................................... ............................5 -1 5.2,1 Airspace Capacity ........................................................................................... ............................5 -1 522 Airfield Capacity .............................................................................................. ............................5 -2 523 Potential Capacity Enhancement Scenario .................................................... ............................5 -7 53 Runway Requirements ................................................................................... ............................5 -8 5.3.1 Runway Orientation ........................................................................................ ............................5 -9 5.12 Critical Design Aircraft .................................................................................... ............................5 -9 5.33 Runway Length Requirements ....................................................................... ............................5 -9 53.4 Runway Dimensional Standards ................................................................... ...........................5 -10 53.5 Runway Pavement Strength Requirements .................................................. ...........................5 -12 5.4 Taxiway Requirements .................................................................................. ...........................5 -12 Section6 - Facility Requirements .............................................................................. ............................6 -1 6.1 Introduction ..................................................................................................... ............................6 -1 6,2 General Aviation Administrative /Terminal Facilities ....................................... ............................6 -1 6,3 Aircraft Storage Hangars ................................................................................ ............................6 -1 63,1' Conventional Hangar Area Requirements ...................................................... ............................6 -2 6,3,2 Aircraft Storage Hangar Demand ................................................................... ............................6 -3 633 Hangar Requirement Summary ...................................................................... ............................6 -4 6.4 Apron Areas .................................................................................................... ............................6 -6 6.4.1' Itinerant Aircraft Apron Area Requirements ................................................... ............................6 -6 Table of Contents Penton Enterprise /airport E Master Plan 6,4.2 Itinerant Aircraft Apron Area Demand ....... ............................... 6,43 Based Aircraft Apron Area Requirements ............................... 6AA Based Aircraft Apron Area Demand ......... ............................... 64.5 Aircraft Apron Area Requirements ............ ............................... 6.5 Vehicular Parking Facilities ...................... ............................... 6.6 Storage Facilty and Vehicle Parking Requirements Summary 63 Aviation Fuel Storage Facilities ................ ............................... 611 Roadway Capacity .................................... ............................... 612 Airport Maintenance ................................. ............................... 6.8 Aircraft Rescue and Firefighting ................ ............................... 6.9 Summary Section 7 -Alternatives Analysis .......................... ............................... 7.1 Introduction ............................................... ............................... 7.2 Non - Development Alternatives .................. ............................... 72.1 No Action Alternative ................................ ............................... 722 Transfer of Activity .................................... ............................... 7,3 Airside Evaluation Criteria ........................ ............................... 73.1 Environmental Factors .............................. ............................... 7.3.2 Land Acquisition Requirements ................. ............................... 7.3.3 Airport Operational Impacts ...................... ............................... 7.3.4 Flexibility for Future Expansion ................. ............................... 7.4 Airside Alternatives Descriptions ............... ............................... 7.4.1 Airfield Capacity Alternatives ..................... ............................... 7.4.2 Airfield Capacity Alternatives Evaluation ... ............................... 7.43 Taxiway B Realignment ............................ ............................... 7.4.4 Preferred Taxiway B Alternatives Evaluation .......................... 7.5 Landside Alternatives ............................... ............................... 7,5,2 Historical Development at DTO ................. ............................... 7,5.3 Proposed Loop 288 .................................. ............................... 7,5,4 Revenue - Support Land Uses .................... ............................... 7,5.5 Summary of Landside Facility Requirements ........................... 7,5.6 Landside Alternatives Evaluation Criteria .. ............................... 7.6 Airside Alternatives Descriptions ............... ............................... 7.6.1 Landside General Aviation Alternative 1 .. ............................... 7.6.2 Landside General Aviation Alternative 2 .. ............................... Table of Contents .......6 -7 .......6 -7 .......6 -8 .......6 -8 .....6 -10 .....6 -10 .....6 -12 .....6 -13 .....6 -13 .....6 -13 .....6 -14 .......7 -1 .......7 -1 .......7 -1 .......7 -1 .......7 -2 .......7 -2 .......7 -2 .......7 -2 .......7 -3 .......7 -3 .......7 -3 .......7 -3 .......7 -5 .....7 -10 .....7 -16 .....7 -16 .....7 -18 .....7 -18 .....7 -18 .....7 -19 .....7 -20 .....7 -20 .....7 -20 .....7 -21 Penton Enterprise /airport E Master Plan 7,6.3 Landside General Aviation Alternative 3 ....................................................... ...........................7 -21 7.7 Landside Alternatives Evaluation .................................................................. ...........................7 -25 7.7.2 Preferred Landside Alternative ...................................................................... ...........................7 -26 7.8 Preferred Airport Development Plan ............................................................. ...........................7 -26 7.8.1 Airside Improvements .................................................................................... ...........................7 -26 7.8,2 Landside Improvements ................................................................................ ...........................7 -26 7.83 Access /Aesthetic Improvements ................................................................... ...........................7 -27 7.8A Non - Aeronautical Business Development ..................................................... ...........................7 -27 Section8 - Implementation Plan ................................................................................. ............................8 -1 8.1 Introduction ..................................................................................................... ............................8 -1 8,2 Factors Affecting Implementation and Phasing .............................................. ............................8 -1 83 Other Study Analyses ..................................................................................... ............................8 -1 8,4 Post - Master Planning Process Activities ........................................................ ............................8 -2 8,5 14 CFR Part 139 Certification ........................................................................ ............................8 -2 8,6 Phased Implementation Plan ......................................................................... ............................8 -3 8,61 ! Planning Activity Level (PAL) 1 Projects (Estimated 2015 -2017) .................. ............................8 -5 8.6.2 PAL 2 Projects (Estimated 2018 - 2022) .......................................................... ............................8 -7 8.63 PALs 3 and 4 Projects (Estimated 2023 - 2032) ............................................. ...........................8 -11 8.7 Airport Activity Monitoring and Project Triggers ............................................ ...........................8 -11 8.8 Summary ....................................................................................................... ...........................8 -13 Section9 - Financial Plan ............................................................................................ ............................9 -1 9.1 Introduction ..................................................................................................... ............................9 -1 92 Capital Development Program ....................................................................... ............................9 -1 9.3 CIP Funding .................................................................................................... ............................9 -3 931 FAA Airport Improvement Program (AIP) Grants ........................................... ............................9 -3 9,12 State of Texas Funds ..................................................................................... ............................9 -4 9.33 Airport Funding ............................................................................................... ............................9 -4 9,14 Third -Party Funding ........................................................................................ ............................9 -4 9.3.5 Summary of Funding Sources ........................................................................ ............................9 -5 9.4 CIP Evaluation by PAL ................................................................................... ............................9 -5 9.41 ! PAL 1 - Near -Term Planning Horizon Projects ( 2015 - 2017) .......................... ............................9 -5 9,4,2 PAL 2 - Intermediate -Term Planning Horizon Projects (2018 -2022) ............. ............................9 -7 9A3 PALs 3 and 4 - Long -Term Planning Horizon Projects ( 2023 - 2032) .............. ............................9 -8 9.5 Summary ....................................................................................................... ...........................9 -10 Table of Contents Penton Enterprise /airport E Master Plan Section 10 - Environmental Overview ....................................................................... ...........................10 -1 10.1 Introduction .................................................................................................... ...........................10 -1 10.2 Air Quality ...................................................................................................... ...........................10 -1 10.3 Biotic Communities ........................................................................................ ...........................10 -2 103.1 Early Successional (Herbaceous) Habitat ..................................................... ...........................10 -2 1032 Maintained Grasses Habitat .......................................................................... ...........................10 -2 103.3 Agricultural Field ............................................................................................ ...........................10 -6 103.4 Upland Shrub /Scrub Habitat .......................................................................... ...........................10 -6 10.4 Existing and Future Land Use ....................................................................... ...........................10 -6 10.5 Endangered and Threatened Species ........................................................... ...........................10 -6 10.6 Hazardous Materials ...................................................................................... ...........................10 -9 103 Historic and Archaeological Resources ........................................................ ..........................10 -10 10.8 Floodplains ................................................................................................... ..........................10 -10 10.9 Noise ............................................................................................................. ..........................10 -11 10.9.1 The Integrated Noise Model ( INM) ............................................................... ..........................10 -11 10.9.2 INM Inputs and Assumptions ....................................................................... ..........................10 -13 10.10 Section 4(f) ................................................................................................... ..........................10 -15 10.11 Water Quality ................................................................................................ ..........................10 -15 10.12 Waters of the U.S. including Wetlands ......................................................... ..........................10 -16 10.12.1 Wooded Riparian Habitat ............................................................................. ..........................10 -16 10.122 Forested Wetlands ....................................................................................... ..........................10 -16 10.12.3 Emergent Wetlands ...................................................................................... ..........................10 -18 1013 Summary ...................................................................................................... ..........................10 -18 Section11 - Airport Plans .......................................................................................... ...........................11 -1 AirportLayout Drawing .................................................................................................. ...........................11 -2 AirportData Sheet ......................................................................................................... ...........................11 -3 Airport Airspace Plan Drawing 1 of 2 ............................................................................ ...........................11 -4 Airport Airspace Plan Drawing 2 of 2 ............................................................................ ...........................11 -5 Airport Airspace Profile Drawing ................................................................................... ...........................11 -6 Inner Portion of the Approach Surface Drawing Runway 18L ...................................... ...........................11 -7 Inner Portion of the Approach Surface Drawing Runway 18R ...................................... ...........................11 -8 Inner Portion of the Approach Surface Drawing Runway 36L ...................................... ...........................11 -9 Inner Portion of the Approach Surface Drawing Runway 36R ..................................... ..........................11 -10 LandUse Drawing ........................................................................................................ ..........................11 -11 AirportProperty Map .................................................................................................... ..........................11 -12 Table of Contents pentan Enterprise /airport N Master Plan Section 12 — Post Master Planning ........................................................................... ...........................12 -1 12.1 Introduction ................................................................................................... ...........................12 -1 12.2 Preliminary Engineering Report .................................................................... ...........................12 -1 12.3 TXDOT Aviation Capital Improvement Plan ................................................. ...........................12 -4 Table of Contents NMaster Plan LIST OF TABLES Table 1.1 Based Aircraft and Operations Forecast Summary .............................................................. 1-3 Table 12 Proposed Capital Improvement Program Summary ............................................................. 1-4 Table 13 Funding Sources by PAL ...................................................................................................... 1-5 Table 14 Summary of Potential Environmental Impacts ...................................................................... 1-G Table 2.1 Airport Governance Matrix .................................................................................................... 3-5 Table 3,1 FAA Aircraft Classifications ................................................................................................... 3-3 Table3.2 Existing Runway Data ........................................................................................................... 3-4 Table 3.3, Runway Lighting and Marking Systems .............................................................................. 3-11 Table 34 FueTonk|nvenbory .------------------------------------3-18 Table 3.5 Airport FBO Fuel Trucks ...................................................................................................... 3-1Q Table 4,1 Population Statistics .............................................................................................................. 4-3 Table 4,2 Denton County Employment and Per Capita Income Statistics ............................................ 4-3 Table 4.3, Service Area Demographic Projections ................................................................................ 4-3 Table 4.4 Regional General Aviation Airports Comparison .................................................................. 4-3 Table 4.5 Historic Total Based Aircraft .................................................................................................. 4-5 Table 4.6 Major Infrastructure Investments otOTO(3OO4-3O11) ......................................................... 4-5 Table 4.7 Historic Aircraft Operations ................................................................................................... 4-G Table 4.8, Comparison of Based Aircraft Projections ............................................................................ 4-Q Table 4.9 Based Aircraft Forecast Summary ...................................................................................... 4-13 Table 4.10 Based Aircraft Fleet Mix Projection ..................................................................................... 4-13 Table 4.11 Comparison of Aircraft Operations Forecasts ..................................................................... 4-13 Table 4]2 Aircraft Operations Selected Forecast ................................................................................ 4-15 Table 4,13 Historic and Projected Annual Itinerant and Local Operations ........................................... 4-1G Table 4.14 Revised US Aviation Activity (Calendar Year 3O1O) ........................................................... 4-17 Table 4.15 Annual Aircraft Operations Forecast Summary .................................................................. 4-18 Table 4.16 Aircraft Operations Baseline and Adjusted Forecasts ........................................................ 4-1Q Table 4.17 Aviation Activity Forecast Summary .................................................................................... 4-31 Table 5.1 Aircraft Fleet Mix ................................................................................................................... 5-4 Table 5.2 Airfield Demand/Capacity Summary ..................................................................................... 5-7 Table 5.3 Parallel Runway Configuration Demand/Capacity Summary ............................................... 5-8 Table54 Runway Length Analysis ..................................................................................................... 5-1O Table 5.5 Runway Dimensional Standards ......................................................................................... 5-11 Table 5.6 Taxiway Dimensional Standards ......................................................................................... 5-13 Table 6.1 Conventional Storage Hangar Area Required per Aircraft .................................................... G-3 Table 6,2 Aircraft Storage Hangar Demand .......................................................................................... G-4 T21ble of Contents I= EMaster Plan Table 6.4 Summary of Aircraft Hangar Requirements .......................................................................... G-5 Table 6.5 VVeighbsdAverogePodkingApronRequirements ---------------------'G-G Table 6.6 Itinerant Aircraft Parking Apron Demand .............................................................................. G-7 Table 6.7 Based Aircraft Apron Area Requirements per Aircraft .......................................................... G-8 Table 6.8, Based Aircraft Apron Demand .............................................................................................. G-8 Table 6.9 SummoryofAiroroftApronAreoRequirements ----------------------'G-Q Table 6.10 Vehicular Parking Area Requirements ................................................................................ G-1O Table 6.11 Summary of General Aviation Facility Requirements ......................................................... G-11 Table 6.12 Existing Fuel Storage Capacity ........................................................................................... G-13 Table 6.13 Jet A Fuel Storage Requirements (in gallons) .................................................................... G-13 Table 6,14 1OOLL Fuel Storage Requirements ..................................................................................... G-13 Table 7.1 Airfield Alternatives Evaluation Matrix ................................................................................... 7-5 Table 7,2 Londaide Facility Requirements .......................................................................................... 7-1Q Table 7.3, Londaide Alternatives Evaluation Matrix ............................................................................. 7-35 Table 7.4 General Aviation Facility Improvements .............................................................................. 7-37 Table 8.1 Airport Activity Factors and Actions .................................................................................... 8-13 Table 9.1 Capital Improvement Program Cost Estimates ..................................................................... Q-3 Table 9,2 PAL 1 Capital Improvement Program ................................................................................... Q-7 Table 9.3 PAL 3 Capital Improvement Program ................................................................................... Q-8 Table 94 PALa3 and 4 Capital Improvement Program ....................................................................... Q-Q Table 9.5 Funding Sources by PAL .................................................................................................... Q-1O Table 10.1 Federal and State Endangered, Threatened, and Candidate Species Potentially Occurring in DentonCounty, Texas ............................................................................................................................. 1O-Q Table 10.2 Noise Exposure Estimates for Noise-Sensitive Sites and Select Residences .................. 1O-15 Table 10.3 Summary of Potential Environmental Impacts .................................................................. 1O-18 Table 12.1 PER Project Cost Summary .--------------------------13-3 Table 12.2 PER Alternate Project Cost Summary ................................................................... 3-3 T21ble of Contents I= EMaster Plan LIST OF EXHIBITS Exhibit2.1 Location Map ......................................................................................................................... 3-3 Exhibit 2.2 Denton Enterprise Airport Organization ................................................................................ 3-4 Exhibit 3.1 Existing Airfield Facilities ....................................................................................................... 3-3 Exhibit 3.2 |LSorLOC Runway 18 Approach ......................................................................................... 3-7 Exhibit 3.3 RNAV(3PS) Runway 18 Approach ...................................................................................... 3-8 Exhibit 3.4 RNAV(3PS) Runway 3G Approach ...................................................................................... 3-Q Exhibit3.5 NOB Runway 18 Approach ................................................................................................. 3-1O Exhibit3]3 Airport Wind Rose ............................................................................................................... 3-13 Exhibit3.7 Airport Airspace Map ........................................................................................................... 3-14 Exhibit 3'8 General Aviation Facilities - North ...................................................................................... 3-1G Exhibit 3/9 General Aviation Facilities - South ..................................................................................... 3-17 Exhibit3.10 Roadway Access ................................................................................................................. 3-33 Exhibit 3.11 Airport Area Water and Sewer ............................................................................................ 3-33 Exhibit 3.12 Airport Area Gas and Electric Lines .................................................................................... 3-34 Exhibit 3.13 Airport Height Hazard District .............................................................................................. 3-3G Exhibit 3.14 Airport Compatibility Land Use District --------------------------.3-37 Exhibit3.15 Airport Area Zoning ............................................................................................................. 3-3Q Exhibit 3.16 Airport Area Existing Land Use ........................................................................................... 3-3O Exhibit 3.17 Airport Area Future Land Use ............................................................................................. 3-31 Exhibit 3.18 Environmentally Sensitive Areas ......................................................................................... 3-33 Exhbb3.19AirportAreoFloodpkain----------------------------------.3-34 Exhibit 3.28 Noise Exposure Contours ................................................................................................... 3-35 Exhibit 4.1 Historic Total Based Aircraft (1QQO-3O11) ............................................................................. 4-4 Exhibit 4.2 Historic Aircraft Operations (3OO5-3O11) ............................................................................... 4-7 Exhibit 4.3 Based Aircraft Projections Comparison .............................................................................. 4-1O Exhibit 4.4 Baseline and Adjusted Based Aircraft Forecast Comparison ............................................. 4-11 Exhibit 4.5 Aircraft Operations Projection Comparison ......................................................................... 4-14 Exhibit 4.6 Baseline and Adjusted Aircraft Operations Forecast Comparison ...................................... 4-20 Exhibit 5.1 VFR Hourly Airfield Capacity ................................................................................................. 5-G Exhibit 7.1 Parallel Runway Alternative 1- North Runway Alignment ................................................... 7-7 Exhibit 7.2 Parallel Runway Alternative 3- Middle Runway Alignment ................................................. 7-8 Exhibit 7.3 Parallel Runway Alternative 3- South Runway Alignment ................................................... 7-Q Exhibit 7.4 Taxiway B Proposed Modifications ..................................................................................... 7-13 Exhibit 7.5 South Taxiway B Alternative 1 ............................................................................................ 7-13 Exhibit 7.6 South Taxiway B Alternative 3 ............................................................................................ 7-14 T21ble of Contents I= Penton Enterprise /airport E Master Plan Exhibit 7,8 Preferred Airside Alternative — Parallel Runway and Taxiways ............... ...........................7 -17 Exhibit 7.9 Landside General Aviation Alternative 1 .................................................. ...........................7 -22 Exhibit 7.10 Landside General Aviation Alternative 2 .................................................. ...........................7 -23 Exhibit 7.11 Landside General Aviation Alternative 3 .................................................. ...........................7 -24 Exhibit 7.12 Preferred Airport Development Plan .................................................... ............................... 7 -28 Exhibit 8.11 Overall Project Phasing Plan .................................................................... ............................8 -4 Exhibit8.2 PAL 1 Projects ........................................................................................... ............................8 -6 Exhibit8.3 PAL 2 Projects ........................................................................................... ............................8 -9 Exhibit8,4 PALs 3 and 4 Projects .............................................................................. ...........................8 -12 Exhibit 9.1 20 -year CIP Project Allocation .................................................................. ............................9 -3 Exhibit 9.2 20 -year CIP Funding by Source ................................................................ ............................9 -5 Exhibit 10,1 Texas Nonattainment Areas ..................................................................... ...........................10 -3 Exhibit 10.2 8 -Hour Ozone Nonattainment Areas ........................................................ ...........................10 -4 Exhibit 10.3 Airport Habitat Types ................................................................................ ...........................10 -5 Exhibit 10A Airport Area Existing Land Use ................................................................ ...........................10 -7 Exhibit 10,5 Airport Area Future Land Use .................................................................. ...........................10 -8 Exhibit 10.6 FEMA Flood Hazard Zones ..................................................................... ..........................10 -12 Exhibit 10.7 Noise Exposure Contours —2012 Baseline Condition ............................ ..........................10 -14 Exhibit 10.8 Airport Area Wetlands and Surface Waters ............................................ ..........................10 -17 Exhibit 12.1 Projects Included in the PER .................................................... ...........................12 -2 Table of Contents pentan Enterprise /airport E Master Plan LIST OF APPENDICES Appendix A: Master Plan Kick -Off Meeting Minutes Appendix B: Airport Building and Facility List Appendix C: Technical Memorandum on Airfield Demand /Capacity Analysis Appendix D: Surface Transportation Master Plan Appendix E: Drainage Master Plan Appendix F: Water /Wastewater Master Plan Appendix G: Airport Development Plan Cost Details Appendix H: List of Rare, Threatened, and Endangered Species Appendix I: GeoPlus Oil and Gas Report Appendix J: Noise Analysis Technical Report Table of Contents pentan Enterprise /airport E Master Plan SECTION °1 - EXECUTIVE SUMMARY 1.1 INTRODUCTION Denton Enterprise Airport (DTO or the Airport) is a general aviation airport owned and operated by the City of Denton, Texas. DTO is one of 11 reliever airports in the Dallas -Fort Worth area, and one of 24 reliever airports located in Texas'. The Airport undertook an Airport Master Plan Update to evaluate the aviation needs based on aviation and socioeconomic trends as of 2012, as well as updated Federal Aviation Administration (FAA) standards. It is important to note that due to funding and approval processes, the Master Plan analysis concluded in 2014, with production of the final documentation in 2015. Prior to the current study, the Airport Master Plan was previously completed in 2003. Many of the recommended components of that plan have been completed, including land acquisition, a runway extension, taxiway improvements, and a new terminal building. This document describes the analyses and assessments conducted during the Airport Master Plan process and provides the results of those efforts. The Airport Master Plan's analysis and findings span approximately a 20 -year period, however, certain aspects of the recommended plan took into consideration expansion beyond the final planning horizon. This planning process involved airport stakeholders and user engagement from a wide array of sources in order to develop a plan that not only suits the Airport's facility needs but also the needs of its users, the community, and the region. The intent is to maintain a flexible framework, to allow for contingencies which are increasingly a part of airport development, and to ensure the program is not rigid and can be modified to respond to circumstances that cannot be reasonably predicted at this time. The Master Plan elements were conducted in accordance with FAA guidelines established in Advisory Circulars 150/5070 -6B, Airport Master Plans, and 150/5300 -13A, Change 1, Airport Design. The plan also reflects the requirements of the Texas Department of Transportation Aviation Division (TxDOT Aviation). Specific elements included in this master plan are as follows: • Inventory • Activity forecasts • Demand /capacity analysis and facility requirements • Alternatives development • Implementation plan • Financial plan • Environmental overview • Airport layout plan drawing set 1 Texas Airport System Plan Update 2010, Texas Department of Transportation, Table 3. Executive Summary pentan Enterprise /airport E Master Plan Master Plan study activities and coordination during the course of the project occurred at various strategic milestones throughout the project's duration. These activities included engagement and outreach such as stakeholder meetings, Airport staff meetings, public information meetings, and a Strengths/Weakness/ Opportunities/Threats (SWOT) Analysis. In addition to the traditional Airport Master Plan tasks, the project also encompassed several related and supplemental analyses including: • Surface Transportation Master Plan • Drainage Master Plan • Water /Wastewater Master Plan These analyses are included as appendices to the Master Plan. The following briefly outlines the major findings and recommendations presented in the Master Plan Report. 11.2 AVIATION ACTIVITY FORECASTS Projections of aviation activity were developed for a 20 -year planning period (2012- 2032). These forecasts cover short -term (2012- 2017), mid -term (2018 -2022) and long -term (2023 -2032) periods. These projections were used to evaluate the capability of the existing Airport facilities to meet current and future demand, and to estimate the extent to which facilities should be provided in the future. Table 1.1 below highlights the projections of based aircraft and annual aircraft operations through the 20- year planning period. Table 1.1 Based Aircraft and Operations Forecast Summary 2012 375 169,000 17,100 552 75 2017 (PAL 1) 476 206,300 20,800 671 91 2022 (PAL 2) 506 220,700 22,300 719 97 2027 (PAL 3) 556 235,100 23,800 768 104 2032 (PAL 4) 611 252,600 25,500 823 111 Notes: (1) Data from Table 4.9 (2) Data from Table 4.16. Numbers rounded to nearest 100. (3) Peak month operations equals 10.1 percent of total annual operations. Numbers rounded to nearest 100. (4) Peak month average day operations equals peak month operations divided by 31. Numbers rounded to nearest integer. (5) Equals 13.5 percent of PMAD operations. Numbers rounded to nearest integer. Source: Kimley -Horn and Associates, Inc., 2014 1.3, DEMAND /CAPACITY ANALYSIS AND FACILITY REQUIREMENTS The objective of the demand /capacity and facility requirements analysis was to ensure each of the Airport's functional areas has long -term capacity, flexibility, and growth potential to enable them to respond to changing demand scenarios. The projections of aviation activity presented above in Table 1.1 were used in the demand /capacity analysis for the development of airport facility requirements. Executive Summary sm pentan Enterprise /airport E Master Plan 1.31 AIRFIELD FACILITY REQUIREMENTS The components of the airfield, including runways, taxiways, and navigational aids, were analyzed for their long -term ability to accommodate the anticipated demand. As a result, the following recommendations were made for the airfield facilities: Construct a parallel 5,000 -foot long parallel runway for airfield capacity enhancement, designed to RDC C -II standards • Construct a taxiway network to support the new parallel runway 1.12 GENERAL AVIATION AND SUPPORT FACILITY REQUIREMENTS General aviation facility requirements were developed for hangar space, apron space, vehicular parking, and support facilities, including fueling facilities and airport access. The following requirements were developed for general aviation and support facilities: General Aviation Facilities • Develop additional conventional /box and T- hangars to accommodate a projected deficiency of approximately 250,300 square feet • Develop additional conventional hangars to accommodate a projected deficiency of approximately 390,000 square feet • Provide a minimum additional apron area of approximately 830,100 square feet • Provide additional general aviation public vehicular parking of approximately 408 stalls or 122,400 square feet Support Facilities • Expand the Airport's Jet A fuel storage facilities through additional tanks, expanded fuel farms, or increasing frequency of fuel deliveries • Improve the intersection geometry for FM 2449 at Underwood Road • Raise the bridge above the floodplain on Airport Road near Western Boulevard • Raise the bridge above the floodplain on Underwood Road near FM 2449 • Widen Airport Road to four -lane divided from Denton Enterprise Airport to Western Boulevard • Widen Airport Road to four -lane divided from Western Boulevard to Bonnie Brae Road • Signalize the intersection of Airport Road and Western Boulevard when warranted • Evaluate ARFF equipment and building needs for development when warranted 1.4 ALTERNATIVES ANALYSIS The alternatives analysis process consisted of developing alternatives to meet the projected needs of the Airport in each of its functional areas. Three airfield alternatives were developed as airfield capacity enhancement scenarios, including various alignments of a new 5,000 -foot long parallel runway constructed to RDC C -II standards. Additionally, several taxiway alternatives were explored to mitigate safety issues with direct apron access to the existing runway. Three landside alternatives were developed, which included various spatial configurations of facilities to meet projected needs for hangar space, apron space, fixed -base operators (FBO), and support facilities. Executive Summary sm pentan Enterprise /airport E Master Plan After analysis by the Master Plan Advisory Committee, Airport staff, local agencies, and the consultant team, an overall Airport Development Plan was created which combined the preferred airfield and landside alternatives into an overall long -term airport development scenario. The proposed Airport development includes the following improvements: • Addition of a 5,000 -foot long west parallel runway, constructed to C -II standards at 100 feet wide • Relocation of taxiway connectors A2 and A6 to improve access to the new runway • Realignment of Taxiway Bravo, and removal of direct access taxiways between the apron and runways • Additional apron space • Additional hangars, including conventional, box, and T- hangars • Roadway capacity improvements on Airport Road and Underwood Road • Improvements to Hickory Creek bridge crossing • New access road to connect Tom Cole Road to Jim Christal Road, allowing western Airport access • Dedicated areas to be used for non - aeronautical business development or general aviation development beyond the planning period 1.5 IMPLEMENTATION AND FINANCIAL PLAN Following the development of the Airport Development Plan, an Implementation Plan was created which assigned project phasing to the development projects. The Implementation Plan also provides recommendations on post- Master Plan study activities that should be considered in the future. The Financial Plan outlines the proposed improvements over the 20 -year planning period. Cost estimates were developed for the projects in the Airport Development Plan, and each project is listed in an overall Capital Improvement Program (CIP). The CIP is broken down by phase, and analyzes funding sources for each project and the estimated federal, state, and local funding share of each. It is estimated that the total CIP for the Master Plan's proposed development will be approximately $150 million. The proposed CIP summary is shown below in Table 1.2. The summary of anticipated funding sources by PAL is shown in Table 1.3. Table 1.2 Proposed Capital Improvement Program Summary Airfield $21,850,000 $9,410,000 $2,230,000 $33,490,000 General Aviation Area Surface Transportation Facilities Miscellaneous & Maintenance Capital Improvement Program Totals Source: Kimley -Horn and Associates, Inc., 2014. Executive Summary $25,410,000 $30,580,000 $660,000 $12,680,000 $2,780,000 $9,745,000 $50,700,000 $62,415,000 $27,320,000 $0 $7,150,000 $83,310,000 $13,340,000 $19,675,000 $36,700,000 $149,815,000 pentan Enterprise /airport E Master Plan Table 1.3 Funding Sources by PAL 1 $50,700,000 $300,000 $27,490,000 $4,810,000 $18,100,000 2 $62,415,000 $750,000 $21,588,000 $17,287,000 $22,790,000 3 -4 $36,700,000 $1,650,000 $12,084,000 $1,526,000 $21,440,000 TOTAL $149,815,000 $2,700,000 $61,162,000 $23,623,000 $62,330,000 Source: Kimley -Horn and Associates, Inc., 2014. 1.6 ENVIRONMENTAL OVERVIEW The potential environmental impacts that may result from the implementation of the projects in the Airport Development Plan were evaluated. The Environmental Overview evaluated key impact categories as listed in FAA Order 1050.1 E, as listed below. • Air Quality • Biotic Communities - Fish, Wildlife, Birds and Vegetation • Existing and Future Land Use • Endangered and Threatened Species • Hazardous Materials • Historic and Archaeological Resources • Floodplains • Noise • Section 4(f) • Water Quality • Waters of the U.S. including Wetlands The Environmental Overview is not intended to be a formal environmental impact statement. Rather, its purpose is to ensure environmental factors are considered and to point out those areas that may be potentially affected by the planned development at the Airport. Based on site reconnaissance, review of available data obtained from federal, state and local agency databases, and review of other supporting documentation, a summary of potential environmental impacts anticipated as a result of the proposed development and operation of the Denton Enterprise Airport are provided in Table 1.4. Executive Summary pentan Enterprise /airport E Master Plan Table 1.4 Summary of Potential Environmental Impacts Air Quality Potential impact to existing Nonattainment Area for 8 -Hour Ozone Biotic Communities Impacted communities are likely to be regularly maintained areas, agricultural fields, and some natural shrub /scrub habitat. No significant impacts anticipated Existing and Future Land Use None, consistent with existing and future land use plans Endangered and Threatened None anticipated, no listed species observed or Species documented in study area Hazardous Materials Not significant, cleanup of one reported leak completed in December, 1999 Historic and Archaeological None anticipated, no resources present Resources Floodplains Potential minor impacts to 100- yrfloodplain Noise None anticipated, noise sensitive sites outside of DNL 65 contour Section 4(f) None anticipated, no Section 4(0 resources present Water Quality Potential impacts to Dry Fork Hickory Creek and Hickory Creek, these water bodies are not listed as Impaired according to CWA 303(d) list of impaired waters Waters of the U.S. including Potential impacts to wooded riparian habitat, Wetlands forested and emergent wetlands, and freshwater ponds. Source: Kimley -Horn and Associates, Inc., 2014 In general, the result of the Environmental Overview was there are no major environmental impacts anticipated as a result of the proposed Airport development. A full Environmental Assessment is required prior to implementing any of the proposed development projects for which federal funding will be sought, including the development of the parallel runway. Executive Summary pentan Enterprise /airport E Master Plan 1.7 AIRPORT LAYOUT PLAN The improvements as depicted in the Airport Development Plan are incorporated into an Airport Layout Plan (ALP) drawing set. The ALP is a group of drawings which serve as the primary tool for providing guidance and direction on the future development at the Airport. The various drawings depict the recommendations contained within this Master Plan Update with regard to development at Denton Enterprise Airport. The ALP drawing set includes the following sheets: • Airport Layout Drawing • Airport Airspace Plan • Airport Airspace Profile • Inner Portion of the Approach Surface Drawings • Airport Land Use Drawing • Airport Property Map The ALP reflects improvements recommended through the 2032 planning horizon, including a west parallel runway and taxiway system, hangar developments, apron space development, and airport support facilities. In addition, new roadway access to the proposed western airport development is shown. Executive Summary - g £ } v + m 0 � 0 CL k ) £ � co 0 > O / _ � E .g co E 0 E a) CL. E i v 0 0 J Q Qn m W C) � c d N N 0 7M5 :0 N co .N a) E a) Q E h r i ut �` uai Q m Q 5 O O (A N t O s o o N L_ r m ` T in c°0 z° N Q W v �- L. o v J c N R� 2`> � .. ' ti .. 3 2 a3i Lij Z W o o c U o U c U c U o U c U v 0 0 J Q Qn m W C) � c d N N 0 7M5 :0 N co .N a) E a) Q E h r i ut �` uai 04 ££ } < \/ / j § ZJ § *) .2 + 3 E 0 E a) CL. E \\ \� � ;) }0 of, w {\\2( » }\ \[ U) «; g \7f @ { /( ;EE \ \ \)) }))! \fG «: - ;)) »i{f /0 ®� / 0 ! f { � 04 ££ } < \/ / j § ZJ § *) .2 + 3 E 0 E a) CL. E \\ \� � 'E � \ ) b 00 ,i. 'I- tf 0 0 C: a) 6 w co mc Cu x cy) LLJ a) E a) CL E 0 22 E 0 o o Ir } / }( }$0 U) < > < uj Z U) W ILL 9 < o _j w > U) lo w W W U) , CD C) m-- r-- M---- b 00 ,i. 'I- tf 0 0 C: a) 6 w co mc Cu x cy) LLJ a) E a) CL E 0 22 z LU I I I I I I I I I 1� a iv i L■ C e� ID om C z LU I I ° c 0 cc 0 w 0 qr 0 N CD 00 C4 CO) MEMO= cn Q I ui E cu E Z I p um LI.Z CL it iu IT LAJ 04 1. cn Lo ca q cm ui cs CL cm Cq con R Ln 0 0 0 Ln 0 0 0 LO 0 r- Ln N 0 p- Ln cm P. Ln 04 04 04 N z LU I I E5 11-1 z LU U 2� I I IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII LL cn C'z E w -a E uj E Z w > ac 2 : cw E cc ci UJ CA CJ LO z ui E T E ;E 81 cm CL CL Q CD 0 °0 0 0 0 Lo 0 ILM 0 In 0 Ln 0 LO 0 n U7 ra 0 r. Ln 04 0 n L" E5 11-1 z LU U 2� I I I I ("5 LU I I �'. �s s� I I I I a) O O C14 0 z LU I I 0 LO C14 0 1.0 -C on C: C� 1;3• LIl N C� fyi Lf) I;t 0 00 —1 ro V) Lf) Lf) ;I- Lf) ro qll)- qll)- r,4 ro I;t >- Ae 0 41 Lu O _0 OD c u u c m c a) a) cr- CL 0 4- 41 00 1.0 1.0 O C) ;I- C) O ro cr Lf) M C14 O r- 0 Lr� 6 41 m 0 fo C) r-i -C t C14 lo C) x A-- I;t rn CY) C14 CY) 00 V) -j Lr r» V). r» tn tn Uuo 00 C14 I;t I;t C� C� 00 Lf) C� C� 0 Lf) r-i C14 0 rn Lf) 1.0 ;1- 00 r-i rn LL Lf) rn r-i Lf) Itt rn -Fo •j)- •j)- 06 r'A V). ;F 0 z LU I I cu N -C on C: on 4- (Z N 0 X C) m OD c 0 41 Lu O _0 OD c .2, LU 0 c u c m c a) a) cr- CL 0 4- 41 0 x > 0 cu m an cr u x cr- LU 0 co 41 m 4� u cu _0 -C t N u 0 c 4- a) 0 > m a) c: 0 0 -j z Z cc u z LU I I I I City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -209, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune February 16, 2016 SUBJECT Consider adoption of an ordinance approving assignment of a Commercial Operator Airport Lease Agreement between the City of Denton, Texas and Bert E. Mahon dated January 10, 1989 and as assigned to Harold E. Culp by City of Denton Ordinance 2009 -197 dated September 1, 2009, to Petersen Hangars, LLC; and, providing an effective date. Council Airport Committee recommends approval (3 -0). BACKGROUND On September 11, 2015, Petersen Hangar, LLC accepted the transfer of the property lease on which JVC Hangars, LLC (John Vann) had previously constructed nine (9) hangar units in two (2) buildings located at 4736 Lockheed Lane, Denton Enterprise Airport (Exhibit la & lb). The JVC Hangars, LLC lease was previously approved by the City Council in a manner which allowed administrative approval of the property lease transfer. Sean Petersen, Manager for Petersen Hangar, LLC, indicated to Airport Staff that he was planning to purchase more hangars at Denton Enterprise Airport and would seek transfer of the property leases on which purchased hangars are situated. In November 2015, Petersen Hangar, LLC purchased the hangar located at 904 Aeronca (Exhibit 2) from Harold Culp. Because the purchase did not involve a financial institution requiring a lien on the property improvements purchased, the transfer of the property lease was not required to coincide with the hangar purchase. Mr. Culp, subsequently, has requested that the property lease transfer to Petersen Hangar (Exhibit 3). OPTIONS 1. Approve transfer of property lease as presented; 2. Direct staff to consider alternate terms and conditions for lease transfer. RECOMMENDATION Airport staff recommends approval of the property lease transfer. ESTIMATED SCHEDULE OF PROJECT Petersen Hangar, LLC has completed purchase of the property improvements and will assume responsibility for the property lease upon approval by City Council. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Council Airport Committee met on January 19, 2016 and recommended approval (3 -0) of this property lease City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -209, Version: 1 transfer. FISCAL INFORMATION This property lease was originally for 26,881 square feet of land at a rate of $ 2,150.48 annually. The current lease began in January 1989 and continues through January 2024. Petersen Hangar, LLC has indicated an intent to request a new lease term under a negotiated rate to continue operation of the hangar he has purchased. The current annual lease rate is $ $4,031.76. A transfer fee of $500 will be paid by Petersen Hangar, LLC. Petersen Hangar, LLC has invested significantly in hangar maintenance in order to conform to redevelopment plans for the oldest area of Airport development. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention F,XHIRITS 1. Site of JVC hangars purchased by Petersen Hangar, LLC; 2. Site of Culp hangar purchased by Petersen Hangar, LLC; 3. Lease Transfer Ordinance with lease attached. Respectfully submitted: Quentin Hix Director of Aviation City of Denton Page 2 of 2 Printed on 2/12/2016 J L L_J MMMM r A Ap� L B C angas, LLC uilding Site L . Ld Y SSSI IT 4"II 11 y 4 ""..��f I.: haw_, r, %, �SITE L _X 111 ! F TT 7,7,, j! 71, L LJ L IN�!fwnYCy 71Y901150' woo tr M. C (T_ TEXAS VYARrM.ENT Or 7RANSPGRTATIO?{ AIRPORT SPONSOR AVIATION DIV-SiON ❑ kP A.'"DVED 9�-QTANC 70 1 AA AC CH 6 CJWf;l W.) fFVrM KkELUVENT DERVIED 04 IRS -LLIS THE FI[0UIC4XTS Or 0i, fAVORALLE 6411"CMENIA-1 ALF 35 APPRMM ANTI SLIPPIUMID By MWORI FII`oNC PR"? TU TK SJAAI or M;y LAkn ACWS'YICN Spo'*D" M CCLSMICTIDN AND M Fk. 7L1.V "()"-I SIJUCT—M 0 01-- APPPM AC-W!"G T.0 fAA I-1 ' ">I 6 PWS THE ODND.Ir.CNS/COWIJ��M 144 LE77k DATED Mr-" a, coffmii TERMINAL AREA DRAWING T DENTON AIRPOR DENTON, TEXAS' Exhibit lb d~ 3m uj c r i rev t i ann 1 4 A 41 r u r w . wLD I Cl��cT( V} 111 ,.� I -L VGI J w T vl d C5 Qi Q ® z n �7, CD cn LLJ U s-k w Y. r k 9F � 0 Nl y C rce At \ R7 Wi ! 1nS F I .n�•a�r � � �� .�� Lr�o ,k r -� r ORDINANCE NO. AN ORDINANCE APPROVING ASSIGNMENT OF A COMMERCIAL OPERATOR AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BERT E. MAHON DATED JANUARY 10, 1989 AND AS ASSIGNED TO HAROLD E. CULP BY CITY OF DENTON ORDINANCE 2009 -197 DATED SEPTEMBER 1, 2009, TO PETERSEN HANGARS, LLC; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS: SECTION 1. The City Manager or his designee is hereby authorized to execute an assignment of a Commercial Operator Airport Lease Agreement between the City of Denton and Harold E. Culp dated September 1, 2009, to Petersen Hangars, LLC in substantially the form of the Consent To Assignment Of Ground Lease which is attached to and made a part of this ordinance for all purposes. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of _ , 20 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ffim APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: CONSENT TO ASSIGNMENT OF GROUND LEASE WHEREAS, the City of Denton, Texas (the "Master Landlord ") is the sole landlord under that certain Airport Lease Agreement – Commercial Operator dated January 10, 1989 entered into between the Master Landlord, as landlord, and Bert E. and Mary L. Mahon ( "Mahon!% and as subsequently assigned to Harold E. Culp by City of Denton Ordinance 2009 -197 dated September 1, 2009 ("Culp') as tenant (the "(around Lease'); and WHEREAS, the Ground Lease covers approximately 0.6171 acres of land located at 904 Aeronca Drive, Denton, Texas, and being more particularly doscribed in the Ground Lease, attached hereto as Exhibit A and incorporated herein for all purposes; and WHEREAS, the interest of Culp as tenant under Ground Lease was assigned to Petersen Hangars, LLC ("Assignor") on or about November 3, 2015 with the approval and consent of Master Landlord; NOW, THEREFORE, in consideration of the mutual covenants set forth heroin and for other good and valuable 0=00MU011, the receipt and sufficiency of which are hereby acknowledged, Master Landlord hereby consents to Assignor's assignment of the Ground Lease to Petersen Hangars, LLC ('Assignee °) on the following terms and conditions: Assignee agrees to assume and be fully. liable for fo s of mb-4nd,evoy tem, Pm vision, covenant, duty and obligation of Assignor under the Ground Lease, including, without limitation, the duty to make any and all payments of rent. This Consent to Assignment of Ground Lease shall in no way release Assignee ft+om any of its covenants, agreements, liabilities and duties under the Ground Lease. Nothing herein contained shall be deemed a waiver or release of any of the Master Landlord's rights under the Ground Lease. Assignor shall pay to the Master Landlord a transfer fee equal to $500.00 in connection with Master Landlord providing its consent to the Assignment of the Ground Lease. Assignor will pay or will have Assignee pay all of the Landlord's admini; iv+e coms on handling and processing the assignment ofthe Ground Lem from Assignor to Assignee, including without limitation, all of Landlord's reasonable attorneys, fees asid, Landlord's suff time associated with said assignment. PREVIOUS ASSIGNMENT: Lease Assignment of Commercial Operators Lem at Denton Municipal Airport dated September 1, 2009 between Bert E. and Mary L. Mahon as assignor and Harold E. Culp as assignee. EXECUTED on this day of -.W — _ . 20 3AMUn*WA1rpert\EwCUted AEramenu\AUpmt Ate &\TURIM Lass AEramnMCulp Mary m&k0\00NSIN To ASSIGNMENT OF GROUND LEASE49= Cit% of Denton. Texas H\ George Campbell. City Manuger Datc: ATTEST: .lennpl'er Walters. Cit\ Secrctar\ APPROVED AS TO LEGAL FORM: 11r, ziiur6,css C'il� \tltlr ACKNOWLEDGED AND AGKF ED: AS I ;NOR: H., -told F. Culp. I I larold E. Culp. Ii, as Ilelrpad tt Administrator of the Estate of Kathy J. Culp ASSIGNEE: Petersen Hangar I.I_C A Texas limited Iiabilit\ camp m, 13%: aw ctersen. iai 9 Consent to Assignment of Ground Lease - 904 Aeronce Page 2 2.393L ORDINANCE N0. IN located at the the Denton tMunicipal Airport, Dente Texas; an property WHEREAS, the City of Denton desires to .lease the property for constructing and maintaining an aircraft storage hangar and associated facilities thereon; and WHEREAS, Bert E. Mahon and Mary L. Mahon desire to lease the hand at airport on the terms continued in the attached lease; THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION I. That it approves Bert a and Matey L. Mahon the attached lease and the City the lease on behalf of the city. the lease of airport property to in accordance with the terms of Manager is authorized to execute SECTION 1t. That, this ordinance i ell, become effective i ate y upon its passage and ap;. Passed and Approved this the day of , 1989. ft ATTEST: BY: r / NITUMM s Dsntca DanlCi B Airport � cant =4 # Ssor 1 Jai ("Airport") in the City o Ito, tCco my taata of gas and or MMRnS, Lasses desires to lease land on the Airport and construct and maintain an aircraft storage hangar and associated facilities thereon= mutual covenants�ntainsd in this iLeass, �e promises and the follows: Parties agree as 1.. ITC NOTNITHBTANDING MY LUGUAG$ To THE CONT My UnINA"n CONTA�gp� TM LMMAGB IN FARAGR M A TiDMM B OF THIS BBCTrw Buzz 88 BINDING. (2) The Lease*, $hall Use the Promises nooNpli&'no, With all imposed or pursuant M �, Cod* , Subtitle A,, office or the tWPartmOn't w � N ow Department of Transportation- $ffeotual of Title VX Of the Civil Rights act of 1964, and as said Regulations may be amended. MAHON UWZ /fags 2 (6) This Lease shall be subordinate to the provisions of any fisting or futurs "reement between Lessor and the O'nited States or agency thereof, relative to the Operation or maintenance of the Airport. 6 w M " IMAsOrt for and in consideration Covenants agreements contained w be by Losses, Lesseep and Losses does hereby lease do" o k # n tract a$ shown in Attachment "a,,, attached hereto and incorPor bate4 heroin y c. e described follows-, ri w w . �p .rr • ..: w. w ri' � . IN ► r as •�� . �M ,r n set half-inch rebar at A point + 391 3111 A from ► a � r w DTO TJMNCE north in 33, 09" east a distance of 160.0 lest to a point for corners TWNCS'south 880___14V 81 east a___dist of 110.74 foot to a point for corner; TMC8 south 210 451 54" east a distance of 198.53 feat to a set half -inch rebar for corner? TMMCB north 882 331 54" west a distance of 188.24 feet to the Point Of Beginning and containing 0.6171 acres of land (or 26,881.03 square feet). For the purposes of this Lease, the tore "Premises" shall mean the PrOP rtY located within the land described above. M. TEitl1 MR= LSABB/Page 3 percent (d %) monetary penalty on delinquent rent shall constitute an went of default of this Lease. V• RIGHTS MD OBLIGATIONS Op LBSSB$ 7 w s 101 M, I MHON LNUil /page 4 FR, . �n . ud a b i - t-IFFTM K7rTATTo w (7) Onit Poffiesudim. Lessee shall quit possession of the Promises at the and of the primary term of this Lease or any renewal or extension thereof, and deliver up the Promises to Lessor in as good condition as existed whm possession was taken by Lessee, reasonable wear and tear excepted. ,'.:.. The Parking . i N w� motor Alt an +Y l M.. Aw YN by Losses, M be subject to any requlations, restrictions or dirofti imposed by Lessor. rocu " '� • M � N NV YF ., . M . M A� w, w' D. -a U914ti2na. should Losses violate any laM, rule, restriction or regulation of the Lessor of Denton or the Federal Aviation Administration, or should the Less" angage its or MR= LBABB /Page 9 quality, design, appearance# and general plan of the established the Lessor's luster Plan for the Ai as approved by the City Council, copies which are on file at the Office of the Airport Manager and the City secretary. (Z) The regulations and requirements of the Lessor's Building, Fire, $lectrical, Plumbing, and other applicable Codes and ordinances of Lessor applicable to the improvements to be made. (3) All buildings, including hangers, shall be designed and constructed so as to have an anticipated life of at laast thirty -five (35) years. (4) Any rules or regulations of the any Federal or state agency having jurisdiction thereof. (5) Contain the estimated cost of the construction of the improvements to be made. C. AngrMl ,gf Plans. Within sixty (dC) days of 1 1e submission of plat and plans, and pa of a c fees, Lessor shall approve or disapprove plat a plans, Should Lessor fail to approve or disapprove of the required plat or plans within the sixty (40) days, the plat plans 1 be deemed approved. should the Lessor timely disapprove the plat or plww# it shall Vivo o of for the disa al. construc tion of any improvements shall begin unt and unless the plans and specifications are approved by Lasser,. obstructions taxiway • 'ill 7X W ! . �, i; ,� W defects. of access A..:. be subject to the reasonable rules 0 regulations, or directives of T. In the went that Lessee should rentme any building or hear from the Promises, there such removal is au oritted by this Lease, Losses herein agrees to Comply with a following tormst (1) Prior to commencing the hangar or building removal process, the Less** and Lessor shall agree on the best method to remove the building, including where to out water lines, electrical wire, plumbing and other fixtures or utilities, so so to out said fixtures to allow the future use of theme fixtures. (Z) The buildings shall be removed surface of the concrete slab a. from the t sinks, Colones, , of out utiii y lines. All interior fixtures shall be removed including dividing walls and all other items or f' ures that would prevent the concrete slab from being as free as possible from all obstructigns. (J) Removal of hangars or buildings shall begin and be Com WISted prior to Lessees designated termination data. (4) All hangar and building slabs, aircraft parking aprons, taxiways, and all other similar improvements on the Promises shall remain on the Premises and shall booms the Property of the Lessor without costs to Lessor. (S) • Lessee shall be responsible for the removal of all refuse and debris from the Premises prior to vacating the Premises. (6) Losses shall be responsible for all Costs involved in the removal of the hangar or building, including costs of permits or fees. (7) Losses shall be responsible for any damage caused to any MON LMZ/Page 12 improvenants on the Promises during the building or hangar removal process# and Lesson herein agrees to repair or replace, at lessee's expenses, any improvem mts damaged by Lessise, during the removal of said structures. VIII. SUBAOOATION OF KOATUCER Z. As a condition precedent to the exercise of the right granted to Lender by this paragraph, Lender shall notify 11 taken payments �►n such Lesser loans all shall by it in *the event also _delin r s it a notify Lessor, in writing, on any change.in the identity or address of the Lender. IX. INSURANCE B. All policies shall be issued by a ooapany authorised to MMON LZMA/Pai 13 XI. ON BY LSBSOR 7111 the terss, restrictions, covenants, and conditions pertaining to the use and occupancy of the Promise are conditions of this Lease and the failure of the Lessee to comply with any of XAMON LBABS /Page 15 the terms, conditions, restrictions, covenants, and conditions shall be considered a default of this Leave, and upon default, the Lassor shall have the right to invoke any one or all of the following remedies. C, in addition to termination of this Lease for the breach of terms and conditions heroin, the Lessor shall have the right to terminate, this Lease for the follow sons: (1) In the event that Losses shall file a voluntary petition in bankruptcy or proasedings in bankruptcy shall be instituted against Lessee and Lessee thereafter is adj udioated ba pursuant to such proceedings, or any court shall to Jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any federal reorganisation act= or if a receiver shall take jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any federal reorganisation acts or if a receiver for Lessee's assets is appointed. (2) In the event that Lessee should make an assignment of this Lease, for any reason, without the approval of and written consent from Lassor. D. Upon termination or cancellation of this Lease and provided all monies due Lessor have been paid, Lasses shall have the right to remove its personal propertyj provided such removal does not cause damage to any part of the Han , structure or improvemaents. Losses shall remove all personal property from the Premises within tan ( 0) days after, the termination. If Losses fails to remove NANON LUSE/Page 16 XII. CANCELUTION BY IMOM Upon the happening of any of the four events listed in the preceding paragraph, such that the Promises cannot be used for authorised purposes, then Loss may cancel this Lease or may elect to continue this Lease render its terano In the event that Lessee should elect to cancel this Lease as XRNCN LZMZ/Page 17 XIII. HISCBLLi Mus mVIBIONs A. ire a a t. This Lease constitutes the entire understanding between the parties and as of its effective date supersedes all rior or independent agreements between the a ies erin the sub ?In e matter hereof. a or i Lion hereof shall I writing signed by both parties. IMBON LCUS/Page 18 E. If any provision hereof shall be finally declared void or ll al by any c or administrative agency having jurisdiction, t e entire losase shall not be voids but the remaining provisions shall continue in effect as nearly as possible In accordance with a original intent of the parties. F. mod• Any notice given by one party to the other in connection with this Lease shall be in writing and shall be sent by registered nail, return receipt requested, with postage and registration fees prepaid, as follows: 1. If to Lessor, addressed to: City Manager City of Denton 2i5 E. McKinney Denton, Texas 76201 2. If to Lasses, addressed to: Hart S. Mahon 1803 Concord Lane Denton, Texas 76205 Notices shall be damned to have been received on the date of receipt as shown on the return receipt. Go Joan. The headings used in this Lease are intended for Convenience of reference only and do not define or limit the scope or meaning of any provision of this Lease. H. osovarn4= law. This Lease is to be Construed in accordance with the laws of the State of Texas. IN WITNZ88 WMMOF,, the parties have executed this Lease as of the day and year first above written. MAHON IaW21Pag4k 19 APPROVED AS TO LEGAL FORK DEBRA ADANI DRAYOVITCH, CITY ATTORNEY BYs STATE OF STATE OF TEXAS CO[1NTY OF DENTON STATE OF TEXAS COUNTY OF DENTON BARON MME/Page 20 s A 1.033 Away 4 ... ATTACHMSHT "A" r EASEMENTS ArA�i 02A 'NA SCALE 1 200 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENT' IN Legislation Text File #: ID 16 -213, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune February 16, 2016 SUBJECT Consider adoption of an ordinance approving assignment of a Commercial Operator Airport Lease Agreement between the City of Denton, Texas and Triangle Aviation dated April 17, 2001 and as assigned to Charles N. Davis, III by City of Denton Ordinance 2006 -020 and as further assigned to Nebrig Properties, L.P. by City of Denton Ordinance 2008 -254 dated October 21, 2008 to January Aviation, L.L.C.; and, providing an effective date. Council Airport Committee recommends approval (3 -0). BACKGROUND Nebrig Properties, L.P. has agreed to sell the hangar located at 4650 John Carrell Drive on Denton Enterprise Airport (Exhibit 1) to January Aviation, LLC. This property was formerly the location of Longhorn Helicopter flight training which is now owned and operated by US Aviation Group from another hangar at Denton Enterprise Airport (DTO). OPTIONS 1. Approve property transfer as presented by staff, 2. Direct staff to consider alternate terms and conditions for property transfer. RECOMMENDATION Airport Staff recommends approval of property transfer. ESTIMATED SCHEDULE OF PROJECT Property lease transfer is required for January Aviation to complete their purchase of property improvements. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Council Airport Committee met on January 19, 2016 and recommended approval of the property lease transfer. FISCAL INFORMATION This property lease is for 18,000 square feet of land originally leased at a rate of $2,700.00 annually. The current lease began in April 2001 and the primary term continues through April 2031, with two (2) consecutive options to renew for ten (10) years at a rate to be negotiated when exercised. The current annual lease rate is $ 3,496.32. City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -213, Version: 1 A transfer fee of $500 will be paid by Nebrig Properties, L.P. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Site of Nebrig Properties hangar purchased by January Aviation, LLC; 2. Lease Transfer Ordinance with consent agreement Respectfully submitted: Quentin Hix Director of Aviation City of Denton Page 2 of 2 Printed on 2/12/2016 ORDINANCE NO. AN ORDINANCE APPROVING ASSIGNMENT OF A COMMERCIAL OPERATOR AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND TRIANGLE AVIATION DATED APRIL 17, 2001, AND AS ASSIGNED TO CHARLES N. DAVIS, III BY CITY OF DENTON ORDINANCE 2006 -020 DATED JANUARY 17, 2006 AND AS FURTHER ASSIGNED TO NEBRIG PROPERTIES, L.P. BY CITY OF DENTON ORDINANCE 2008 -254 DATED OCTOBER 21, 2008 TO JANUARY AVIATION, L.L.C.; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS: SECTION 1. The City Manager or his designee is hereby authorized to execute an assignment of a Commercial Operator Airport Lease Agreement between the City of Denton and Nebrig Properties, L.P. dated October 21, 2008 to January Aviation, L.L.C. in substantially the form of the Consent To Assignment Of Ground Lease which is attached to and made a part of this ordinance for all purposes. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ......... day of ,_, 20 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: LEASE ASSIGNMENT OF PAD SITE AT 4650 JOHN CARRELL ROAD DENTON ENTERPRISE AIRPORT DATE :January 6, 2016 ASSIGNOR: Nebrigl uW, � �P ASSIGNEE :January Aviation, L.L.C. LEASE ASSIGNMENT: Date: February 2, 2016 Landlord: City of Denton Tenant: Assignor assigns to Assignee Tenant's interest in the lease. A. Assignee Agrees To: 1. Assume Tenant's Obligations under the lease. 2. Accept the premises in their present "as is" condition. 3. Complete all obligations of purchase from Assignor prior to this assignment becoming effective. B. Landlord consents to this assignment: 1. Landlord agrees that provisions of this Lease Agreement shall transfer solely to Assignee upon approval of assignment by Landlord. C. Assignor agrees that: 1. Assignor confirms that the land lease and hangar ownership with respect to the property at 4605 John Carrell Road is to be transferred to January Aviation, L.L.C. upon approval of Landlord 2. Assignor will pay or will cause the Assignee to pay to Landlord a $500 transfer fee. PREVIOUS ASSIGNMENTS: January 17, 2006 — Triangle Aviation to Charles N. Davis, III October 8, 2008 - Charles N. Davis, III to Nebrig Properties, LP Original Date of Lease: April 17, 2001 between City of Denton and John Brown, President, Triangle Aviation, Inc. January Aviation, L.L.C., Assignee Consent: City of Denton, Landlord George C. Campbell, City Manager Nebrig Properties, Assignor STATE OF TEXAS COUNTY OF DENTON Approved As To Legal Form Anita Burgess, City Attor ey By: This instrument was acknowledged before me on the 8 day of JAALVAley , 20 1 (P, by January Aviation, L.L.C., Jim Lancaster, Assignee. STATE OF TEXAS COUNTY OF DENTON My Commission Expires /3 7 a/� (or Notary Stamp) This instrument was acknowledged before me on the 6�-- day of a 201, by Nebrig Properties, LP, Mike Nebrig, Managing Partner, Assignor. C�JOAN M. DAVIS mmission Expires e 1e, 2018 [SEAL] y Nota Public, State of Texas My Commission Expires (or Notary Stamp) STATE OF TEXAS COUNTY OF DENTON This instrument was acknowledged before me on the day of 20 , by George C. Campbell on behalf the City of Denton, Texas, a municipal corporation. [SEAL] Notary Public, State of Texas My Commission Expires (or Notary Stamp) City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -214, Version: 1 DEPARTMENT: CM/ ACM: Date: Agenda Information Sheet Airport Jon Fortune February 16, 2016 SUBJECT Consider adoption of an ordinance approving assignment of a commercial operator Airport lease agreement between the City of Denton, Texas and Bruce Brown dated December 6, 1994, and as assigned to Ralph Slater by City of Denton Resolution R95 -014 dated February 7, 1995 to Petersen Hangars, LLC; and, providing an effective date. Council Airport Committee recommends approval (3 -0). BACKGROUND On September 11, 2015, Petersen Hangar, LLC accepted the transfer of the property lease on which JVC Hangars, LLC (John Vann) had previously constructed nine (9) hangar units in two (2) buildings located at 4736 Lockheed Lane, Denton Enterprise Airport (Exhibit la and lb). The JVC Hangars, LLC lease was previously approved by the City Council in a manner which allowed administrative approval of the property lease transfer. Sean Petersen, Manager for Petersen Hangar, LLC, indicated to Airport Staff that he was planning to purchase more hangars at Denton Enterprise Airport and would seek transfer of the property leases on which purchased hangars are situated. In December 2015, Petersen Hangar, LLC purchased the hangar located at 922 Aeronca (Exhibit 2) from Ralph Slater. Because the purchase did not involve a financial institution requiring a lien on the property improvements purchased, the transfer of the property lease was not required to coincide with the hangar purchase. Mr. Slater, subsequently, has requested that the property lease transfer to Petersen Hangar (Exhibit 3). OPTIONS 1. Approve the property lease transfer as presented by staff; 2. Direct staff to consider alternate terms or conditions for the lease transfer. RECOMMENDATION Airport Staff recommends approval of the lease as proposed. ESTIMATED SCHEDULE OF PROJECT Petersen Hangar, LLC has completed purchase of the property improvement from Ralph Slater and will assume the property lease when approved by the City Council. PRIOR ACTION/REVIEW (Council, Boards, Commissions) City of Denton Page 1 of 2 Printed on 2/12/2016 File M ID 16 -214, Version: 1 The Council Airport Committee met on January 19, 2016 and recommended approval of this property lease transfer. FISCAL INFORMATION This property lease was originally for 20,865 square feet of land at a rate of $ 1,636.92 annually. The current lease began in December 1994 and continues through April 2025. Petersen Hangar, LLC has indicated an intent to request a new lease term under a negotiated rate to continue operation of the hangar he has purchased. The current annual lease rate is $ 2,910.24. A transfer fee of $500 will be paid by Petersen Hangar, LLC. Petersen Hangar, LLC has invested significantly in hangar maintenance in order to conform to redevelopment plans for the oldest area of Airport development. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Site of JVC hangars purchased by Petersen Hangar, LLC; 2. Site of Slater Hangar purchased by Petersen Hangar LLC; 3. Lease transfer ordinance with lease attached. Respectfully submitted: Quentin Hix Director of Aviation City of Denton Page 2 of 2 Printed on 2/12/2016 J L L_J MMMM r A Ap� L B C angas, LLC uilding Site L . Ld Y SSSI IT 4"II 11 y 4 ""..��f I.: haw_, r, %, �SITE L _X 111 ! F TT 7,7,, j! 71, L LJ L IN�!fwnYCy 71Y901150' woo tr M. C (T_ TEXAS VYARrM.ENT Or 7RANSPGRTATIO?{ AIRPORT SPONSOR AVIATION DIV-SiON ❑ kP A.'"DVED 9�-QTANC 70 1 AA AC CH 6 CJWf;l W.) fFVrM KkELUVENT DERVIED 04 IRS -LLIS THE FI[0UIC4XTS Or 0i, fAVORALLE 6411"CMENIA-1 ALF 35 APPRMM ANTI SLIPPIUMID By MWORI FII`oNC PR"? TU TK SJAAI or M;y LAkn ACWS'YICN Spo'*D" M CCLSMICTIDN AND M Fk. 7L1.V "()"-I SIJUCT—M 0 01-- APPPM AC-W!"G T.0 fAA I-1 ' ">I 6 PWS THE ODND.Ir.CNS/COWIJ��M 144 LE77k DATED Mr-" a, coffmii TERMINAL AREA DRAWING T DENTON AIRPOR DENTON, TEXAS' Exhibit lb d~ 3m uj c r i rev t i ann 1 4 A 41 r u r w . wLD I Cl��cT( V} 111 ,.� I -L VGI J w T vl d C5 Qi Q ® z n �7, CD cn LLJ U s-k w Y. r k 9F � 0 Nl y C rce At \ R7 Wi ! 1nS F I .n�•a�r � � �� .�� Lr�o ,k r -� r ORDINANCE NO. AN ORDINANCE APPROVING ASSIGNMENT OF A COMMERCIAL OPERATOR AIRPORT LEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BRUCE BROWN DATED DECEMBER 6, 1994, AND AS ASSIGNED TO RALPH SLATER BY CITY OF DENTON RESOLUTION R95 -014 DATED FEBRUARY 7, 1995, TO PETERSEN HANGARS, LLC; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON, TEXAS HEREBY ORDAINS: SECTION 1. The City Manager or his designee is hereby authorized to execute an assignment of a Commercial Operator Airport Lease Agreement between the City of Denton and Ralph Slater dated February 7, 1995 to Petersen Hangars, LLC in substantially the form of the Consent To Assignment Of Ground Lease which is attached to and made a part of this ordinance for all purposes. SECTION 2. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of __.. ... , 20_ CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: k-;- CONSENT TO ASSIGNMENT OF GROUND LEASE WHEREAS, the City of Denton, Texas (the "Master Landlord ") is the sole landlord under that certain Airport Lease Agreement - Commercial Operator dated December 6, 1994 entered into between the Master Landlord, as landlord, and Bruce Brown ( "Brown "), and as assigned to Ralph Slater by Resolution R95 -014 dated effective February 7, 1995 as tenant (the "Ground Lease "); and WHEREAS, the Ground Lease covers approximately 0.479 acres of land located at 922 Aeronca Drive, Denton, Texas, and being more particularly described in the Ground Lease, attached hereto as Exhibit A and incorporated herein for all purposes; and WHEREAS, the interest of Ralph Slater as tenant under Ground Lease was assigned to Petersen Hangars, LLC ( "Assignee ") on or about November 3, 2015 with the approval and consent of Master Landlord; NOW, THEREFORE, in consideration of the mutual covenants set forth herein and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Master Landlord hereby consents to Assignor's assignment of the Ground Lease to Petersen Hangars, LLC ( "Assignee ") on the following terms and conditions: Assignee agrees to assume and be fully liable for the performance of each and every term, prevision, covenants duty andob�li gation,of Assignor under,the,Ground-1;ease- including, without- limitation, the duty to make any and all payments of rent. This Consent to Assignment of Ground Lease shall in no way release Assignee from any of its covenants, agreements, liabilities and duties under the Ground Lease. Nothing herein contained shall be deemed a waiver or release of any of the Master Landlord's rights under the Ground Lease. Assignor shall pay to the Master Landlord a transfer fee equal to $500.00 in connection with Master Landlord providing its consent to the Assignment of the Ground Lease. Assignor will pay or will have Assignee pay all of the Landlord's administrative costs on handling and processing the assignment of the Ground Lease from Assignor to Assignee, including without limitation, all of Landlord's reasonable attorneys' fees and Landlord's staff time associated with said assignment. PREVIOUS ASSIGNMENT: Lease Assignment of Commercial Operators Lease at Denton Municipal Airport dated February 7, 1995 between Bruce Brown as assignor and Ralph Slater as assignee. EXECUTED on this J_ day of sti , 20 /3� C;\ Users \111851.CODAD \AppData \Local \Microsoft \Windows \Temporary Internet Files\ Content .Outlook \VQ74QYCI \CONSENT TO SLATER ASSIGNMENT OF GROUND LEASE.docx City of Denton, Texas M. Attest: Jennifer Walters, City Secretary Approved as to Legal Form: Anita Burgess, City Attorney George C. Campbell, City Manager By: — V(Aboz�� ACYNGWLEDGED AND AGREED,. Assignor: �M By: , X ' Ralph Slater ASSIGNEE: Petersen, President C;\ Users \111851.CODAD\AppData \Local \Microsoft \Windows \Temporary Internet Files\ Content .Outlook \VQ74QYCI \CONSENT TO SLATER ASSIGNMENT OF GROUND LEASE.docx n � r RESOLUTION N0. -QI A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, APPROVING THE ASSIGNMENT BY BRUCE BROWN OF THE "TRACT B" LEASE OF AIRPORT PROPERTY TO RALPH SLATER, SAID PROPERTY CONSISTING OF 20,865.24 SQUARE FEET; AND PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City of Denton has leased airport property to Bruce Brown, one such lease being identified as "Tract B"; and WHEREAS, Bruce Brown wishes to assign his interest in the "Tract B" leased facilities to Ralph Slater; and WHEREAS, Bruce Brown is required to obtain the City's written consent to this assignment; NOW, THEREFORE; THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION I. That under paragraph XI (Assignment of Lease) of the "Tract B11 lease between the City of Denton and Bruce Brown dated December 6, 1994, the City of Denton gives its written consent to the assignment dated January 4, 1995 between Bruce Brown and Ralph Slater, attached as Exhibit A. SECTION II. That consent to this attached assignment is sub- ject to and shall be considered valid only for so long as the named Assignee complies with all terms of the "Tract B" lease agreement of December 6, 1994 ]between the City of Denton, Texas and Bruce Brown. SECTION III. That this resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ' day of ,' , 1995. ATTEST: BOB CASTLEBERRY, MA JENNIFER WALTERS, CITY SECRETARY W January 4,1995 This letter is to serve notice that Ralph Slater has reached an agreement with Bruce Brown to assume the "Tract B" lease consisting of 20,865.24 square feet that Bruce Brown has with the city of Denton Texas for land at the Denton County Airport. M .t� slater -RAMP, S la 4rz It -2 o 2.0 So ti Nk a i 45E TxNToN, axfcs rill Io5 BI I- 38?- 9 3-4 S EI EXHIBIT il LVkAd' 444"". VL Wp ORDINANCE NO. ay• - A 30 FILE COP ORIGINAI AN ORDINANCE AUTHORIZING THE CITY MANAGER OF THE CITY OF DENTON, TEXAS TO EXECUTE A GROUND LEASE AGREEMENT BETWEEN THE CITY OF DENTON, TEXAS AND BRUCE BROWN FOR APPROXIMATELY 0.479 ACRES OF PROPERTY LOCATED AT THE DENTON MUNICIPAL AIRPORTI AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: jjZ=jgK 111 That the City Manager is authorised to execute a ground lease agreement between the City of Denton, Texas and Bruce Brawn for agroxi tely 0.479 acres of land located at the Denton Municipal A r�pert, under the terms and conditions contained within this agreement, which is attached hereto and made a part hereof. SECTION II. That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of 1994. ATTEST: ,. .. APPROVED AS TO LEGAL FORM: MICHAEL A. BUCEK, ACTING CITY ATTORNEY B J , MAYOR AIRPORT LIME AGRBBM MT COMMERCIAL OPERATOR THE STATE OF TEXAS S S COUNTY OF DENTON S KNOW ALL MEN BY THESE PRESENTS: WITHISSET8: WHEREAS, Lessor now owns, controls and operates the Municipal Airport (Airport) in the City of Denton, County of Denton, State of Texas; and WHEREAS, Lessee desires to lease certain premises on said airport and construct and maintain an aircraft hangar and related aviation facilities thereon; and NOW, THEREFORE, in consideration of the promises and the mutual covenants contained in this Agreement 0 the parties agree as -foll : FOR AND IN CONSIDERATION of the foregoing and the mutual covenants contained herein, the parties hereby agree as follows: nREFT-71 7 7 1 - K-) AFTi i 1: NOTWITHSTANDING ANY LANGUAGE TO THE CONTRARY HEREINAFTER CONTAINED, THE LANGUAGE IN PARAGRAPHS A THROUGH D OF THIS SECTION SHALL BE BINDING. A. PRINCIPLES OF OPERATIONS. The right to conduct aeronautical activities for furnishing services to the public is granted the Lessee subject to Lessee agreeing: 1. To furnish said services on a fair, equal and not unjustly discriminatory basis to all users thereof; and 2. To charge fair, reasonable and not unjustly discriminatory prices for each unit or service; provided, that the Lessee may be allowed to make reasonable and nondiscriminatory discounts, rebates, or other similar types of price reductions to volume purchasers. B. NON- DiSCRiMINATION: The Lessee, for himself, his personal representatives, successors and interests, and assigns, as a part of Bran Lase ABreemMt - Tract B - Page 1 the consideration hereof, does hereby covenant and agree as a covenant running with the land that: 1. No person on the grounds of race, religion, color, sex, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use of said facilities; 2. In the construction of any improvements, ,,,over, or under such land and the furnishings of services thereon, no person on the grounds of raoe, religion, color, sex, or national origin shall be excluded from in, denied the benefits of, or otherwise be subjected to discrimination; C. 81�=, OEJJMJYJDUALJJ 19 . understood by the Losses that no right or privilege: has been granted � .. . . . w. m performing . w . M. . , on its own aircraft with its own regular ..: (fncluding, but not b,4 M MI maintenance and repair) that it may choose to perform. m D. It is understood and agreed that nothing herein contained shall be construed to grant or authorise the granting of an exclusive right within the meaning of Title 49 U.S.C. Appendix 51349. 1. Lessor reserves the right to further develop or improve the landing area of the airport as it sees fit, regardless of the desires or views of the Lessee, and without interfer- ence or hindrance. 2. Lessor shall be obligated to maintain and keep in repair the landing area of the airport and all publicly owned facilities of the airport, together with the right to direct and control all activities of Lessee in this regard. 3. During time of war or national ergency, ssor, shall have the right to lease the landing, area or any part thereof to the United States Goverment for military or naval, uset . and, if such lease is executed, the provisions of this instrument insofar as they are inconsistent with the BrOMn LNN ABrMWt - Tract 9 - PMP 2 provisions of the lease to the Government, shall be suspended. 4. Lessor reserves the right to take any action it considers necessary to protect the aerial approaches of the airport against obstruction, together with the right to prevent Lessee from erecting, or permitting to be erected, any building or other structure on or adjacent to the airport which, in the opinion of the Lessor, would limit the usefulness or safety of the airport or constitute a hazard to aircraft or to aircraft navigation. 5. This Lease shall be subordinate to the provisions of any existing or future agreement between Lessor and the United States or agency thereof, relative to the operation or maintenance of the airport. __• Lessor, for and in consideration of the covenants and agreements herein contained, to be kept by Lessee, does hereby demise and lease unto Lessee, and Losses does hereby hire and take from Lessor, the following described land situated in Denton County, Texas: A. LM: A tract of land, being approximately 20,865-24 square feat,,..._ or 0. 479 ........ mares, drawn and ....outlnsd......._on.. on,-Attachment, " A" and described therein as Tract B, such attachment being incorporated herein by reference. Together with the right of ingress and egress to said property; and the right in common with others so authorized of passage upon the Airport property generally, subject to reasonable regulations by the City of Denton and such rights shall extend to Lessee's employ- ees, passengers, patrons and invitees. For .purposes of this agreement, the term "Premises" shall mean all property located within the metes and bounds described and identified within Attachment "A" as Tract B, including leiaseliold improvements con- structed by the Lessee, but not including certain easements or property owned and /or controlled by the Lessor. Lessee further agrees and grants to all other properties described or depicted on Attachment " "A"", (specifically including the property located in the northeast quadrant of the survey plat, not identified by a tract designation or defined by field notes) the right of ingress and egress across the concrete taxiway as shown on attachment A. B. : NONEs There will be no improvements provided by Lessor, except as set forth in• Article II.D. "Access to Utilities " below. For the purpose of this Agreement, the term "Lessor improve- ments" shall mean those things on the leased premises belonging to, constructed by, or to be constructed by the Lessor, which enhances Brown LNM AoroWAnt - Troot B - P "e 3 or increases,. or will enhance or increase, the value. or quality of the leased land or property. Unless otherwise noted herein,,. all Lessor improvements are and will remain the property of the Lessor. All Lessor improvements must be described in detail above, or above referenced and attached to this Agreement in an exhibit approved by the Lessor. C. EASEMENTS. Lessor and Lessee by mutual agreement may establish, on the lease premises, easements for public access on roads and taxiways. D. ACCESS TO UTILITIES. Lessor represents that there are water and 3 -phase electricity lines within three hundred feet (3000) of the leased premises available to "tap -in" by Losses, and that the same are sufficient for usual and customary service on the leased premises.' III. TM Lessee covenants and agrees to pay Lessor, as consideration for this lease, the following payments, rentals and fees: A. LAND RENTAL shall be due and payable in the sum of One Thousand Six Hundred Thirty -Six and 92/100 Dollars ($1,636.92) per year, payable in twelve (12) equal monthly installments in the sum of One Hundred Thirty -Six and 41/100 Dollars ($136.41) in advance, on or before the first day of each and every month during the term of this agreement. Notwithstanding the foregoing, the annual lease rental is to be reduced by the product of $0.078452 per square foot, times the number of square feet comprising all easements established in accordance with Article 11(c). B. LZIfiQR INgEMEXIMS UAL§. NONE: There are no Lessor improvements on the leased premises. C. PAYMENT. PENALTY, ADJUSTMENTS. All payments due Lessor from Lessee shall be delivered to the Airport Manager, unless otherwise Brown Lane Agreement - Treat B - Pme 4 Brawn LOM Agressmint - Tact a - POP 5 purchasing power of the consumer dollar during the term of this lease, the remaining rental adjustments called for in this section shall be made using the most nearly comparable statistics published by a recognized financial authority selected by Lessor. V. AI4ETS AND OBLIaATIm gZ LESSEE A. USE OF LEASED PREUMO Lessee is granted the non - exclusive privilege to engage in or provide the followings 1. Hangar Leases and Rental. The rental or lease of hangars and hangar space and related facilities upon the leased premises. 2. Office Snaaa Leass or Rental. The rental or lease of office space in or adjoining Lesseels hangars. 3. Aircraft Storage and Tie Down. To provide parking, storage and tie down service, for both Lessee8s and itinerant aircraft upon or within the leased premises. B. STANDARDS. Lessee shall meet or exceed the following standards: 1. &ddXgn. Lessee shall file with the Airport Manager and keep current their mailing addresses, telephone numbers and contacts where they can be reached in an emergency. 1. Ljj, -. Lessee shall file with the Airport Manager and keep current a list of its tenants and sublessees. 3. CondUgti. Losses shall contractually abide torms of e„ promptly onforco its contractual 'rights in the event of a default. of such 4. Utilities. Taxes and Fees. Lessee shall most all expenses and payments in connection with the use of the Premises and the rights and privileges herein granted, including the Brown Ln" AYruNW4 . Treat 5 - Pop 6 leased land or remises for restaurant, private club t industrial, commercial o; authorized herein. I m Brown Lome Aareemt - Treat 0 - Page, 7 drown LOW AgreMnt - Tract B - POP 8 Lessor hereby agrees as follows: ..rw� it is expressly understood and agreed by and between Lessor and Lessee that this lease agreement is subject to the following special terms and conditions. Brown Lease ABresivent - Treat B • Page 9 A. REQUIREMENTS. Before commencing the construction of any improvements upon the premises, Lessee shall submit: 1. Documentation, specifications, or design work, to be approved by the Lessor, which shall establish that the improvements to be built or constructed upon the base premises are in conformance with the overall' size, shape, color, quality and design, in appearance and structure of the program established by the Lessor on the Airport. 2. All plans and specifications showing the. location upon the premises of the proposed construction= 3. The estimated cost of such construction. BW AQUI L19HAL COREM IKEMXZMM. Lessee is hereby authorized to construct upon the land herein leased, at its own cost and expense, buildings, hangars, and, structures, that, Lessor and Lessee mutually agree are necessary for use in connection with the operations authorized by this lease, provided however,, before commencing the construction of any improvements upon the premises, Lessee shall submit plans and specifications•:Uor approval by Zessor as specified in Article VIII.A., above. C. OWNERSHIP OF IMPROVEMENTS. All buildings and improvements constructed upon the premises by Lessee shall remain the property of Lessee unless said property becomsethe property of Lessor under the following conditions, terms and provisions: 1. Removal of Buildings. No building or permanent fixture may be removed from the premises. Brown Lase Agraunt - Tract B - Page 10 2. Assumption. All buildings and improvements of whatever nature remaining upon the leased premises at the and of the primary term, or any extension thereof, of this lease shall automatically become the property of the Lessor absolutely in fee without any cost to Lessor. 3. Building Life. It is agreed that the life of the building to be constructed by Lessee on the property herein leased is twenty -five (25) years. 4. Cancellation. Should this lease be cancelled for any reason before the end of the twenty -five (25) year torm, it is especially understood and agreed that Lessor reserves the right to purchase all buildings, structures and improvements then existing upon the premises by tendering to Lessee one twent -fifth (1/25) cif the undepreciated value of such building for each year remaining on the agreed life of such building. The undepreciated value of all improvements is to be determined by having such improvements appraised by three appraisers, one appointed by Lessor, one appointed by Lessee and one appointed by the two appraisers. IZ. LM):N • �.Y Lessor shall have the right to establish easements, at no cost to Lessee, upon the leased ground, space for the purpose of providing underground utility services to, from or across the airport property or for the construction of public facilities on the Airport. How- ever; any such easements shall not interfere with Lessee "s use of the leased premises and Lessor shall restore the property to orig- inal condition upon the installation of any utility services on, in, over or under any such easement or the conclusion of such vonstruc= tion. Construction in or at the easement shall be completed within a reasonable time. Brown Lens Agrmmt - Tact B - Pqp 11 zz. AfisZOME r of LZUR zss. INAMRAM A. EMIRED INSURANCE: Lessee shall maintain continuously in effect at all times during the term of this agreement, at Lessoats expense, the following insurance coverage: the leased premis es,- the Lessee or its company, its operations on the airport. 2. Aircraft liability to cover all flight operations of Lessee. 3. Fire and extended coverage for replacement value for all facilities used by the Lessee either as a part of this agreement or erected by the Lessee subsequent to this agreement. 4. Liability insurance limits shall be in the following minimum amounts: Bodily Injury and Property Damage: One Million Dollars ($1,000,000) combined single limits on a per occurrence basis. 5. All policies shall name the City of Denton as an additional named insured and provide for a minimum of thirty (30) days written notice to the City .prior to the effective date of any cancellation or lapse of such policy. 6. All policies must be approved by the Lessor. 7. The Lessor shall be provided with a copy of all such policies and renewal certificates. Brown Lee" ABreawt - Treat B - Pop 12 During the term of this lease,, Lessor herein reserves the right to adjust or increase the liability insurance amounts required of the Lessee, and to require any additional rider, provisions, or certificates of insurance, and Lessee hereby agrees to provide any such insurance requirements as may be required by Lessor; provided however, that any requirements shall be commensurate with insurance requirements at other public use airports similar to the Denton Municipal Airport, in size and in scope of aviation activities, located in the southwestern region of the United States. Lessee herein agrees to comply with all increased or adjusted insurance requirements that may be required by the Lessor throughout the original or extended term of this lease, including types of insur- ance and monetary amounts or limits of insurance, and to comply with said insurance requirements, within sixty (60) days following the receipt of a notice in writing from Lessor stating the following receipt of a notice in writing from Lessor stating the increased or adjusted insurance requirements. Lessee shall have the right to maintain in force both types of insurance and amounts of insurance which exceed Lessor's minimum insurance requirements. In the event that State law should be amended to require types of insurance and /or insurance amounts which exceed those of like or similar public use airports in the southwestern region of the United States of America, then in such event, Lessor shall have the right to require that Lessee maintain in force types of insurance and /or amount of , insurance, as- specif ied by�State -. law'*' ......... Failure of Lessee to comply with the minimum specified amounts or types of insurance as required by Lessor shall constitute Lossee's default of this Lease. lIII. osLLBTXCK By LBSSOB in the event that Lessee shall file a voluntary petition in bankruptcy or proceedings in bankruptcy shall be instituted against it and Lessee thereafter is adjudicated ban4pipt pursuant to such proceedings, or any court shall take jurisdiction of Lessee and its assets pursuant to proceedings brought under the provisions of any Federal reorganization act, or Lessee shall be divested of its estate herein by other operation of law; or Lessee shall fail to perform, keep and observe any of the terms, covenants, or conditions herein contained, or on its part to be performed, the Lessor may give Lessee written notice to correct such condition or cure such default and, if any condition or default shall continue for thirty (30) days after the receipt of such notice by Lessee, then Lessor may, terminate this lease by a written notice to Lessee. In the event of default, Lessor has the right to purchase any or all structures on the leased premises under,the provisions of Section VIII Paragraph D (Cancellation) hereof. Brown LNio ABrowNnt - Tract B - Pap 13 z =v. 9ANMZMXON BY LEMBRE Lessee may cancel this Agreement, in whole or part, and termi- nate all or any of its obligations hereunder at any time, by thirty (30) days written notice, upon or after the happening of any one of the following events: (1) issuance by any court of competent jurisdiction of a permanent injunction in any way preventing or restraining the use of said airport or any part thereof for airport purposes; (2) the breach by Lessor of any of the* covenants or agreements contained herein and the failure of Lessor to remedy such breach for a period of ninety (90) days after receipt of a written notice of the existence of such breach; (3) the inability of Lessee to use said premises and facilities continuing for a longer period than ninety (90) da�a due to any law or any order, rule or regula- tion, of any ap opr ate governmental authority having jurisdiction over the operations of Lessor or due to war, earthquake or* other ca ialty; or (4) the assumption or recapture by the United states Government or any authorized igency thereof the maintenance and operation of said airport and facilities or any substantial part or parts thereof. A. ENTIRE AGREEMENT. This Agreement constitutes the entire understanding between the parties and as of its effective date supersedes all prior or independent Agreements between the parties covering the subject matter hereof. Any change or modification hereof shall be,4n writing signed by both parties. B. BINDING EFFECT. All the covenants, stipulations and agree- ments herein shall extend to, bind and inure to the benefit of the legal representatives, successors and assigns of the respective par- ties hereto. C. AZZMMILITXI. if a provision hereof shall be finally declared void or illegal by any court or administrative agency.hav- ing jurisdiction, the entire Agreement shall not be void; but the remaining provisions shall continue in effect as nearly as possible in accordance with the original intent of the parties. D. RMIrml. Any notice given by one party to the other in connection with this agreement shall bar in writing and shall be sent by registered mail, return receipt requested, with postage and registration fees prepaid as follows: Brown Leese Aorswmt - Tract I - Pop 14 1. If to Lessor, addressed.to: City Manager City of Denton Denton, Texas 76201 2. If to Lessee, addressed to: Mr. Bruce Brown Route 3 Roanoke, Texas 76262 Notices shall be deemed to have been received on the date of receipt as shown on the return receipt. E. HEADINGS. The headings used in this Agreement are not intended for convenience of reference only and do not define or limit the scope or meaning of any provision of this Agreement. F. GOVERNING LAW. This Agreement is to be construed in accordance with the laws of the State of Texas. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first above written. CITY OF DENTON, TEXAS, LESSOR BY: ATTEST: JENNIFER WALTER, CITY ECR TAR CITY OF DENTON, TEXAS BOB CASTLEBERRY, MAYOR APPROVED AS TO LEGAL FORM: MICHAEL A. BUCEK, ACTING CITY ATTORNEY CITY OF DENTON* TEXAS Brown Lease Agreement - Tract B - Papa 15 w 01 THE STATE OF TEXAS S /rows NNe Aoreamt - Treat 3 - Page 16 I January 4,1995 This letter is to serve notice that Ralph Slater has reached an agreement with Bruce Brown to assume the "Tract B" lease consisting of 20,865.24 square feet that Bruce Brown has with the city of Denton Texas for land at the Denton County Airport. INAiu� px� M, t 12hIPk s 1g4R it AO 3.0 So4Aklt i4gF. 'DS.LNTonJ I--ax f, s I& lip S `bII- S91 -93 -4 S City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -216, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Municipal Judge's Office CM/ ACM: Robin A. Ramsay, Presiding Municipal Judge Date: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas, appointing Robin A. Ramsay as Presiding Judge for the City of Denton Municipal Court of Record; establishing a term of office for the Presiding Judge beginning on the 4' day of March 2016, and extending through March 3, 2018; providing for reappointment and term of office in accordance with the Texas Constitution and applicable state statutes; authorizing the Mayor to execute a contract for term of office; and ratifying terms of contract; and declaring an effective date. BACKGROUND The judicial appointment for a term of office is more a question of legal authority, and is not merely an issue of employment or compensation. The judicial appointment process under the Denton City Charter, Code of Ordinances and Chapter 30 of the Texas Government Code is intended to address the validity and enforceability of the Court's judgments and orders. While the Presiding Municipal Judge serves at the pleasure of the Council, the statutory period of appointment is for a specific two (2) year period. Under Article VI, Section 6.03 of the Denton City Charter, as well as Article 11, Section 19 -36 of the Denton Code of Ordinances, the Presiding Judge shall be appointed in even - numbered years, and the alternate judges appointed in odd - numbered years. While statutory and case law provides for the "automatic re- appointment" of municipal judges once appointed, this Council has, over the past few years, brought a degree of regularity to this process by taking the affirmative action of appointing or re- appointing the Presiding Judge and Assistant Judges for the Denton Municipal Court, as provided by ordinance and statute. OPTIONS The City Council may appoint any persons they feel are qualified and competent to serve in the capacity as Presiding Municipal Judge for the City of Denton Municipal Court, and could continue to do so in regular increments every two years. In the alternative, the Council could rely on provisions of state law that provide for the automatic re- appointment of municipal judges in the event of inaction by the Council serving for consecutive terms occurring after a judge has been legally appointed once. City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -216, Version: 1 RECOMMENDATION It is the recommendation of the Judge's Office that the Council adopt the proposed ordinance of appointment so as to comply with the Denton City Charter and Code of Ordinances and Chapter 30 of the Government Code, and continue to do so on a bi- annual basis, with the Presiding Judge being appointed in even - numbered years and the Assistant Judges appointed in odd - numbered years. FISCAL INFORMATION The appointment or re- appointment of the Municipal Judge will have no fiscal or financial impact, as there are no additional costs or additional positions created. Any compensation will be derived from the currently budgeted amounts. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.1 Enhance public safety in the community EXHIBITS Exhibit 1 - Ordinance Exhibit 2 - Employment Agreement Respectfully submitted: Robin A. Ramsay Presiding Municipal Judge Prepared by: Carla Romine - Haggmark Director of Human Resources City of Denton Page 2 of 2 Printed on 2/12/2016 sAlegal \our documents \ordinances \16 \appointing presiding judge.doc ORDNANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPOINTING ROBIN A. RAMSAY AS PRESIDING JUDGE FOR THE CITY OF DENTON MUNICIPAL COURT OF RECORD; ESTABLISHING A TERM OF OFFICE FOR THE PRESIDING JUDGE BEGINNING ON THE 4t" DAY OF MARCH 2016, AND EXTENDING THROUGH MARCH 3, 2018; PROVIDING FOR REAPPOINTMENT AND TERM OF OFFICE IN ACCORDANCE WITH THE TEXAS CONSTITUTION AND APPLICABLE STATE STATUTES; AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT FOR TERM OF OFFICE; AND RATIFYING TERMS OF CONTRACT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, Sections 6.03 of the Charter of the City of Denton and Chapter 19 of the City Code for the City of Denton authorize the City Council to appoint a Presiding Municipal Judge to preside over the judicial functions of the Municipal Court of Record for the City of Denton; and WHEREAS, Chapter 30 of the Government Code, the Uniform Municipal Courts of Record Act (specifically Section 30.00006) provides that a governing body shall appoint one or more Judges to preside over a municipal court of record; and WHEREAS, Chapter 30.0007 of the Government Code requires that, if there is more than one municipal judge in the municipality, the governing body of the municipality shall appoint one of the judges as the presiding judge; and WHEREAS, Chapters 29 and 30 of the Texas Government Code requires that the Council shall establish two year Terms of Office; and that a Municipal Judge who is not appointed by the 91" day following the expiration of a term of office shall, absent action by the appointing authority, continue to serve for another term of office beginning on the date the previous term of office expired; and WHEREAS, Section 19 -36 of the Code of ordinances for the City of Denton provides that the Presiding Judge shall be appointed in even - numbered years and the Assistant Municipal Court Judges shall be appointed in odd - numbered years; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. That ROBIN A. RAMSAY is appointed as the Presiding Judge for the Municipal Court of Record for the City of Denton, Texas for a two (2) year Term of Office beginning on the 4"' day of March, 2016, and continuing through March 3, 2018, or as further provided herein. SECTION 2. The City of Denton therefore appoints and designates ROBIN A. RAMSAY, as Presiding Municipal Judge and Magistrate for, and under the laws of the State of Texas, with all the powers, rights and duties of said appointment for two (2) year Terms of Office. Said Term of Office shall be automatically renewed and extended and ROBIN A. RAMSAY shall be reappointed for successive terms of two (2) years, unless either the City or sAlegal \our documents \ordinances \16 \appointing presidingjudge.doc the Judge provides written notice of intent that said appointment and contract shall not be renewed at least thirty (30) days prior to the expiration of any such term of appointment. As provided by Section 29.005 of the Texas Government Code, the Presiding Municipal Court Judge shall be reappointed by the 91St day following the expiration of a term of office shall, absent action by the City Counsel for the City of Denton, Texas, and shall continue to serve for another term of office beginning on the date the previous term of office expired. SECTION 3. The Mayor is herein authorized to execute on behalf of the City a Contract for Services with the Presiding Judge, providing for the terms of employment and compensation for each municipal court judge at a later time within said term as the Council deems appropriate. SECTION 4. Should any portions or provisions of the City Code or City Charter for the City of Denton conflict with state law, Chapter 30 (The Uniform Municipal Court of Record Act) shall be controlling authority regarding the terms of appointment, re- appointment, qualifications or removal of a municipal court judge as appointed herein. SECTION 5. The Ordinance shall become effective as March 4, 2016, without lapse or interruption of office as provided by law; all judicial acts, orders and decrees issued in his capacity a Presiding Judge since the date of the expiration of any prior terms are herein ratified, and shall not affect the remainder of any terms of office for the Presiding Judge as referenced above. PASSED AND APPROVED this the day of 12016. ATTEST: JENNIFER WALTERS, CITY SECRETARY IS APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 CHRIS WATTS, MAYOR SALegal\Our Documents \Contracts \16 \Ramsay Employment Agreement.doc STATE OF TEXAS § COUNTY OF DENTON § EMPLOYMENT AGREEMENT This Agreement, made and entered into effective the 0' day of March, 2016 by and between the City of Denton, Texas, a Texas municipal corporation, hereinafter called "Employer," and Robin A. Ramsay, hereinafter called "Presiding Judge," both of whom agree as follows: WITNESSETH: WHEREAS, Employer desires to re- appoint and continue the employment of the services of said Robin A. Ramsay as Presiding Judge of the City of Denton Municipal Court; and WHEREAS, it is the desire of Employer to (1) secure and retain the services of Presiding Judge and to provide inducement for him to remain in such employment, (2) to make possible full work productivity by assuring Presiding Judge's morale and peace of mind with respect to future security, and (3) to act as a deterrent against malfeasance or dishonesty for personal gain on the part of the Presiding Judge; and WHEREAS, Presiding Judge desires to accept continued employment as Presiding Judge of said City of Denton, Texas Municipal Court; and WHEREAS, the parties acknowledge that Presiding Judge is a member of the State Bar of Texas ( "State Bar ") and that Presiding Judge is subject to the Code of Professional Responsibility of the State Bar and shall comply with all conditions and restrictions as set forth for municipal judges under all applicable state statutes and as required under the Texas Code of Judicial Conduct; NOW, THEREFORE, in consideration of the mutual covenants herein contained, the parties agree as follows: SECTION 1. DUTIES. Employer hereby engages the employment services of Robin A. Ramsay as Presiding Judge of said Employer to perform the functions and duties specified by the Code of Judicial Conduct, the Denton City Charter, the City Code, Chapter 30 of the Texas Government Code, the laws of the State of Texas, and all other applicable laws, and to perform other legally permissible and proper duties and functions as Employer shall from time to time assign. Such duties include court sessions, workday arraignments, in -house training, office hours, and other services of the Municipal Court Judge (or Statutory Magistrate) for the City of Denton. sAlegal\ our documents \contracts \16 \ramsay employment agreement.doc SECTION 2. TERM. A. Presiding Judge shall be re- appointed for a term of two years commencing on March 4, 2016 and ending on March 3, 2018. Nothing in this Agreement shall prevent, limit or otherwise interfere with the right of Employer to terminate the services of Presiding Judge in accordance with the provisions of Section 30.000085 of the Texas Government Code. B. Nothing in this Agreement shall prevent, limit or otherwise interfere with the right of the Presiding Judge to resign at any time from his position with the Employer, subject only to the provision set forth in Section 4, paragraph B, of this Agreement. C. Presiding Judge shall continue in the duties of Presiding Judge on March 4, 2016, and agrees to remain in the employ of Employer until March 3, 2018, and except as provided herein, neither to accept other employment nor to become employed by any other employer until this Agreement is terminated by either party as provided herein. The term "employed" shall not be construed to include those outside activities approved in accordance with Section 8 hereof. SECTION 3. SUSPENSION /REMOVAL. Subject to the provisions of Section 4 below, Employer may suspend or remove the Presiding Judge with or without full pay and benefits at any time during the term of this Agreement, but only if: A. Employer and Presiding Judge agree; or B. At least 30 days before the suspension or removal shall become effective, the City Council shall by a majority vote of its members adopt a preliminary resolution stating the reasons for his removal. The reasons for removal shall be in accordance with Section 30.000085 of the Texas Government Code, as amended (the "Reasons for Removal "). Presiding Judge may reply in writing and may require a hearing at a public meeting of the Council, which shall be held not earlier than 20 days nor later than 30 days after the filing of such request. The hearing may be held in executive session, at the option of the Council, unless Presiding Judge requests the hearing be held in open session in accordance with Tex. Gov't Code §551.074. Pending such hearing, the Council may suspend Presiding Judge from duty, but may not suspend or reduce his salary. After such hearing or public hearing, if one be requested, and after full consideration, the Council by majority vote may adopt a final resolution of removal or suspension. SECTION 4. SEPARATION AND SEVERANCE PAY. A. In the event of his separation as Presiding Judge under Subsection 3.A, he shall be entitled to receive a lump sum payment equal to six months aggregated salary. Severance pay is not due for removal under Subsection 3.13. 2 sAlegal \our d0cuments \c0ntracts \16 \ramsay employment agreement.doc B. In the event Presiding Judge voluntarily resigns his position with Employer before expiration of the aforesaid term of his employment, then Presiding Judge shall give Employer 30 days notice in advance, unless the parties otherwise agree. SECTION 5. SALARY. A Employer agrees to pay Presiding Judge for his services rendered pursuant hereto an annual base salary as adopted under the City's annual budget and in accordance with the provisions of Section 30.00006 (h) of the Texas Government Code, payable in installments at the same time as other employees of the Employer are paid. All provisions of the City Charter, City Code, and Rules and Regulations of the City adopted by the City Council relating to vacation and sick leave, retirement and pension system contribution, holidays, and other fringe benefits and working conditions as they now exist or hereafter may be amended, shall apply to Presiding Judge as they would to other employees of the City, which benefits include health insurance, long -term disability insurance, retirement under the Texas Municipal Retirement System, and other benefits as provided to other Council appointees of the City. B. In addition, Employer agrees to increase said base salary and /or other benefits of Presiding Judge in such amounts and to such extent as the Council may determine within the approved budget that it is desirable to do so on the basis of an annual performance review of said Presiding Judge made at the same time as similar consideration is given other Council appointees. C. The Presiding Judge, as one of several appointed magistrates for the City of Denton, may be required to serve as an assigned "Jail Magistrate" to perform magisterial duties related to persons arrested by, and in the custody of the Denton Police Department. In addition to the annual base salary referenced herein, the Presiding Judge shall be paid $165 for each day of service as designated or assigned "Jail Magistrate" when such services are required on a Saturday, Sunday or holiday as designated by the City. SECTION 6. PERFORMANCE EVALUATION. A. The Council shall review and evaluate the performance of the Presiding Judge at least once annually during the time set aside each year for the performance review of other Council appointees. Said review and evaluation shall be in accordance with specific criteria developed jointly by Presiding Judge and Employer. Said criteria may be added to or deleted from as the Council and Presiding Judge shall agree. B. Annually, the Council and Presiding Judge shall define such goals and performance objectives which they determine necessary for the proper operation of the City of Denton Municipal Court, and in the attainment of the Council's policy objectives and shall further establish a relative priority among those various goals and objectives. 3 sAlegal\ our documents \contracts \16 \ramsay employment agreement.doc C. In effecting the provision of this Section, the Council and the Presiding Judge mutually agree to abide by the provisions of applicable law. SECTION 7. HOURS OF WORK. It is recognized by both Employer and Presiding Judge that the duties of Presiding Judge require a great deal of time outside of normal office hours. It is also recognized by the parties that Presiding Judge is required to devote the amount of time and energy necessary to carry out those duties with the highest amount of professionalism possible. That being the case, the parties recognize that Presiding Judge may choose to take personal time off during business hours when it is appropriate and when his duties allow. Although this personal time off is not considered vacation, neither is it to be considered as compensatory time for time spent by Presiding Judge in carrying out his duties outside of normal office hours, as the parties agree that the Presiding Judge must devote the amount of time necessary to fulfill those duties. The Council will consider the Presiding Judge's use of personal time off during the performance evaluation. SECTION 8. OUTSIDE ACTIVITIES. Presiding Judge is entitled to devote whatever amount of time he feels is appropriate under the circumstances to the pursuit of teaching, counseling, consulting, writing, private practice of law, judging for other municipal courts, or other non - employer connected business outside of normal business hours of the Employer, provided that this does not conflict or interfere with his duties of the office of Presiding Judge as required by Chapter 30 of the Texas Government Code, and provided that Presiding Judge first notifies the Council Appointee Performance Review Committee that he intends to engage in such activity, including the amount of time he intends to devote to this activity and his engagement in the activity is approved by the Chair of the Committee. SECTION 9. AUTOMOBILE. The Presiding Judge is required to be on call for 24 hour service, so therefore, must have access to a vehicle for City business. Employer shall grant to the Presiding Judge a car allowance of $338 per month for providing such vehicle. The Presiding Judge shall be responsible for the purchase, maintenance, insurance, taxes, etc. for said vehicle. The monthly allowance will be considered for increase during the performance evaluation process. The Employer also agrees to reimburse Presiding Judge for mileage for out -of- county travel associated with City business at the current IRS rate for mileage reimbursement in accordance with the then current City Travel Reimbursement Policy for City employees with car allowances. SECTION 10. RETIREMENT. A. Employer agrees to execute all necessary agreements provided by the International City /County Management Association — Retirement Corporation (ICMA -RC) for Presiding Judge's participation in said ICMA -RC retirement plans. Employer further agrees to contribute 6% of Presiding Judge's annual base rd sAlegal\ our d0cuments \contracts \I6 \ramsay employment agreement.doc salary to ICMA -RC's 457 plan. All sums contributed to said plans shall be in addition to Presiding Judge's base salary. Employer also agrees to allow Presiding Judge to contribute whatever portion of his base salary he may deem appropriate to said plan, including "catch -up" provisions. B. Employer agrees to pay the percentage of the cost of Presiding Judge's participation in the TMRS retirement program, in accordance with Employer's current policy for other executive -level employees. C. If the Presiding Judge retires pursuant to a qualified retirement plan, or is permanently disabled during the terrn of this Agreement, the Presiding Judge shall be compensated for sick leave, vacation leave, holidays, and other benefits then accrued or credited to the Presiding Judge in accordance with Employer's current policies for compensation for these benefits, and, at the Presiding Judge's option, shall be permitted to continue to participate in the City's health insurance plan on the same basis as other retirees from the City are permitted to do so, or, if such other retirees are not permitted to do so, at the cost of the Presiding Judge. SECTION 11. DUES, MEMBERSHIPS AND SUBSCRIPTIONS. Employer agrees to budget and to pay for the professional dues, memberships, and subscriptions of Presiding Judge necessary for his continuation of full participation in national, regional, state and local associations and organizations necessary and desirable for his continued professional participation, growth and advancement as Presiding Judge, and for the good of the Employer in amounts that are approved by the City Council in the annual budget for the City's Municipal Court Judge — Administration. SECTION 12. PROFESSIONAL DEVELOPMENT. Employer hereby agrees to budget for and to pay the full travel, participation, and subsistence expenses of Presiding Judge for professional and official travel, meetings and occasions adequate to continue the professional development of Presiding Judge, and to adequately pursue necessary official and other functions for Employer, including such national, regional, state and local groups and committees thereof which Presiding Judge serves as a member in the amounts approved by the City Council in the annual budget for the City's Municipal Court Judge - Administration. SECTION 13. BONDING. Employer shall bear the full cost of any fidelity or other bonds that may be required of the Presiding Judge under any law or ordinance. SECTION 14. OTHER TERMS AND CONDITIONS OF EMPLOYMENT. A. The City Council, upon recommendation of the Council Appointee Performance Review Committee and in consultation with the Presiding Judge, shall fix any such other terms and conditions of employment as it may determine from time to time, relating to the performance of Presiding Judge, provided such terms and 5 sAlegal \our d0cuments \c0ntracts \16 \ramsay employment agreement.doc conditions are not inconsistent with or in conflict with the provisions of this Agreement, the City Charter, Chapter 30 of the Texas Government Code, or any other law, and are memorialized by a written amendment to this Agreement. B. All provisions of the City Charter and Code, and regulations and rules of the Employer relating to vacation and sick leave, retirement and pension system contributions, holiday, and other fringe benefits and working conditions as they now exist or hereafter may be amended, also shall apply to Presiding Judge as they would to other employees of the Employer in addition to said benefits enumerated specifically for the benefit of Presiding Judge. SECTION 15. GENERAL PROVISIONS. A. The text herein shall constitute the entire agreement between the parties. B. This Agreement shall be binding upon and inure to the benefit of the heirs at law and executors of Presiding Judge. C. If any provision, or any portion, thereof, contained in this Agreement is held unconstitutional, invalid, or unenforceable, the remainder of this Agreement, or portion thereof, shall be deemed several, shall not be affected and shall remain in force and effect. D. The venue of any litigation involving this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas. SECTION 16. APPROPRIATIONS. The Employer has appropriated, set aside and encumbered, and does hereby appropriate, set aside, and encumber available and unappropriated funds of the City in an amount sufficient to fund and pay all financial obligations of the City pursuant to this Agreement, including, but not limited to the severance pay, salary and benefits set forth and described herein. IN WITNESS WHEREOF, the Mayor as duly authorized by the City Council and on behalf of the City of Denton, has signed and executed this Agreement and the Presiding Judge has signed and executed this Agreement, both in duplicate, the day and year first above written. ATTEST: JENNIFER WALTERS, CITY SECRETARY Me CITY OF DENTON CHRIS WATTS, MAYOR sAlegal \our documents \contracts \16 \rwiisay employment agreement.doc APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY ROBIN A. RAMSAY PRESIDING JUDGE s:Alegal \our documents\ ordinances \16 \appointing presiding judge.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS APPOINTING ROBIN A. RAMSAY AS PRESIDING JUDGE FOR THE CITY OF DENTON MUNICIPAL COURT OF RECORD; ESTABLISHING A TERM OF OFFICE FOR THE PRESIDING JUDGE BEGINNING ON THE 4"' DAY OF MARCH 2016, AND EXTENDING THROUGH MARCH 3, 2018; PROVIDING FOR REAPPOINTMENT AND TERM OF OFFICE IN ACCORDANCE WITH THE TEXAS CONSTITUTION AND APPLICABLE STATE STATUTES; AUTHORIZING THE MAYOR TO EXECUTE A CONTRACT FOR TERM OF OFFICE; AND RATIFYING TERMS OF CONTRACT; AND DECLARING AN EFFECTIVE DATE. WHEREAS, Sections 6.03 of the Charter of the City of Denton and Chapter 19 of the City Code for the City of Denton authorize the City Council to appoint a Presiding Municipal Judge to preside over the judicial functions of the Municipal Court of Record for the City of Denton; and WHEREAS, Chapter 30 of the Government Code, the Uniform Municipal Courts of Record Act (specifically Section 30.00006) provides that a governing body shall appoint one or more Judges to preside over a municipal court of record; and WHEREAS, Chapter 30.0007 of the Government Code requires that, if there is more than one municipal judge in the municipality, the governing body of the municipality shall appoint one of the judges as the presiding judge; and WHEREAS, Chapters 29 and 30 of the Texas Government Code requires that the Council shall establish two year Terms of Office; and that a Municipal Judge who is not appointed by the 911t day following the expiration of a term of office shall, absent action by the appointing authority, continue to serve for another term of office beginning on the date the previous term of office expired; and WHEREAS, Section 19 -36 of the Code of ordinances for the City of Denton provides that the Presiding Judge shall be appointed in even - numbered years and the Assistant Municipal Court Judges shall be appointed in odd - numbered years; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. That ROBIN A. RAMSAY is appointed as the Presiding Judge for the Municipal Court of Record for the City of Denton, Texas for a two (2) year Term of Office beginning on the 4t1i day of March, 2016, and continuing through March 3, 2018, or as further provided herein. SECTION 2. The City of Denton therefore appoints and designates ROBIN A. RAMSAY, as Presiding Municipal Judge and Magistrate for, and under the laws of the State of Texas, with all the powers, rights and duties of said appointment for two (2) year Terms of Office. Said Term of Office shall be automatically renewed and extended and ROBIN A. RAMSAY shall be reappointed for successive terms of two (2) years, unless either the City or sAlegal \our d0cuments \ordinances \16 \appointing presidingjudge.doc the Judge provides written notice of intent that said appointment and contract shall not be renewed at least thirty (30) days prior to the expiration of any such term of appointment. As provided by Section 29.005 of the Texas Government Code, the Presiding Municipal Court Judge shall be reappointed by the 91" day following the expiration of a term of office shall, absent action by the City Counsel for the City of Denton, Texas, and shall continue to serve for another term of office beginning on the date the previous term of office expired. SECTION 3. The Mayor is herein authorized to execute on behalf of the City a Contract for Services with the Presiding Judge, providing for the terms of employment and compensation for each municipal court judge at a later time within said term as the Council deems appropriate. SECTION 4. Should any portions or provisions of the City Code or City Charter for the City of Denton conflict with state law, Chapter 30 (The Uniform Municipal Court of Record Act) shall be controlling authority regarding the terms of appointment, re- appointment, qualifications or removal of a municipal court judge as appointed herein. SECTION 5. The Ordinance shall become effective as March 4, 2016, without lapse or interruption of office as provided by law; all judicial acts, orders and decrees issued in his capacity a Presiding Judge since the date of the expiration of any prior terms are herein ratified, and shall not affect the remainder of any terms of office for the Presiding Judge as referenced above. PASSED AND APPROVED this the day of , 2016. ATTEST: JENNIFER WALTERS, CITY SECRETARY IC • 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 16 -220, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Materials Management ACM: Bryan Langley AGENDA DATE: February 16, 2016 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 engineering and design services related to the Ruddell Street Realignment Project; providing for the expenditure of funds therefor; and providing an effective date (File 6064 awarded to Graham Associates, Inc. in the not -to- exceed amount of $532,284.25). BACKGROUND The Ruddell Street Realignment project was approved by the voters as part of the Mobility Improvement projects initiative on the ballot for the November 5, 2014 bond election. A total of $5,780,000 in funding was approved for the project, and $790,000 in bonds have been sold to date for design and right -of -way acquisition. The scope of the project consists of realigning Ruddell Street on the south side of the Union Pacific Railroad tracks to square it up with the same street that exists on the north side of the tracts and providing a suitable rail crossing such that heavy construction vehicles and other traffic associated with the Service Center (refer to attached Exhibit 1) will not have to drive through the surrounding neighborhood. The new alignment will improve connectivity and crossing safety at the railroad for both the neighborhood and City vehicles. The Union Pacific Railroad is requiring the closure of the existing crossings at Willis Street and Pertain Street in conjunction with the new crossing for Ruddell Street. Graham and Associates was selected for the design of this project on the basis of demonstrated qualifications in roadway and railway crossing design, as well as their positive relationship with the Union Pacific Railroad. The proposed fee of $532,284.25 is made up of various components including $323,445.00 for basic services (including project meetings /exhibits, schematics and construction plans, traffic control, utility coordination and bidding assistance), $198,839.25 for additional services (including survey, traffic signal design, geotechnical analysis, right -of -way strip maps, materials testing, and subsurface utility engineering (SUE) services), and $10,000.00 for reimbursable expenses. The scope and services of this proposal includes not only the improvements to Ruddell Street with the railroad crossing and Mingo Road intersection improvements, but also improvements to Lattimore Street where it intersects the new alignment of Ruddell Street, to Pertain Street north of Lattimore Street and to place a cul -de -sac at the terminus of Pertain Street after the rail crossing there is terminated The consultant projects a preliminary opinion of probable construction cost for the project of approximately $4.48 million dollars. Basic services represent approximately 7.2% of the projected construction cost. The total contract amount represents approximately 11.9% of the projected construction cost. By way of comparison, the City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -220, Version: 1 American Society of Civil Engineers (ASCE) Manual No. 45 curves for compensation based on construction fee show the design fee to be approximately 9% the preliminary opinion of probable construction cost and total fee is project at approximately 18% of the preliminary opinion of probable construction cost. Staff also looked at the hourly breakdown for each task to evaluate the effort and costs per line item. Costs and scope descriptions with the consultant went through a number of iterations back and forth between the consultant and staff. RECOMMENDATION Staff recommends approval of Professional Services Agreement between the City of Denton and Graham Associates, Inc. in the amount of $532,284.25 for engineering and design services related to the Ruddell Street Realignment Project. The various analyses and negotiations conducted to evaluate the fee demonstrated that the amount of the contract is consistent with the level of effort required for a project of this nature. ESTIMATED SCHEDULE OF PROJECT The Project will commence upon approval and be completed approximately one year later, largely dependent on railroad permitting and construction. FISCAL INFORMATION All costs associated with the project will be funded out of the Street Capital Project account 250021467.1365.21100. Requisition 4127846 has been entered in the Purchasing software system. Projected expenses are within the budgeted amounts approved with the bond initiative. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.1 Optimize resources to improve quality of City Roadways EXHIBITS Exhibit l: Location Map Exhibit 2: Ordinance Exhibit 3: Professional Services Agreement Respectfully submitted: Chuck Springer, 349 -8260 Director of Finance For information concerning this acquisition, contact: Frank Payne at 349 -8946. City of Denton Page 2 of 2 Printed on 2/12/2016 3 x 8 ae, I m a � I r i � r I \,, o/ , 0 �1`Q+b,��OP Ic v� u x � i II it I I '" II III I I I I I I �s 00 3 p L ' M9 .l O ^W o W; I o F$ raeM,o �H�m em w a iwai oova �a — W� Og W3 I f 6 o. t �sJ i 3 x 8 ae, I m a � I r i � r I \,, o/ , 0 �1`Q+b,��OP Ic v� u x � i II it I I '" II III I I I I I I �s 00 3 p L ' M9 .l O ^W EXHIBIT 2 ORDINANCE NO. 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 ENGINEERING AND DESIGN SERVICES RELATED TO THE RUDDELL STREET REALIGNMENT PROJECT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6064 AWARDED TO GRAHAM ASSOCIATES, INC. IN THE NOT -TO- EXCEED AMOUNT OF $532,284.25). 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. That the City Manager is hereby authorized to enter into a professional service contract with Graham Associates, Inc., to provide professional design services for the design of the Ruddell Street Realignment Project, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under File 6064 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 12016. EXHIBIT 2 CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: EXHIBIT 3 PROFESSIONAL SERVICES AGREEMENT FOR ARCHITECT OR ENGINEER (CONTRACT 6064) THIS AGREEMENT is made and entered into this date , by and between the City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called "Owner" and Graham Associates, Inc., with its corporate office at 600 Six Flags Drive, Suite 500, Arlington, Texas 76011 hereinafter called "Design Professional," acting herein, by and through their duly authorized representatives. In consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: SECTION 1 EMPLOYMENT OF DESIGN PROFESSIONAL The Owner hereby contracts with the Design Professional, a licensed Texas architect or engineer, as an independent contractor. The Design Professional hereby agrees to perform the services as described herein and in the Proposal, the General Conditions, and other attachments to this Agreement that are referenced in Section 3, in connection with the Project. The Project shall include, without limitation, but shall not be limited to the following major components (for a more precise or comprehensive description of the Scope refer to Exhibit 2, Attachment E): A. Conceptual Design Plans Task l: Ruddell Street from 360' north of Mingo to Texas Street, Pertain Street, Lattimore Street, Texas Street, and 900 feet of Mingo Road. This would include plan/profiles of the streets, a preliminary drainage area map, runoff computations, inlet computations, and a preliminary drainage plan view. B. 60% Plans for Ruddell Street Task l: - Right -of -Way Determination for the project streets - In conformance with City standards, Design Professional shall survey, render field notes, and prepare detailed plans (right -of -way strip maps) and individual parcel exhibits for any additional right -of -way and /or easements, including temporary construction easements, needed. Design Professional shall also set control points, which shall be based on NAD -83, on both sides of the road. The required items are necessary for the acquisition of right -of -way required to construct Project. This information shall be required prior to acceptance of final construction plans. Task 2: Ruddell Street - At such time as Design Professional is directed by Owner, Design Professional shall prepare the following: 1. Title sheet with index of sheets. 2. Project layout. 3. Existing /proposed typical sections. 4. Plans summary sheets. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 5. Plans traffic control plan. 6. Alignment sheets. 7. Plan/profile sheets for all alignments. 8. Intersection layouts. 9. Miscellaneous roadway details. 10. Drainage design. 11. Drainage area maps. 12. Hydraulic computations. 13. Water and sewer plan. 14. Storm sewer plan/profiles (no laterals profiled). 15. Utility exhibits. 16. Traffic signal layouts. 17. Illumination layouts. 18. Erosion Control layouts. 19. Cross - sections. 20. Pavement Design and Geotechnical report The preliminary plans will include water, sewer, and drainage improvements design, and preliminary work on utility relocations. C. Final Construction Plans Task 1: Final Design Construction Plans (90% Plans) — Ruddell Street 1. Revise 60% Plans for Owners review comments. 2. Water and sewer profiles (if required). 3. Drainage laterals. 4. Signing layouts 5. Pavement marking layouts and delineation. 6. Bid Proposal. 7. Special specifications as required. Task 2: Right -of -Way 1. Prepare final right -of -way plans and documents for all streets on the project. D. 100% Construction Plans. Right- of -Wav_ and Specifications Task l: 100% Ruddell Street 1. Revise plans per Owner's review comments. 2. Revise specifications /bid documents per Owner's review comments. 3. Revise right -of -way documents per Owner's review comments. E. Miscellaneous Requirements — 1. Design Professional shall furnish, upon request by Owner, one (1) set of film DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 reproducibles of the "Final" approved and dated plans. Design Professional shall submit an electronic copy of the drawings in a format acceptable to the Owner. 2. The Design Professional shall also prepare Record Drawings utilizing the construction plans based upon redline markups reflecting any field changes. The Contractor shall prepare and supply the redline markups to the Design Professional after construction is complete. Design Professional shall submit one (1) set of film reproducibles and an electronic copy of the Record Drawings in a format acceptable to the Owner. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SECTION 2 COMPENSATION Total compensation for the Design Professional contemplated under the terms of this agreement shall be $532,284.25 for all services including reimbursable expenses. The Owner shall compensate the Design Professional as follows: 2.1 BASIC SERVICES 2.1.1 For Basic Services the total compensation shall be $323,445.00 2.1.2 Progress payments for Basic Services shall be paid monthly based on the actual work satisfactorily completed per month in each phase as a percentage of the overall compensation for that phase, with the following percentages of the total compensation for the Basic Services for each phase of the Project: Schematic Design Phase 20% Design and Development Phase 30% Construction Documents Phase 30% Bidding Phase 10% Construction Phase 10% 100% 2.2 ADDITIONAL SERVICES 2.2.1 For Additional Services the total compensation shall be $198,839.25. Compensation for Additional Services shall be based on actual services authorized and performed with lump sum or maximum not to exceed subtotals depending on the service provided all as shown in Exhibit 2, Attachment A. The schedule for the hourly rates is attached as Exhibit 4. 2.2.2 Compensation for Additional Services of consultants, including additional structural, mechanical and electrical engineering services, geotechnical services, etc. shall be based on a multiple of 1.1 times the amounts billed to the Design Professional for such additional services. 2.3 REIMBURSABLE EXPENSES Reimbursable Expenses shall be a multiple of 1.05 times the expenses incurred by the Design Professional, the Design Professional's employees and consultants in the interest of the Project as defined in the General Conditions but not to exceed a total of $10,000.00 without the prior written approval of the Owner. This amount does not include appraisals, escrow fees, abstract fees, title fees, FEMA review fees. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SECTION 3 ENTIRE AGREEMENT This Agreement includes this executed agreement and the following documents all of which are attached hereto and made a part hereof by reference as if fully set forth herein: Exhibit 1. City of Denton General Conditions to Agreement for Architectural or Engineering Services. Exhibit 2. The Design Professional's Proposal Attachments A Attachment A Attachment B Attachment C Attachment D Attachment E through E: - Summary of Engineering Fees - Projected Plan Sheets - Organizational Chart - Estimate of Construction Costs - Scope of Services and Deliverables Exhibit 3. Project Schedule Exhibit 4. Schedule of Rates This Agreement is signed by the parties hereto effective as of the date first above written. Attest: APPROVED AS TO LEGAL FORM: ANITA BURGESS CITY ATTORNEY ocu Sigaed by: BY: 56L LV, C821996C2A2B439... CITY OF DENTON, TEXAS A Municipal Corporation GEORGE C. CAMPBELL CITY MANAGER GRAHAM ASSOCIATES, INC. A Corporation Signed by: BY: Fm"-A- MARK)WRCKWARD, P.E. SENIOR VICE PRESIDENT 2016 -6064 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 Certificate of Interested Parties Electronic Filing In 2015, the Texas Legislature adopted House Bill 1295, which added section 2252.908 of the Government Code. The law states that the City may not enter into this contract unless the Contractor submits a disclosure of interested parties (Form 1295) to the City at the time the Contractor submits the signed contract. The Texas Ethics Commission has adopted rules requiring the business entity to file Form 1295 electronically with the Commission. Contractor will be required to furnish an original notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: 1. Log onto the State Ethics Commission Website at: https: / /www.ethics.state .tx.us /whatsnew /elf info_form1295.htm 2. Register utilizing the tutorial provided by the State 3. Print a copy of the completed Form 1295 4. Enter the Certificate Number on the signature page of this contract. 5. Sign and notarize the Form 1295 6. Email the notarized form to 12urchasingLcityofdenton.com with the contract number in the subject line. (EX: Contract 1234 — Form 1295) The City must acknowledge the receipt of the filed Form 1295 not later than the 30th day after Council award. Once a Form 1295 is acknowledged, it will be posted to the Texas Ethics Commission's website within seven business days. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 CITY OF DENTON INSURANCE REQUIREMENTS FOR CONS LTANTS /CONTRACTORS The Offeror'sBidder's attention is directed to the insurance requirements below. It is highly recommended that offerors/bidders confer with their respective insurance carriers or brokers to determine in advance of its proposal or bid submission the availability of insurance certificates and endorsements as prescribed and provided herein. If an offeror /apparent low bidder fails to comply strictly with the insurance requirements, that offeror/bidder may be disqualified from award of the contract. Upon award, all insurance requirements shall become contractual obligations, which the successful offeror/bidder shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Consultant /Contractor, the Consultant /Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. As soon as practicable after notification of award, Consultant /Contractor shall file with the Purchasing Department satisfactory certificates of insurance, containing the proposal /bid number and title of the project. Consultant /Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Consultants /Contractors are strongly advised to make such requests prior to proposal /bid opening, since the insurance requirements may not be modified or waived after proposal /bid opening unless a written exception has been submitted with the proposal /bid. Consultant /Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A or better. • Any deductibles or self - insured retentions shall be declared in the proposal or bid. If requested by the City, the insurer shall reduce or eliminate such deductibles or self - insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the Consultant/Contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. • Liability policies shall be endorsed to provide the following: • Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 • That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. 0 Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. e Should any of the required insurance be provided under a claims -made form, Consultant/Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. e Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Consultant/Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. e Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comply with the following marked specifications, and shall be maintained in compliance with these additional specifications throughout the duration of the Contract, or longer, if so noted: [X] A. General Liability Insurance: General Liability insurance with combined single limits of not less than $500,000.00 shall be provided and maintained by the Contractor. The policy shall be written on an occurrence basis either in a single policy or in a combination of underlying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. Coverage B shall include personal injury. Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it shall include at least: Bodily injury and Property Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. Broad form contractual liability (preferably by endorsement) covering this contract, personal injury liability and broad form property damage liability. [X] Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000.00 either in a single policy or in a combination of basic and umbrella or excess policies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction with this contract. Satisfaction of the above requirement shall be in the form of a policy endorsement for: any auto, or all owned, hired and non -owned autos. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 [X] Workers' Compensation Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [_] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis, and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least combined bodily injury and property damage per occurrence with a aggregate. [X] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Environmental Liability Insurance Environmental liability insurance for $1,000,000 to cover all hazards contemplated by this contract. [] Riggers Insurance The Contractor shall provide coverage for Rigger's Liability. Said coverage may be provided by a Rigger's Liability endorsement on the existing CGL coverage; through and Installation Floater covering rigging contractors; or through ISO form 11100 91 12 11, Rigger's Liability Coverage form. Said coverage shall mirror the limits provided by the CGL coverage [_] Builders' Risk Insurance Builders' Risk Insurance, on an All -Risk form for 100% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 [_] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside /outside the premises, burglary of the premises, and employee fidelity. The employee fidelity portion of this coverage should be written on a "blanket" basis to cover all employees, including new hires. This type insurance should be required if the contractor has access to City funds. Limits of not less than each occurrence are required. [_] Additional Insurance Other insurance may be required on an individual basis for extra hazardous contracts and specific service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 ATTACHMENT 1 [_] Worker's Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate") -A copy of a certificate of insurance, a certificate of authority to self - insure issued by the commission, or a coverage agreement (TWCC -81, TWCC -82, TWCC -83, or TWCC -84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's /person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ( "subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food /beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1) a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 2) no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. L The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1) provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2) provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3) provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4) obtain from each other person with whom it contracts, and provide to the contractor: a) certificate of coverage, prior to the other person beginning work on the project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5) retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6) notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 7) contractually require each person with whom it contracts, to perform as required by paragraphs (1) - (7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self - insured, with the commission's Division of Self - Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days after receipt of notice of breach from the governmental entity. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 CITY OF DENTON GENERAL CONDITIONS TO AGREEMENT FOR ARCHITECTURAL OR ENGINEERING SERVICES ARTICLE 1. ARCHITECT OR ENGINEER'S RESPONSIBILITIES 1.1 The Architect or Engineer's services consist of those services for the Project (as defined in the agreement (the "Agreement") and proposal (the "Proposal ") to which these General Conditions are attached) performed by the Architect or Engineer (hereinafter called the "Design Professional'') or Design Professional's employees and consultants as enumerated in Articles 2 and 3 of these General Conditions as modified by the Agreement and Proposal (the "Services "). 1.2 The Design Professional will perform all Services as an independent contractor to the prevailing professional standards consistent with the level of care and skill ordinarily exercised by members of the same profession currently practicing in the saine locality under similar conditions, including reasonable, informed judgments and prompt timely actions (the "Degree of Care "). The Services shall be performed as expeditiously as is consistent with the Degree of Care necessary for the orderly progress of the Project. Upon request of the Owner, the Design Professional shall submit for the Owner's approval a schedule for the performance of the Services which may be adjusted as the Project proceeds, and shall include allowances for periods of time required for the Owner's review and for approval of submissions by authorities having jurisdiction over the Project. Time limits established by this schedule and approved by the Owner shall not, except for reasonable cause, be exceeded by the Design Professional or Owner, and any adjustments to this schedule shall be mutually acceptable to both parties. ARTICLE 2 SCOPE OF BASIC SERVICES 2.1 BASIC SERVICES DEFINED The Design Professional's Basic Services consist of those described in Sections 2.2 through 2.6 of these General Conditions and include without limitation normal structural, civil, mechanical and electrical engineering services and any other engineering services necessary to produce a complete and accurate set of Construction Documents, as described by and required in Section 2.4. The Basic Services may be modified by the Agreement. 2.2 SCHEMATIC DESIGN PHASE 2.2.1 The Design Professional, in consultation with the Owner, shall develop a written prograin for the Project to ascertain Owner's needs and to establish the requirements for the Project. 2.2.2 The Design Professional shall provide a preliminary evaluation of the Owner's prograin, construction schedule and construction budget requirements, each in terms of the other, subject to the limitations set forth in Subsection 5.2.1. 2.2.3 The Design Professional shall review with the Owner alternative approaches to design and construction of the Project 2.2.4 Based on the mutually agreed -upon prograin, schedule and construction budget requirements, the Design Professional shall prepare, for approval by the Owner, Schematic Design Documents consisting of drawings and other documents illustrating the scale and relationship of Project components. The Schematic Design shall contemplate compliance with all applicable laws, statutes, ordinances, codes and regulations. 2.2.5 The Design Professional shall submit to the Owner a preliminary detailed estimate of Construction Cost based on current area, volume or other unit costs and which indicates the cost of each category of work involved in constructing the Project and establishes an elapsed time factor for the period of time from the cormmencernent to the completion of construction. 2.3 DESIGN DEVELOPMENT PHASE 2.3.1 Based on the approved Scheratcc Design Documents and any adjustments authorized by the Owner in the program, schedule or construction budget, the Design Professional shall prepare for approval by the Owner, Design Development Documents consisting of drawings and other documents to fix and describe the size and character of the Project as to architectural, structural, mechanical and electrical systems, materials and such other elements as maybe appropriate, which shall comply with all applicable laws, statutes, ordinances, codes and regulations. Notwithstanding Owner's approval of the documents, Design Professional represents that the Documents and specifications will be sufficient and adequate to fulfill the purposes of the Project. 2.3.2 The Design Professional shall advise the Owner of any adjustments to the preliminary estimate of Construction Cost in a further Detailed Statement as described in Section 2.2.5. 2.4 CONSTRUCTION DOCUMENTS PHASE 2.4.1 Based on the approved Design Development Documents and any further adjustments in the scope or quality of the Project or in the construction budget authorized by the Owner, the Design Professional shall prepare, for approval by the Owner, Construction Documents consisting of Drawings and Specifications setting forth in detail requirements for the construction of the Project, which shall comply with all applicable laws, statutes, ordinances, codes and regulations. 2.4.2 The Design Professional shall assist the Owner in the preparation of the necessary bidding or procurement information, bidding or procurement forms, the Conditions of the contract, and the form of Agreement between the Owner and contractor. 2.4.3 The Design Professional shall advise the Owner of any adjustments to previous preliminary estimates of Construction Cost indicated by changes in requirements or general market conditions. 2.4.4 The Design Professional shall assist the Owner in connection with the Owner's responsibility for filing documents required for the approval of governmental authorities having jurisdiction over the Project. 2.5 CONSTUCTION CONTRACT PROCUREMENT 2.5.1 The Design Professional, following the Owner's approval of the Construction Documents and of the latest preliminary detailed estimate of Construction Cost, shall assist the Owner in procuring a construction contract for the Project through any procurement method that is legally applicable to the Project including without Pagel of 8 H:AMiscABlank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 limitation, the competitive sealed bidding process. Although the Owner will consider the advice of the Design Professional, the award of the construction contract is in the sole discretion of the Owner. 2.5.2 If the construction contract amount for the Project exceeds the total construction cost of the Project as set forth in the approved Detailed Statement of Probable Construction Costs of the Project submitted by the Design Professional, then the Design Professional, at its sole cost and expense, will revise the Construction Documents as may be required by the Owner to reduce or modify the quantity or quality of the work so that the total construction cost of the Project will not exceed the total construction cost set forth in the approved Detailed Statement of Probable Construction Costs. 2.6 CONSTRUCTION PHASE - ADIVIINISTRATION OF THE CONSTRUCTION CONTRACT 2.6.1 The Design Professional's responsibility to provide Basic Services for the Construction Phase under this Agreement cormirences with the award of the Contract for Construction and terminates at the issuance to the Owner of the final Certificate for Payment, unless extended under the terms of Subsection 8.3.2. 2.6.2 The Design Professional shall provide detailed administration of the Contract for Construction as set forth below. For design professionalss the administration shall also be in accordance with AIA document A201, General Conditions of the Contract for Construction, current as of the date of the Agreement as maybe amended by the City of Denton special conditions, unless otherwise provided in the Agreement. For engineers the administration shall also be in accordance with the Standard Specifications for Public Works Construction by the North Central Texas Council of Governments, current as of the date of the Agreement, unless otherwise provided in the Agreement. 2.6.3 Construction Phase duties, responsibilities and limitations of authority of the Design Professional shall not be restricted, modified or extended without written agreement of the Owner and Design Professional. 2.6.4 The Design Professional shall be a representative of and shall advise and consult with the Owner (1) during construction, and (2) at the Owner's direction from time to time during the correction, or warranty period described in the Contract for Construction. The Design Professional shall have authority to act on behalf of the Owner only to the extent provided in the Agreement and these General Conditions, unless otherwise modified by written instrument. 2.6.5 The Design Professional shall observe the construction site at least one time a week, while construction is in progress, and as reasonably necessary while construction is not in progress, to become familiar with the progress and quality of the work completed and to determine if the work is being perfonned in a manner indicating that the work when completed will be in accordance with the Contract Documents. Design Professional shall provide Owner a written report subsequent to each on -site visit. On the basis of on -site observations the Design Professional shall keep the Owner infonned of the progress and quality of the work, and shall exercise the Degree of Care and diligence in discovering and promptly reporting to the Owner any observable defects or deficiencies in the work of Contractor or any subcontractors. The Design Professional represents that he will follow Degree of Care in performing all Services under the Agreement. The Design Professional shall promptly correct any defective designs or specifications furnished by the Design Professional at no cost to the Owner. The Owner's approval, acceptance, use of or payment for all or any part of the Design Professional's Services hereunder or of the Project itself shall in no way alter the Design Professional's obligations or the Owner's rights hereunder. 2.6.6 The Design Professional shall not have control over or charge of and shall not be responsible for construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the work. The Design Professional shall not be responsible for the Contractor's schedules or failure to carry out the work in accordance with the Contract Documents except insofar as such failure may result from Design Professional's negligent acts or ornis- sions. The Design Professional shall not have control over or charge of acts or ornissions of the Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions of the work. 2.6.7 The Design Professional shall at all times have access to the work wherever it is in preparation or progress. 2.6.8 Except as may otherwise be provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall cormnunicate through the Design Professional. Cormnunications by and with the Design Professional's consultants shall be through the Design Professional. 2.6.9 Based on the Design Professional's observations at the site of the work and evaluations of the Contractor's Applications for Payment, the Design Professional shall review and certify the amounts due the Contractor. 2.6.10 The Design Professional's certification for payment shall constitute a representation to the Owner, based on the Design Professional's observations at the site as provided in Subsection 2.6.5 and on the data comprising the Contractor's Application for Payment, that the work has progressed to the point indicated and that the quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to minor deviations from the Contract Documents cor- rectable prior to completion and to specific qualifications expressed by the Design Professional. The issuance of a Certificate for Payment shall further constitute a representation that the Contractor is entitled to payment in the amount certified. However, the issuance of a Certificate for Payment shall not be a representation that the Design Professional has (1) reviewed construction means, methods, techniques, sequences or procedures, or (2) ascertained how or for what purpose the Contractor has used money previously paid on account of the Contract Sum. 2.6.11 The Design Professional shall have the responsibility and authority to reject work which does not confonn to the Contract Documents. Whenever the Design Professional considers it necessary or advisable for implementation of the intent of the Contract Documents, the Design Professional will have authority to require additional inspection or testing of the work in accordance with the provisions of the Contract Documents, whether or not such Work is fabricated, installed or completed. However, neither this authority of the Design Professional nor a decision made in good faith either to exercise or not exercise such authority shall give rise to a duty or responsibility of the Design Professional to the Contractor, Subcontractors, material and equipment suppliers, their agents or employees or other persons performing portions of the work. 2.6.12 The Design Professional shall review and approve or take other appropriate action upon Contractor's submittals such as Shop Drawings, Product Data and Samples for the purpose of (1) determining compliance with applicable laws, statutes, ordinances and codes; and (2) determining whether or not the work, when completed, will be in compliance with the requirements of the Contract Documents. The Design Professional shall act with such reasonable promptness to cause no delay in the work or in the construction of the Owner or of separate contractors, while allowing sufficient time in the Design Professional's professional judgment to pennit adequate review. Review of such submittals is not conducted for the purpose of determining the accuracy and completeness of other details such as dimensions and quantities or for substantiating instructions for installation or perfonnance of equipment or systerns designed by the Contractor, all of which rernain the responsibility of the Contractor to the extent required by the Contract Documents. The Design Professional's review shall not constitute approval of safety precautions or, unless otherwise specifically stated by the Design Professional, of construction means, methods, techniques, sequences or procedures. The Design Professional's approval of a specific itern shall not indicate approval of an assembly of which the itern is a component. When professional certification of perfonnance characteristics Page 2 of 8 H:AMiscUank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 of materials, systems or equipment is required by the Contract Documents, the Design Professional shall be entitled to rely upon such certification to establish that the materials, systems or equipment will meet the performance criteria required by the Contract Documents. 2.6.13 The Design Professional shall prepare Change Orders and Construction Change Directives, with supporting documentation and data if deemed necessary by the Design Professional as provided in Subsections 3.1.1 and 3.3.3, for the Owner's approval and execution in accordance with the Contract Documents, and may authorize minor changes in the work not involving an adjustment in the Contract Sum or an extension of the Contract Time which are not inconsistent with the intent of the Contract Documents. 2.6.14 On behalf of the Owner, the Design Professional shall conduct inspections to determine the dates of Substantial Completion and Final Completion, and if requested by the Owner shall issue Certificates of Substantial and Final Completion. The Design Professional will receive and review written guarantees and related documents required by the Contract for Construction to be assembled by the Contractor and shall issue a final certificate for Payment upon compliance with the requirements of the Contract Documents. 2.6.15 The Design Professional shall interpret and provide recormnendations on matters concerning perfonnance of the Owner and Contractor under the requirements of the Contract Documents on written request of either the Owner or Contractor. The Design Professional's response to such requests shall be made with reasonable promptness and within any time limits agreed upon. 2.6.16 Interpretations and decisions of the Design Professional shall be consistent with the intent of and reasonably inferable from the Contract Documents and shall be in writing or in the fonn of drawings. When making such interpretations and initial decisions, the Design Professional shall endeavor to secure faithful perfonnance by both Owner and Contractor, and shall not be liable for results or interpretations or decisions so rendered in good faith in accordance with all the provisions of this Agreement and in the absence of negligence. 2.6.17 The Design Professional shall render written decisions within a reasonable time on all claims, disputes or other matters in question between the Owner and Contractor relating to the execution or progress of the work as provided in the Contract Documents. 2.6.18 The Design Professional (1) shall render services under the Agreement in accordance with the Degree of Care; (2) will reimburse the Owner for all damages caused by the defective designs the Design Professional prepares; and (3) by acknowledging payment by the Owner of any fees due, shall not be released from any rights the Owner may have under the Agreement or diminish any of the Design Professional's obligations thereunder. 2.6.19 The Design Professional shall provide the Owner with four sets of reproducible prints showing all significant changes to the Construction Documents during the Construction Phase. ARTICLE 3 ADDITIONAL SERVICES 3.1 GENERAL 3.1.1 The services described in this Article 3 are not included in Basic Services unless so identified in the Agreement or Proposal, and they shall be paid for by the Owner as provided in the Agreement, in addition to the compensation for Basic Services. The services described under Sections 3.2 and 3.4 shall only be provided if authorized or confinned in writing by the Owner. If services described under Contingent Additional Services in Section 3.3 are required due to circumstances beyond the Design Professional's control, the Design Professional shall notify the Owner in writing and shall not cormnence such additional services until it receives written approval from the Owner to proceed. If the Owner indicates in writing that all or part of such Contingent Additional Services are not required, the Design Professional shall have no obligation to provide those services. Owner will be responsible for compensating the Design Professional for Contingent Additional Services only if they are not required due to the negligence or fault of Design Professional. 3.2 PROJECT REPRESENTATION BEYOND BASIC SERVICES 3.2.1 If more extensive representation at the site than is described in Subsection 2.6.5 is required, the Design Professional shall provide one or more Project Representatives to assist in carrying out such additional on -site responsibilities. 3.2.2 Project Representatives shall be selected, employed and directed by the Design Professional, and the Design Professional shall be compensated therefor as agreed by the Owner and Design Professional. 3.3 CONTINGENT ADDITIONAL SERVICES 3.3.1 Making material revisions in Drawings, Specifications or other documents when such revisions are: 1. inconsistent with approvals or instructions previously given by the Owner, including revisions made necessary by adjustments in the Owner's prograin or Project budget; 2. required by the enactment or revision of codes, laws or regulations subsequent to the preparation of such documents, or 3. due to changes required as a result of the Owner's failure to render decision in a timely manner. 3.3.2 Providing services required because of significant changes in the Project including, but not limited to, size, quality, complexity, or the Owner's schedule, except for services required under Subsection 2.5.2. 3.3.3 Preparing Drawings, Specifications and other documentation and supporting data, and providing other services in connection with Change Orders and Construction Change Directives. 3.3.4 Providing consultation concerning replacernent of work damaged by fire or other cause during construction, and fumishing services required in connection with the replacernent of such work. 3.3.5 Providing services made necessary by the default of the Contractor, by major defects or deficiencies in the work of the Contractor, or by failure of perfonnance of either the Owner or Contractor under the Contract for Construction. Page 3 of 8 H:AMiscABlank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 3.3.6 Providing services in evaluating an extensive number of clanns submitted by the Contractor or others in connection with the work. 3.3.7 Providing services in connection with a public hearing, arbitration proceeding or legal proceeding except where the Design Professional is party thereto. 3.3.8 Providing services in addition to those required by Article 2 for preparing documents for alternate, separate or sequential bids or providing services in connection with bidding or construction prior to the completion of the Construction Documents Phase. 3.3.9 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or ornission of the Design Professional shall be perfonned by the Design Professional as a part of the Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.3.9. 3.4 OPTIONAL ADDITIONAL SERVICES 3.4.1 Providing financial feasibility or other special studies. 3.4.2 Providing planning surveys, site evaluations or comparative studies of prospective sites. 3.4.3 Providing special surveys, environrnental studies and submissions required for approvals of govemrnental authorities or others having jurisdiction over the Project. 3.4.4 Providing services relative to future facilities, systems and equipment. 3.4.5 Providing services to investigate existing conditions or facilities or to make measured drawings thereof. 3.4.6 Providing services to verify the accuracy of drawings or other infonnation furnished by the Owner. 3.4.7 Providing coordination of construction perfonned by separate contractors or by the Owner's own forces and coordination of services required in connection with construction perfonned and equipment supplied by the Owner. 3.4.8 Providing detailed quantity surveys or inventories of material, equipment and labor. 3.4.9 Providing analyses of operating and maintenance costs. 3.4.10 Making investigations, inventories of materials or equipment, or valuations and detailed appraisals of existing facilities. 3.4.12 Providing assistance in the utilization of equipment or systems such as testing, adjusting and balancing, preparation of operation and maintenance manuals, training personnel for operation and maintenance and consultation during operation. 3.4.13 Providing interior design and similar services required for or in connection with the selection, procurement or installation of furniture, furnishings and related equipment. 3.4.14 Providing services other than as provided in Section 2.6.4, after issuance to the Owner of the final Certificate for Payment and expiration of the Warranty period of the Contract for Construction. 3.4.15 Providing services of consultants for other than architectural, civil, structural, mechanical and electrical engineering portions of the Project provided as a part of Basic Services. 3.4.16 Providing any other services not otherwise included in this Agreement or not customarily furnished in accordance with generally accepted architectural practice. 3.4.17 Preparing a set of reproducible record drawings in addition to those required by Subsection 2.6.19, showing significant changes in the work made during con- struction based on marked -up prints, drawings and other data furnished by the Contractor to the Design Professional. 3.4.18 Notwithstanding anything contained in the Agreement, Proposal or these General Conditions to the contrary, all services described in this Article 3 that are caused or necessitated in whole or in part due to the negligent act or ornission of the Design Professional shall be perfonned by the Design Professional as a part of the Basic Services under the Agreement with no additional compensation above and beyond the compensation due the Design Professional for the Basic Services. The intervening or concurrent negligence of the Owner shall not limit the Design Professional's obligations under this Subsection 3.4.18. ARTICLE 4 OWNER'S RESPONSIBILITIES 4.1 The Owner shall consult with the Design Professional regarding requirements for the Project, including (1) the Owner's objectives, (2) schedule and design constraints and criteria, including space requirements and relationships, flexibility, expendability, special equipment, systems and site requirements, as more speci- fically described in Subsection 2.2.1. 4.2 The Owner shall establish and update an overall budget for the Project, including the Construction Cost, the Owner's other costs and reasonable contingencies related to all of these costs. 4.3 If requested by the Design Professional, the Owner shall fumish evidence that financial arrangements have been made to fulfill the Owner's obligations under this Agreement. Page 4 of 8 H:AMiscABlank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 4.4 The Owner shall designate a representative authorized to act on the Owner's behalf with respect to the Project. The Owner or such authorized representative shall render decisions in a finely manner pertaining to documents submitted by the Design Professional in order to avoid unreasonable delay in the orderly and sequential progress of the Design Professional's services. 4.5 Where applicable, the Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a written legal description of the site. The surveys and legal information shall include, as applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent drainage; rights -of -way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries and contours of the site; locations, dimensions and necessary data pertaining to existing buildings, other improvements and trees; and infonnation concerning available utility services and lines, both public and private, above and below grade, including inverts and depths. All the infonnation on the survey shall be referenced to a project benclunark. 4.6 Where applicable, the Owner shall furnish the services of geotechnical engineers when such services are requested by the Design Professional. Such services may include but are not limited to test borings, test pits, determinations of soil bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and re- sistivity tests, including necessary operations for anticipating sub -soil conditions, with reports and appropriate professional recormrnendations. 4.6.1 The Owner shall furnish the services of other consultants when such services are reasonably required by the scope of the Project and are requested by the Design Professional and are not retained by the Design Professional as part of its Basic Services or Additional Services. 4.7 When not a part of the Additional Services, the Owner shall furnish structural, mechanical, chemical, air and water pollution tests, tests of hazardous materials, and other laboratory and environmental tests, inspections and reports required by law or the Contract Documents. 4.8 The Owner shall furnish all legal, accounting and insurance counseling services as may be necessary at any time for the Project, including auditing services the Owner may require to verify the Contractor's Applications for Payment or to ascertain how or for what purposes the Contractor has used the money paid by or on behalf of the Owner. 4.9 The services, infonnation, surveys and reports required by Owner under Sections 4.5 through 4.8 shall be furnished at the Owner's expense, and the Design Professional shall be entitled to rely upon the accuracy and completeness thereof in the absence of any negligence on the part of the Design Professional. 4.10 The Owner shall give prompt written notice to the Design Professional if the Owner becomes aware of any fault or defect in the Project or nonconfonnance with the Contract Documents. 4.11 Design Professional shall propose language for certificates or certifications to be requested of the Design Professional or Design Professional's consultants and shall submit such to the Owner for review and approval at least fourteen (14) days prior to execution. The Owner agrees not to request certifications that would require knowledge or services beyond the scope of the Agreement. ARTICLE 5 CONSTRUCTION COST 5.1 CONSTRUCTION COST DEFINED 5.1.1 The Construction Cost shall be the total cost or estimated cost to the Owner of all elements of the Project designed or specified by the Design Professional. 5.1.2 The Construction Cost shall include the cost at current market rates of labor and materials famished by the Owner and equipment designed, specified, selected or specially provided for by the Design Professional, plus a reasonable allowance for the Contractor's overhead and profit. In addition, a reasonable allowance for con- tingencies shall be included for market conditions at the time of bidding and for changes in the work during construction. 5.1.3 Construction Cost does not include the compensation of the Design Professional and Design Professional's consultants, the costs of the land, rights -of -way, financing or other costs which are the responsibility of the Owner as provided in Article 4. 5.2 RESPONSIBILITY FOR CONSTRUCTION COST 5.2.1 Evaluations of the Owner's Project budget, preliminary estimates of Construction Cost and detailed estimates of Construction Cost prepared by the Design Professional represent the Design Professional's best judgment as a design professional familiar with the construction industry. It is recognized, however, that neither the Design Professional nor the Owner has control over the cost of labor, materials or equipment, over the Contractor's methods of determining bid prices, or over competitive bidding or market conditions. Accordingly, the Design Professional cannot and does not warrant or represent that bids or cost proposals will not vary from the Owner's Project budget or from any estimate of Construction Cost or evaluation prepared or agreed to by the Design Professional. 5.2.2 No fixed limit of Construction Cost shall be established as a condition of the Agreement by the famishing, proposal or establishment of a Project budget, unless such fixed lunit has been agreed upon in writing and signed by the parties thereto. If such a fixed limit has been established, the Design Professional shall be pennitted to include contingencies for design, bidding and price escalation, to determine what materials, equipment, component systems and types of construction are to be included in the Contract Documents, to make reasonable adjustments in the scope of the Project and to include in the Contract Documents alternate bids to adjust the Construction Cost to the fixed limit. Fixed lunits, if any, shall be increased in the amount of an increase in the Contract Sum occurring after execution of the Contract for Construction. 5.2.3 If the Procurement Phase has not cormmenced within 90 days after the Design Professional submits the Construction Documents to the Owner, any Project budget or fixed limit of Construction Cost shall be adjusted to reflect changes in the general level of prices in the construction industry between the date of submission of the Construction Documents to the Owner and the date on which proposals are sought. ARTICLE 6 OWNERSHIP AND USE OF DOCUMENTS 6.1 The Drawings, Specifications and other documents prepared by the Design Professional for this Project are instruments of the Design Professional's service and shall become the property of the Owner upon termination or completion of the Agreement. The Design Professional is entitled to retain copies of all such documents. Such documents are intended only be applicable to this Project, and Owner's use of such documents in other projects shall be at Owner's sole risk and expense. In the event the Owner uses any of the infonnation or materials developed pursuant to the Agreement in another project or for other purposes than are specified in the Agreement, the Design Professional is released from any and all liability relating to their use in that project Page 5 of 8 H:AMiscABlank Forrns \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 6.2 Submission or distribution of documents to meet official regulatory requirements or for similar purposes in connection with the Project is not to be construed as publication in derogation of the Design Professional's reserved rights. ARTICLE 7 TERMUNATION, SUSPENSION OR ABANDONMENT 7.1 The Design Professional may terminate the Agreement upon not less than thirty days written notice should the Owner fail substantially to perform in accordance with the terms of the Agreement through no fault of the Design Professional. Owner may terminate the Agreement or any phase thereof with or without cause upon thirty (30) days prior written notice to the Design Professional. All work and labor being performed under the Agreement shall cease irmnediately upon Design Professional's receipt of such notice. Before the end of the thirty (30) day period, Design Professional shall invoice the Owner for all work it satisfactorily performed prior to the receipt of such notice. No amount shall be due for lost or anticipated profits. All plans, field surveys, and other data related to the Project shall become property of the Owner upon termination of the Agreement and shall be promptly delivered to the Owner in a reasonably organized form. Should Owner subsequently contract with a new Design Professional for continuation of services on the Project, Design Professional shall cooperate in providing information. 7.2 If the Project is suspended by the Owner for more than 30 consecutive days, the Design Professional shall be compensated for services satisfactorily performed prior to notice of such suspension. When the Project is resumed, the Design Professional's compensation shall be equitably adjusted to provide for expenses incurred in the interruption and resumption of the Design Professional's services. 7.3 The Agreement may be terminated by the Owner upon not less than seven days written notice to the Design Professional in the event that the Project is permanently abandoned. If the Project is abandoned by the Owner for more than 90 consecutive days, the Design Professional or the Owner may terminate the Agreement by giving written notice. 7.4 Failure of the Owner to make payments to the Design Professional for work satisfactorily completed in accordance with the Agreement shall be considered substantial non- performance and cause for termination. 7.5 If the Owner fails to make payment to Design Professional within thirty (30) days of receipt of a statement for services properly and satisfactorily performed, the Design Professional may, upon seven days written notice to the Owner, suspend performance of services under the Agreement. 7.6 In the event of termination not the fault of the Design Professional, the Design Professional shall be compensated for services properly and satisfactorily performed prior to termination. ARTICLE 8 PAYMENTS TO THE DESIGN PROFESSIONAL 8.1 DIRECT PERSONNEL EXPENSE 8.1.1 Direct Personnel Expense is defined as the direct salaries of the Design Professional's personnel engaged on the Project and the portion of the cost of their mandatory and customary contributions and benefits related thereto, such as employment taxes and other statutory employee benefits, insurance, sick leave, holidays, vacations, pensions and similar contributions and benefits. 8.2 REIMBURSABLE EXPENSES 8.2.1 Reimbursable Expenses are in addition to compensation for Basic and Additional Services and include expenses incurred by the Design Professional and Design Professional's employees and consultants in the interest of the Project, as identified in the following Clauses. 8.2.1.1 Expense of transportation in connection with the Project; expenses in connection with authorized out -of -town travel; long- distance communications; and fees paid for securing approval of authorities having jurisdiction over the Project. 8.2.1.2 Expense of reproductions (except the reproduction of the sets of documents referenced in Subsection 2.6.19), postage and handling of Drawings, Specifications and other documents. 8.2.1.3 If authorized in advance by the Owner, expense of overtime work requiring higher than regular rates. 8.2.1.4 Expense of renderings, models and mock -ups requested by the Owner. 8.2.1.5 Expense of computer -aided design and drafting equipment time when used in connection with the Project. 8.2.1.6 Other expenses that are approved in advance in writing by the Owner. 8.3 PAYMENTS ON ACCOUNT OF BASIC SERVICES 8.3.1 Payments for Basic Services shall be made monthly and, where applicable, shall be in proportion to services performed within each phase of service, on the basis set forth in Section 2 of the Agreement and the schedule of work. 8.3.2 If and to the extent that the time initially established in the Agreement is exceeded or extended through no fault of the Design Professional, compensation for any services rendered during the additional period of time shall be computed in the manner set forth in Section 2 of the Agreement. 8.3.3 When compensation is based on a percentage of Construction Cost and any portions of the Project are deleted or otherwise not constructed, compensation for those portions of the Project shall be payable to the extent services are performed on those portions, in accordance with the schedule set forth in Section 2 of the Agreement based on (1) the lowest bona fide bid or (2) if no such bid or proposal is received, the most recent preliminary estimate of Construction Cost or detailed estimate of Construction Cost for such portions of the Project. 8.4 PAYMENTS ON ACCOUNT OF ADDITIONAL SERVICES Page 6 of 8 H:AMiscUank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 8.4.1 Payments on account of the Design Professional's Additional Services and for Reimbursable Expenses shall be made monthly within 30 days after the presentation to the Owner of the Design Professional's statement of services rendered or expenses incurred. 8.5 PAYMENTS WITHHELD No deductions shall be made from the Design Professional's compensation on account of penalty, liquidated damages or other sums withheld from payrnents to contractors, or on account of the cost of changes in the work other than those for which the Design Professional is responsible. ARTICLE 9 INDEMNITY 9.1 The Design Professional shall indermnify and save and hold harmless the Owner and its officers, agents, and employees from and against any and all liability, claims, demands, damages, losses, and expenses, including, but not limited to court costs and reasonable attorney fees incurred by the Owner, and including, without limitation, damages for bodily and personal injury, death and property damage, resulting from the negligent acts or omissions of the Design Professional or its officers, shareholders, agents, or employees in the perfonnance of the Agreernent. 9.2 Nothing herein shall be construed to create a liability to any person who is not a party to the Agreement, and nothing herein shall waive any of the parties' defenses, both at law or equity, to any claim, cause of action, or litigation filed by anyone not a party to the Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE 10 INSURANCE During the perfonnance of the Services under the Agreement, Design Professional shall maintain the following insurance with an insurance company licensed or authorized to do business in the State of Texas by the State Insurance Cormnission or any successor agency that has a rating with Best Rate Carriers of at least an A- or above: 10.1 Comprehensive General Liability Insurance with bodily injury limits of not less than $1,000,000 for each occurrence and not less than $2,000,000 in the aggregate, and with property damage limits of not less than $100,000 for each occurrence and not less than $250,000 in the aggregate. 10.2 Automobile Liability Insurance with bodily injury limits of not less than $500,000 for each person and not less than $500,000 for each accident, and with property damage limits of not less than $100,000 for each accident. 10.3 Worker's Compensation Insurance in accordance with statutory requirements, and Employers' Liability Insurance with limits of not less than $100,000 for each accident including occupational disease. 10.4 Professional Liability Insurance with limits of not less than $1,000,000 annual aggregate. 10.5 The Design Professional shall furnish insurance certificates or insurance policies to the Owner evidencing insurance in compliance with this Article 10 at the time of the execution of the Agreement. The General Liability and Automobile Liability insurance policies shall name the Owner as an additional insured, the Workers' Compensation policy shall contain a waiver of subrogation in favor of the Owner, and each policy shall contain a provision that such insurance shall not be canceled or modified without thirty (30) days' prior written notice to Owner and Design Professional. In such event, the Design Professional shall, prior to the effective date of the change or cancellation, furnish Owner with substitute certificates of insurance meeting the requirements of this Article 10. ARTICLE 11 MISCELLANEOUS PROVISIONS 11.1 The Agreement shall be governed by the laws of the State of Texas. Venue of any suit or cause of action under the Agreement shall lie exclusively in Denton County, Texas. 11.2 The Owner and Design Professional, respectively, bind thernselves, their partners, successors, assigns and legal representatives to the other party to this Agreement and to the partners, successors, assigns and legal representatives of such other party with respect to all covenants of this Agreernent. The Design Professional shall not assign its interests in the Agreement without the written consent of the Owner. 11.3 The tenn Agreement as used herein includes the executed Agreement, the Proposal, these General Conditions and other attachments referenced in Section 3 of the Agreement which together represent the entire and integrated agreement between the Owner and Design Professional and supersedes all prior negotiations, representations or agreements, either written or oral. The Agreement may be amended only by written instrument signed by both Owner and Design Professional. When interpreting the Agreement the executed Agreement, Proposal, these General Conditions and the other attachments referenced in Section 3 of the Agreement shall to the extent that is reasonably possible be read so as to hannonize the provisions. However, should the provisions of these documents be in conflict so that they can not be reasonably hannonized, such documents shall be given priority in the following order: 1. The executed Agreement 2. Attachments referenced in Section 3 of the Agreement other than the Proposal 3. These General Provisions 4. The Proposal 11.4 Nothing contained in the Agreement shall create a contractual relationship with or a cause of action in favor of a third party against either the Owner or Design Professional. 11.5 Upon receipt of prior written approval of Owner, the Design Professional shall have the right to include representations of the design of the Project, including photographs of the exterior and interior, among the Design Professional's promotional and professional materials. The Design Professional's materials shall not include the Owner's confidential or proprietary infonnation if the Owner has previously advised the Design Professional in writing of the specific infonnation considered by the Owner to be confi- dential or proprietary. The Owner shall provide professional credit for the Design Professional on the construction sign and in the promotional materials for the Project. 11.6 Approval by the Owner shall not constitute, nor be deemed a release of the responsibility and liability of the Design Professional, its employees, associates, agents, subcontractors, and subconsultants for the accuracy and competency of their designs or other work; nor shall such approval be deemed to be an assumption of such responsibility by the Owner for any defect in the design or other work prepared by the Design Professional, its employees, subcontractors, agents, and consultants. Page 7 of 8 H:AMiscUank Forrns \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 11.7 All notices, cormnunications, and reports required or pennitted under the Agreement shall be personally delivered or mailed to the respective parties by depositing same in the United States mail to the address shown below signature block on the Agreement, certified mail, return receipt requested, unless otherwise specified herein. All notices shall be deemed effective upon receipt by the party to whom such notice is given, or within three (3) days after mailing. 11.8 If any provision of the Agreement is found or deemed by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable from the remainder of the Agreement and shall not cause the remainder to be invalid or unenforceable. In such event, the parties shall reform the Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. 11.9 The Design Professional shall comply with all federal, state, and local laws, rules, regulations, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended during the tenn of this Agreement. 11.10 In perfonning the Services required hereunder, the Design Professional shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. 11.11 The captions of the Agreement are for infonnational purposes only, and shall not in anyway affect the substantive tenns or conditions of the Agreement. Page 8 of 8 H:AMiscABlank Forms \GENERAL CONDITIONS - ARCHITECT- ENGINEER Revised 052209.doc Revised 5 -30 -02 DocuSign Envelope ID: C58E3656-53FA-428D-A5F5-FD312E54ECC6 Graham Associates, Inc. coiqsuur11NG ENGINEERS & PLANNERS Mr. Frank Payne, P.E. City Engineer City of Denton 901-A Texas Street Denton, Texas 76209 RE: Proposal for Professional Services - Engineering Design for Ruddell Street from 360'north of Mingo Road to Texas Street, Pertain Street, Lattimore Street, Texas Street, and 900 feet of Mingo Road. Dear Mr. Payne: Graham Associates is pleased to present this proposal to provide professional services for the survey, right-of-way acquisition, design, and construction administration to widen and improve the street system near the cities Service Center East consisting of Ruddell Street, Pertain Street, Lattimore Street, Texas Street, and a portion of Mingo Road. I M191 11-7418 W I I MU 0 VMS I UH N I Payment for Basic Services listed in Exhibit 3 shall be made monthly based on proportion of services performed within each phase of work. Payment for Additional Services and reimbursable expenses listed in Attachment A shall be made monthly based on statement of services rendered or expenses incurred. Please contact me if you need further informatioj—�. Surnmit Office Park 1300 Summit Ave., Suite 419 Fl. Worth, Texas 76102-4418 (817) 332-5756 Fox (817) 336-6909 Centerpoinl- Three 600 Six Flags Drive, Suite 500 Arlington, Texas 76011-6356 (817) 649-1914 0 Metro (817) 640-8535 FAX (817) 633-5240 Chose Bank 3200 Broadway Blvd, afte 268 Garland, Texas 75043-1571 (972) 840-6671 FAX (972)-840-6671 DocuSign Envelope ID: C58E3656-53FA-428D-A5F5-FD312E54ECC6 EXHIBIT 3 Respectfiffly Submitted, Mark Burckhard, P.E. Senior Vice President Graham Associates, Inc. TBPE Firm #F ®1191 v w � v � � w cn to p Ln C C to Nv tin tin ~ ON M tn tMiT "� ff3 ff3 �, ff3 ff3 w � U a H � 0 H N O N bA m n. 0 w oc O 0 O lz C C U z lz 0 U h N O N bA m n. W 4. o id to lz O O to O O tl� Cn to m to p to Ln Ln lz O O M to z Ln 5F3 5F3 5F3 5F3 5F3 5F3 ar ar 0 I 1.1 a ar ert :i ar O 511 7� O lz 0 bA E SM. 0 lz 0 (i ert O Ln 0 O O en Ln 0 C'! 00 o ert 0 4.1 Z O Ln M Cl i 00 0 eq .Ln N I (Ii tio dZw i2 > .2 HIIIIIIIIIIIIIIIIIIII MIIIIIIIIIIIIIIIIIIII I IISIII 1 III DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 Exhibit 2 - Attachment B ESTIMATED SHEET TOTALS Sheet Description Number of Sheets Cover Sheet 1 General Notes 1 Quantity Sheets 5 Survey Control Layout 2 Typical Sections 5 Erosion Control 2 Erosion Control Details 4 Traffic Control 14 Paving Plan /Profiles 9 Intersection Grading Plan 5 Driveways 2 Drainage Area Map 1 Runoff Computations 1 Inlet Computations 1 Storm Drainage Computations 1 Drainage Plan /Profiles 10 Drainage Laterals 1 Street Lights 2 Pavement Markings & Signage 5 Traffic Signals 10 Water Plan /Profiles 0 Sanitary Sewer Plan /Profiles 0 Details 29 Subtotal Number of Sheets = 111 Cross - Section Plans Cover 1 Cross - Sections 45 Subtotal Number of Sheets = 46 Total Number of Sheets = 157 MW • AM • • tcf CL to 0 C') W LL LL 'm5 -0 cw) 0 W ca ca O .......... DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 ATTACHMENT "D" Miscellaneous Road Improvements Ruddell Street Summary of Opinion of Probable Costs November 18, 2015 Paving, Traffic Control, Erosion Control Union Pacific Railroad Crossing Traffic Signals Drainage Street Lights Pavement Markings Water Sanitary Sewer $ 1,813,017.25 $ 625,000.00 $ 250,000.00 $ 1,339,760.18 $ 198,594.28 $ 16,088.05 $ 159,992.25 $ 80,462.25 Total $ 4,482,914.26 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 PAVING MISCELLANEOUS ROAD IMPROVEMENTS RUDDELL STREET SEPTEMBER 9, 2015 Item Description Quantity Unit Unit Price item Cast 1 Preparing Right of Way 44.50 STA $ 3,000.00 $ 133,500.00 2 Mobilization 1.00 L.S. $100,000.00 $ 100,000.00 3 Excavation 6,000 C.Y. $ 9.00 $ 54,000.00 4 Embankment 9,000 C.Y. $ 3.50 $ 31,500.00 5 Import Material 4,000 C.Y. $ 12.00 $ 48,000.00 6 Remove Existing Asphalt Paving 10,000 S.Y. $ 3.00 $ 30,000.00 7 Backfill 44.50 STA $ 90.00 $ 4,005.00 8 Topsoil 9,700 S.Y. $ 2.50 $ 24,250.00 9 Block Sodding 9,700 S.Y. $ 5.00 $ 48,500.00 10 Seeding 9,700 S.Y. $ 1.00 $ 9,700.00 11 Lime Slurry 423 TON $ 90.00 $ 38,070.00 12 8" Lime Treated Subgrade 19,565 S.Y. $ 2.00 $ 39,130.00 13 Concrete Pavement 6" Drives 800 S.Y. $ 41.50 $ 33,200.00 14 Concrete Pavement 8" Drives 220 S.Y. $ 50.00 $ 11,000.00 15 Concrete Pavement 8" Street 5,765 S.Y. $ 46.00 $ 265,190.00 16 Conrete Pavement 10" Street 10,000 S.Y. $ 50.00 $ 500,000.00 17 Asphalt Pavement 2" Type C 2,830 S.Y. $ 15.00 $ 42,450.00 18 Asphalt Pavement 4" Type B 735 S.Y. $ 25.00 $ 18,375.00 19 Asphalt Pavement 7" Type B 2,095 S.Y. $ 32.50 $ 68,087.50 20 Barricades, Signs, & Traffic Handling 18 MO $ 4,500.00 $ 81,000.00 21 Mono Curb 8,000 L. F. $ 2.00 $ 16,000.00 22 30" Concrete Curb & Gutter 700 L. F. $ 30.00 $ 21,000.00 23 Signs 1 L.S. $ 7,500.00 $ 7,500.00 24 Erosion Control SWPPP 11 L.S. $ 25,000.00 $ 25,000.00 25 Capital Improvement Signs 21 EA. 1 $ 750.00 $ 1,500.00 SUBTOTAL $ 1,650,957.50 10% CONTINGENCY $ 165,095.75 TOTAL $ 1,816,053.25 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 Union Pacific Railroad PROPOSED UPRR CROSSING AT RUDDELL STREET October 15, 2015 ITEM DESCRIPTIONS QUANTITY UNITS UNIT PRICE ITEM COST 1 Crossing Area 1 L.S. $ 250,000.00 $ 250,000.00 2 Signals 1 L.S. $ 150,000.00 $ 150,000.00 3 Flagging 1 L.S. $ 25,000.00 $ 25,000.00 4 Railroad Permit 1 L.S. $ 200,000.00 $ 200,000.00 SUBTOTAL $ 625,000.00 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SIGNALS MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST October 15, 2015 ITEM DESCRIPTIONS QUA►NTIT ' UNITS I UNIT PRICE ITEM COST 1 Permanent Signal 1 EA. $ 250,000.00 $ 250,000.00 SUBTOTAL $ 250,000.00 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 DRAINAGE MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST October 15, 2015 Item Description Quantity Unit Unit Price Item 'Cost 1 18" RCP (CL 111) 368 L. F. $ 90.00 $ 33,120.00 2 21" RCP (CL 111) 180 L. F. $ 95.00 $ 17,100.00 3 24" RCP (CL 111) 1,613 L. F. $ 100.00 $ 161,300.00 4 27" RCP (CL 111) 45 L. F. $ 125.00 $ 5,625.00 5 30" RCP (CL 111) 160 L. F. $ 133.50 $ 21,360.00 6 33" RCP (CL 111) 310 L. F. $ 140.00 $ 43,400.00 7 36" RCP (CL 111) 345 L. F. $ 155.00 $ 53,475.00 8 39" RCP (CL 111) 380 L. F. $ 162.50 $ 61,750.00 9 42" RCP (CL 111) 30 L. F. $ 170.00 $ 5,100.00 10 45" RCP (CL 111) 38 L. F. $ 185.00 $ 7,030.00 11 48" RCP (CL 111) 60 L. F. $ 235.00 $ 14,100.00 12 54" RCP (CL V) 75 L. F. $ 275.00 $ 20,625.00 13 60" RCP (CL 111) 310 L. F. $ 270.00 $ 83,700.00 14 66" RCP (CL 111) 245 L. F. $ 285.00 $ 69,825.00 15 7'x5' RCB 445 L. F. $ 335.00 $ 149,075.00 16 36" Steel Pipe 130 L. F. $ 165.00 $ 21,450.00 17 Bore for 36" Steel Pipe 130 L. F. $ 175.00 $ 22,750.00 18 Bore for 54" RCP 75 L. F. $ 210.00 $ 15,750.00 19 Curb Inlet 13 EA. $ 5,700.00 $ 74,100.00 20 "Y" Inlet 2 EA. $ 5,600.00 $ 11,200.00 21 Junction Box Manhole 9 EA. $ 8,500.00 $ 76,500.00 22 Safety End Treatment 4 EA. $ 2,500.00 $ 10,000.00 23 Headwall 3 EA. $ 9,500.00 $ 28,500.00 24 Trench Safety 4,871 L. F. $ 1.80 $ 8,767.80 25 Cement Stabilized Backfill 15 C.Y. $ 60.00 $ 900.00 26 5" Class "A" Concrete Rip -Rap 200 S.Y. $ 65.00 $ 13,000.00 27 12" Graded Rock Rip -Rap 390 S.Y. $ 60.00 $ 23,400.00 28 Excavation (Channel & Detention Pond) 11,720 C.Y. $ 8.00 $ 93,760.00 29 Remove Headwall 2 EA. $ 850.00 $ 1,700.00 30 Remove Storm Pipe 100 L. F. $ 25.00 $ 2,500.00 31 Concrete Plug 1 EA. $ 750.00 $ 750.00 32 Remove Existing Concrete Pavement 1,245 S.Y. $ 3.00 $ 3,735.00 33 Lime Slurry 30 TON $ 90.00 $ 2,700.00 34 8" Lime Stabilized Subgrade 1,323 S.Y. $ 2.00 $ 2,646.00 35 lConcrete Pavement 8" Street 1,245 S.Y. $ 46.00 $ 57,270.00 SUBTOTAL $ 1,217,963.80 10% CONTINGENCY $ 121,796.38 TOTAL $ 1,339,760.18 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 STREET LIGHTS MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST October 15, 2015 Item Description Quantity Unit Unit Price Item Cost ' 1 35' White Concrete Street Light Pole 16 EA. $ 4,700.00 $ 75,200.00 2 Pull Box 8 EA. $ 650.00 $ 5,200.00 3 2" PVC Conduit 2,875 L. F. $ 5.50 $ 15,812.50 4 Street Light Pole Foundations 16 EA. $ 950.00 $ 15,200.00 5 250 Watt Cobrahead Fixture 16 EA. $ 2,300.00 $ 36,800.00 6 Electrical Service 2 EA. $ 4,000.00 $ 8,000.00 7 #4 Bare Street Light Conductor 2,985 L. F. $ 2.45 $ 7,313.25 8 #4 Insulated Street Light Conductor 5,970 L. F. $ 2.85 $ 17,014.50 SUBTOTAL $ 180,540.25 10% CONTINGENCY $ 18,054.03 TOTAL $ 198,594.28 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 PAVEMENT MARKINGS MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST SEPTEMBER 9, 2015 Item Description Quantity Unit Unit Price Item Cast 1 Work Zone Remove (W) 4" (DOT) 100 L.F. $ 1.50 $ 150.00 2 Work Zone Remove (W) 4" (SLD) 720 L.F. $ 6.00 $ 4,320.00 3 Work Zone Remove (W) 8" (SLD) 150 L.F. $ 0.75 $ 112.50 4 Work Zone Remove (W) 24" (SLD) 84 L.F. $ 8.00 $ 672.00 5 Work Zone Remove (Y) 4" (SLD) 720 L.F. $ 0.50 $ 360.00 6 REF PAV MRK TY II (Y) 4" (SLD) 2,000 L.F. $ 1.25 $ 2,500.00 7 REF PAV MRK TY II (W) 4" (SLD) 1,500 L.F. $ 1.25 $ 1,875.00 8 REF PAV MRK TY II (W) 8" (SLD) 600 L.F. $ 2.00 $ 1,200.00 9 REF PAV MRK TY II (W) (ARROW) 8 EA. $ 75.00 $ 600.00 10 REF PAV MRK TYII (W) (WORD) 8 L.F. $ 100.00 $ 800.00 11 REFL PAV MRKR TY II -C -R 30 EA. $ 4.00 $ 120.00 12 PAV SURFACE PREPARATION 1 L.S $ 296.00 $ 296.00 13 MULT PAV MRK (W) (8 ") (SLD) 600 L.F. $ 2.001 $ 1,200.00 14 MULTI PAV MRK (W) (24 ") (SLD) 84 L.F. 1 $ 5.00 is 420.00 SUBTOTAL 10% CONTINGENCY TOTAL Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. $ 14,625.50 $ 1,462.55 $ 16,088.05 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 WATER MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST October 15, 2015 Item Description, Quantity Unit Unit Price Item Cost 1 6" PVC Water Line 85 L. F. $ 33.75 $ 2,868.75 2 8" PVC Water Line 1,465 L. F. $ 39.75 $ 58,233.75 3 Standard Fire Hydrant 3 EA. $ 3,700.00 $ 11,100.00 4 6" Gate Valve 3 EA. $ 1,150.00 $ 3,450.00 8" Gate Valve 9 EA. $ 1,400.00 $ 12,600.00 5 Remove & Salvage Exist. Fire Hydrant 2 EA. $ 262.50 $ 525.00 6 Driveway Repair 40 L. F. $ 12.00 $ 480.00 7 Temporary Pavement Repair 330 L. F. $ 23.25 $ 7,672.50 8 Rock Cushion 100 C.Y. $ 22.50 $ 2,250.00 9 Sodding 1,180 L. F. $ 3.00 $ 3,540.00 10 Connect to Exist Water Line 3 EA. $ 1,125.00 $ 3,375.00 11 Ductile Iron Fittings 6.50 TN. $ 5,625.00 $ 36,562.50 12 Trench Safety 1,550 L. F. 1 $ 1.801 $ 2,790.00 SUBTOTAL $ 145,447.50 10% Contingency $ 14,544.75 TOTAL $ 159,992.25 Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SANITARY SEWER MISCELLANEOUS ROAD IMPROVEMENTS DENTON SERVICE CENTER EAST October 15, 2015 Item Description, Quantity Unit Unit Price Item Cost 1 8" PVC Sanitary Sewer Line 1,040 L. F. $ 29.25 $ 30,420.00 2 12" PVC Sanitary Sewer Line 85 L. F. $ 35.00 $ 2,975.00 3 5' Standard Sanitary Sewer Manhole 4 EA. $ 4,000.00 $ 16,000.00 4 Connect to Exist Sanitary Sewer Line 1 EA. $ 600.00 $ 600.00 5 Remove Exist Manhole 3 EA. $ 550.00 $ 1,650.00 6 Remove Exist Sanitary Sewer Pipe 775 L. F. $ 15.00 $ 11,625.00 7 Temporary Pavement Repair 110 L. F. $ 23.25 $ 2,557.50 8 Rock Cushion 100 C.Y. $ 22.50 $ 2,250.00 9 Sodding 1,015 L. F. $ 3.001 $ 3,045.00 10 JTrench Safety 1 1,1251 L. F. $ 1.80 1 $ 2,025.00 SUBTOTAL 10% Contingency TOTAL Since Graham Associates, Inc. has no control over the costs of labor, materials or equipment, or over contractor's methods of determining prices, or over competitive bidding or market conditions, this opinion of probable cost is made on the basis of our professional experience and represents our best judgment as a firm familiar with the construction industry. We cannot guarantee that proposals, bids or the project costs will not vary from the opinion of probable cost prepared by Graham Associates. $ 73,147.50 $ 7,314.75 $ 80,462.25 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 ATTACHMENT E SCOPE OF SERVICES, DELIVERABLES AND RESPONSIBILITIES OF OWNER RUDDELL STREET IMPROVEMENTS FOR THE CITY OF DENTON GENERAL: The City of Denton Ruddell Street Improvements Project (the Project) will include preparation of construction plans and bid documents, opinions of probable construction cost, identification of right -of -way requirements and necessary ROW acquisitions, Owner utility relocation, franchise utility relocation coordination, permitting and construction phase services. ARTICLE I BASIC SERVICES: GAI shall render the following professional services in connection with the development of the Project: A. Conceptual Design 1. Attend a kick -off meeting with the Owner to discuss the various aspects of the project including planning and design criteria, work program and schedule, procedures of communication, and assignments of personnel. 2. Obtain from the Owner and franchise utility providers all available record drawings, planning reports, traffic counts, zoning ordinances, and other data that may be pertinent in considering the development of the preliminary alignments and the final design of the proposed improvements. 3. Determine from a field reconnaissance of the project area the general layout of the land for the improvements including location of existing above ground utilities and drainage structures. 4. Develop a schematic layout. Submit two (2) copies of the schematic layout to the Owner for review. 5. Attend meeting with Owner to discuss potential utility conflicts and the proposed relocation plan. GAI will meet with the Owner's Project Manager and Engineering staff first and utility staff later if necessary. 6. Attend a meeting with the Owner to discuss the alignment alternatives and recommendations. 7. Upon approval of alignment and schematic design, GAI shall develop a geometric alignment for Ruddell, Texas, Lattimore, Pertain, and Mingo Road. 8. Upon Owner approval of alignment and the schematic design GAI will develop a 30% construction plan set with paving plan/profile sheets, intersection layouts, right -of -way sheets, drainage area maps, and hydraulic computation sheets for the Service Center East project. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 B. Preliminary Design (60 %) - Upon review of the 30% plans by the Owner, GAI will prepare preliminary construction plans as follows: 1. Prepare preliminary paving plan and profile sheets showing curb lines, driveways, elevations at all points of vertical intersection and point of intersections in the paving plan; typical sections; cross sections; high and low points, vertical curve information, and pertinent AASHTO calculations. 2. Prepare a Pavement Design Report documenting the existing soil conditions and providing pavement design recommendations based on (at a minimum) a 40 -year design life, 10% truck loading and traffic volumes as agreed upon with the Owner. 3. Prepare preliminary drainage sheets including drainage area maps, plan and profiles, and hydraulic computations. 4. Initiate coordination of utility relocations with utility owners, and prepare preliminary design of relocations of affected City water and sewer lines. GAI shall provide the design for the relocation of conflicting water and wastewater utilities. 5. Prepare Construction Phasing Plan including pavement phasing, transition segments, and construction detour plans. Develop construction phasing typical cross sections at key locations. 6. Prepare traffic control plans based on the construction phasing in accordance with AASHTO and the City of Denton. 7. Prepare a preliminary estimate of probable construction cost and submit with four (4) sets of plans for review. 8. Meet with the Owner to discuss the preliminary design. GAI assumes that we will meet with the Owner three (3) times during the preliminary design phase. 9. Submit preliminary plans to utility companies for review and comment. Attend a preliminary coordination meeting with the franchise utility companies. C. Final Design - Following Owner approval of preliminary plans, GAI shall prepare final plans with the following additional tasks: 1. Prepare final construction drawings for paving, drainage, traffic signal, and an at grade railroad crossings. No City utility improvements are anticipated. 2. Prepare final technical specifications and bid documents for the project, including bid proposal forms (project quantities) of the improvements to be constructed. This Scope of Services assumes that the project will be prepared using standard bid documents provided by GAI. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 3. Provide quality control by independent review of plans and specifications by Senior Engineer, not on the design team. 4. Prepare a final opinion of probable construction cost based on recent project unit bid prices. 5. Furnish four (4) sets of drawings for review by the Owner at the 60% and 90% design stages, and meet with the Owner to review and discuss the plans. The review meetings will be conducted to address review comments and to take action on items to produce the final construction documents. GAI assumes that we will meet with the Owner three (3) times during each part of the final design phase (60% and 90 %). D. Bidding and Construction Administration Phase — Assist Owner in securing bids. Issue a Notice to Bidders to prospective contractors in GAI's database of prospective bidders, and to selected plan rooms. Provide a copy of the Notice to Bidders for Owner to use in notifying construction news publications and publishing appropriate legal notice. The cost for publications shall be paid by the Owner. GAI will prepare two (2) separate bid packages for the project, with the following to be provided for each bid package. 1. Print thirty (30) sets of 11" x 17" Plans and Bid Documents and distribute to selected plan rooms, and to prospective bidders that respond to the Notice to Bidders. 2. Assist Owner by responding to questions and interpreting bid documents. Prepare and issue addenda to the bid documents to plan holders if necessary. 3. Attend one pre -bid meeting to answer questions related to the bid documents. 4. Assist Owner in the opening, tabulating, and analyzing the bids received. Review the qualification information provided by the apparent low bidder. Recommend award of contract or other actions as appropriate to be taken by the Owner. 5. Assist Owner in the preparation of Construction Contract Documents. Provide ten (10) sets of Construction Contract Documents which include information from the apparent low bidder's bid documents, legal documents, and addenda bound in the documents for execution by the Owner and construction contractor. Distribute five (5) copies of these documents to the contractor with a notice of award that includes directions for the execution of these documents by the construction contractor. Provide Owner with the remaining five (5) copies of these documents for use during construction. Additional sets of documents can be provided as an additional service. 6. Furnish contractor copies of the drawings and specifications for construction pursuant to the General Conditions of the Construction Contract. 7. Attend one (1) pre - construction meeting per bid project to discuss the project schedule for construction. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 8. GAI design team staff will make (24) visits to the site to observe the progress and the quality of work and to attempt to determine in general if the work is proceeding in accordance with the construction contract documents. In this effort GAI will endeavor to protect the Owner against defects and deficiencies in the work of Contractor and will report any observed deficiencies to the Owner. 9. Review Contractor shop drawings and other project related submittals. Notify the Contractor of non - conforming work observed during site visits. Review quality related documents provided by the Contractor such as test reports, equipment installation reports or other documentation required by the construction contract documents. 10. Interpret the drawings and specifications for the Owner and Contractor. Investigations, analyses, and studies requested by the Contractor and approved by the Owner, for substitutions of equipment and /or materials or deviations from the drawings and specifications are an additional service. 11. Prepare documentation for contract modifications required to implement modifications in the design of the project. Receive and evaluate notices of Contractor claims and make recommendations to the Owner on the merit and value of the claim on the basis of information submitted by the Contractor or available in project documentation. 12. Revise the construction drawings in accordance with the information furnished by Contractor reflecting changes in the project made during construction. One (1) set of mylar reproducible prints of "Record Drawings" and electronic files shall be provided by GAI to the Owner for each set of construction drawings. ARTICLE II ADDITIONAL SERVICES (DESIGN PHASE): A. Design Surveying 1. Establish horizontal and vertical control for the project from existing TxDOT control monuments. Establish adequate control points and benchmarks for construction of the project. Cross -tie all survey control to City of Denton benchmarks. 2. Provide miscellaneous topographic survey of the project. B. Traffic Signals 1. Prepare permanent traffic signal plans The construction plans shall include: a) Signal Layouts b) Phase Diagrams c) Wiring Diagrams DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 d) Quantities and Charts e) Standard Details f) Specifications C. Geotechnical Engineering and Pavement Design (LandTec) 1. Pavement and Utility Borings: Drill 11 borings to depths of 15 feet. (Estimate 165 linear feet of drilling). Borings from bridge and retaining wall will supplement the pavement and utility borings. 2. Obtain soil samples and perform Texas Cone Penetrometer (TCP) and Split Spoon Tests (SPT) as appropriate for the soils encountered. 3. Perform Dynamic Cone Penetrometer (DCP) tests to evaluate pavement subgrade strength and develop California Bearing Ratio (CBR) values; Effective Modulus of Subgrade Reaction, k, values, and, resilient modulus values for the anticipated pavement subgrade soils. 4. Observe for groundwater seepage during drilling and record level. 5. Backfill boreholes with cuttings upon completion (not grouted). 6. Coordinate the clearance of underground utility locations in accordance with the Texas 811 One Call requirement and as -built information obtained by prime as part of the project at a minimum. 7. Coordinate with the local municipality while drilling on or adjacent to public roads, including traffic control and barricades as necessary. 8. Selected laboratory testing will be conducted on samples that are considered to be reasonably representative of the materials obtained from the field exploration. The tests will evaluate and classify the soils, identify subsurface site characteristics, and provide data for analysis. The tests include a) Soil classification tests including Atterberg limits (liquid and plastic limits) and Sieve Analysis tests b) Unit dry weight and moisture content tests c) Unconfined Compressive Strength tests on soil and rock d) Unconsolidated Undrained (UU) Triaxial strength tests e) Direct Shear and /or Consolidated Undrained Strength tests f) Consolidation tests DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 g) Optimum Moisture- Density Curves (Standard and /or Modified Proctors) h) Swell tests i) Atterberg Limits / pH series tests on pavement subgrade soils with one or more stabilization additives including Lime, Cement and Cem- Lime ®. j) Soluble Sulfate tests (subgrade soils upper 4 feet) 9. An engineering analysis and evaluation of the field and laboratory data will be performed for the project, based on available project concepts. Information to be provided is as follows: a) Plan of borings illustrating the approximate location of each boring and scale to which the drawing is made b) A log of each boring indicating the boring number, location (northing, easting and elevation as provided by Graham Associates, Inc.), depth of strata, soil description, field penetration tests including Standard Penetration tests (SPT's) and /or Texas Cone Penetrometer (TCP) , laboratory tests, and groundwater information c) Description of the field exploration and laboratory testing program d) Laboratory test results and analysis of results e) Discussion of subsurface soil and groundwater conditions f) Recommendations for roadway and embankment fill material including soil type, compaction and moisture content requirements, placement and testing during construction g) Recommendations for removal and /or improvement of soft soils (if encountered) within the floodway where embankments will be constructed h) Provide subgrade and pavement design for all streets and sections of the intersecting streets using field and laboratory test data, traffic volume and desired pavement design life. Pavement design analysis will be performed using the AASHTO pavement design procedure, specifically using WinPAS software and will match the design procedures used for the City of Fort Worth. i) Ten (10) copies of the geotechnical engineering report will be provided to the design team along with PDF and CD versions. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 D. Subsurface Utility Engineering 1. SUE work required for this project will be conducted in general accordance with the recommended practices and procedures described in ASCE Publication CFASCE 38 -02 (Standard Guideline for the Collection and Depiction of Existing Subsurface Utility Data). The quality levels used on this project are as follows: a. Quality Level B — Two - dimensional (x,y) information obtained through the application and interpretation of non - destructive surface geophysical methods. Also known as "designating" this quality level provides the approximate horizontal position of subsurface utilities within approximately one foot. b. Quality Level A — Also known as "locating ", this quality level provides precise three dimensional (x,y,z) information at critical locations by exposing specific utilities. Non - destructive vacuum excavation equipment is used to expose the utilities at specific points which are then tied down by survey. E. The Scope of Services for Full Time Resident Representation services includes (1) one part time inspector (based on 10 hours per week) for construction duration 12 months. A. GAI shall have a Resident Project Representative on the Site. The duties, responsibilities and the limitations of authority of the Resident Project Representative, and designated assistants, are as follows: 1. Resident Project Representative is GAI's agent at the site, will act as directed by and under the supervision of GAI, and will confer with GAI regarding Resident Project Representative's actions. Resident Project Representative's dealings in matters pertaining to the on -site Work shall in general be with GAI and contractor, keeping Owner advised as necessary. Resident Project Representative's dealings with subcontractors shall only be through or with full knowledge and approval of contractor. Resident Project Representative shall generally communicate with Owner with the knowledge of and under the direction of GAI. B. Duties and Responsibilities of Resident Project Representative: 1. Schedules: Review the progress schedule, schedule of shop drawing submittals and schedules of values prepared by contractor and consult with GAI concerning acceptability. 2. Conferences and Meetings: Attend meetings with contractor, such as preconstruction conferences, progress meetings, job conferences and other project- related meetings, and prepare and circulate copies of minutes thereof. 3. Liaison: a. Serve as GAI's liaison with contractor, working principally through contractor's superintendent and assist in understanding the intent of DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 Contract Documents; and assist GAI in serving as Owner's liaison with contractor when contractor's operations affect Owner's on -site operations. b. Assist in obtaining from Owner additional details or information, when required for proper execution of the Work. 4. Shop Drawings and Samples: a. Record date of receipt of shop drawings and samples. b. Receive samples which are furnished at the site by contractor, and notify GAI of availability of samples for examination. c. Advise GAI and contractor of the commencement of any Work requiring a shop drawing or sample if the submittal has not been approved by GAI. 5. Review of Work, Rejection of Defective Work, Inspections and Tests: a. Conduct on -site observations of the Work in progress to determine if the Work is in general proceeding in accordance with the Contract Documents. b. Report to GAI whenever Resident Project Representative believes that any Work will not produce a completed Project that conforms generally to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents, or has been damaged, or does not meet the requirements of any inspection, test or approval required to be made; and advise GAI of Work the Resident Project Representative believes should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. d. Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record the results of these inspections and report to GAI. 6. Interpretation of Contract Documents: Report to GAI when clarifications and interpretations of the Contract Documents are needed and transmit to contractor clarifications and interpretations as issued by GAI. 7. Request for Revisions: Consider and evaluate contractor's suggestions for revisions to Drawings or Specifications and report with Resident Project Representative's recommendations to GAL Transmit to contractor in writing decisions as issued by GAI. 8. Records: DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 a. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and Samples, reproductions of original Contract Documents, including all Work Change Directives, Addenda, Change Orders, Field Orders, Written Amendments, additional Drawings issued subsequent to the execution of the Contract, GAI's clarifications and interpretations of the Contract Documents, progress reports, submittals and correspondence received from and delivered to contractor and other Project related documents. 9. Reports: a. Furnish to GAI periodic reports as required of progress of the work and of contractor's compliance with the progress schedule and schedule of Shop Drawings and Sample submittals. b. Consult with GAI in advance of scheduled major tests, inspections or start of important phases of the Work. c. Draft proposed Written Amendments, Change Orders and Work Change Directives, obtaining backup material from contractor and recommend to GAI Written Amendments, Change Orders, Work Change Directives, and Field Orders. d. Report immediately to GAI and Owner the occurrence of any accident. 10. Payment Requests: Review Applications for Payment with contractor for compliance with the established procedure for their submission and forward with recommendations to Owner, noting particularly the relationship of the payment requested to the schedule of values, Work completed and materials and equipment at the Site but not incorporated in the Work. 11. Certificates, Maintenance and Operation Manuals: During the course of the Work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by contractor are applicable to the items actually installed and in accordance with the Contract Documents, and have this material delivered to GAI for review and forwarding to Owner prior to final payment for the Work. 12. Completion: a. Before GAI issues a Certificate of Substantial Completion, submit to contractor a list of observed items requiring completion or correction. b. Observe whether contractor has performed inspections required by laws or regulations, ordinances, codes or order applicable to the Work, including but not limited to those to be performed by public agencies having jurisdiction over the Work. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 C. Conduct a final inspection in the company of GAI, Owner and contractor and prepare a final list of items to be completed or corrected. d. Observe whether all items on final list have been completed or corrected and make recommendations to GAI concerning acceptance. 13. Limitations of Authority of Resident Project Representative: a. Shall not authorize any deviation from the Contract Documents or substitution of materials or equipment (including "or- equal" items), unless authorized by GAI. b. Shall not exceed limitations of GAI's authority as set forth in Agreement or the Contract Documents. C. Shall not undertake any of the responsibilities of contractor, subcontractor, suppliers, or contractor's superintendent. d. Shall not advise on, issue directions relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of construction unless such advice or directions are specifically required by the Contract Documents. e. Shall not advise on, issue directions regarding or assume control over safety precautions and programs in connection with the Work or any activities or operations of Owner or contractor. f. Shall not accept shop drawing or sample submittals from anyone other than the contractor. g. Shall not participate in specialized field or laboratory tests or inspections conducted by others, except as specifically authorized by GAI. 14. GAI shall provide the following Public Involvement services: a. GAI will prepare a project web site that may be accessed through the City of Denton website. The site will include information about the project, project schedule, and comment area. Content will be discussed with the City PM prior to posting. b. GAI will attend up to three (3) public meetings at the concept, design and construction phases of the project. GAI will provide project exhibits and prepare presentations for each meeting. This scope assumes that the Owner will pay for advertising and mailings associated with each public meeting. B. Geotechnical Materials and Construction Testing (Landtec) Testing shall be conducted based on the latest requirements of the City of Denton and the North Central Texas Council of Governments. Testing shall be performed for the following: DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 1. Site Preparation, Filling, Back Filling 2. Utilities 3. Mechanical Lime Stabilization 4. Pier Installation Monitoring 5. Concrete Testing 6. Hot Mix Asphalt Concrete Testing ARTICLE III EXTRA SERVICES: Extra Services to be performed by GAI, if specifically authorized in writing by Owner, which are not included in the above - described Basic and Additional Services, are described as follows: A. Phase II Environmental Site Assessment services in accordance with ASTM standards to identify and investigate the nature and extent of potential environmental contamination. B. Tree survey to comply with City of Denton tree protection ordinance. C. Field layouts or the furnishing of construction line and grade surveys. D. Legal services for eminent domain hearings. E. Historical structure survey for any structure that is within the proposed right -of -way that is 50+ years old will be considered an additional service. F. If buried features or structures are located, it may be necessary to conduct formal National Register of Historic Places testing to satisfy the THC. The costs of in -depth NRHP testing or mitigation excavation will be considered an additional service. G. Documenting and Recording Historic Structures. H. GIS mapping services or assistance with these services. L Providing additional 3D renderings or revisions to existing 3D renderings of the project design. J. Making revisions to drawings, specifications or other documents when such revisions are 1) not consistent with approvals or instructions previously given by Owner or 2) due to other causes not solely within the control of GAI. K. Preparing applications and supporting documents for government grants, loans, or planning advances and providing data for detailed applications. L. Preparing data and reports for assistance to Owner in preparation for hearings before regulatory agencies, courts, arbitration panels or any mediator, giving testimony, personally or by deposition, and preparations therefore before any regulatory agency, court, arbitration panel or mediator unless such litigation, mediation, arbitration, dispute review boards, or other legal and /or administrative proceedings or hearings are caused by actions or negligence of GAI or one of its subconsultants.. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 M. Assisting Owner in preparing for, or appearing at litigation, mediation, arbitration, dispute review boards, or other legal and /or administrative proceedings in the defense or prosecution of claims disputes with contractor(s) unless such litigation, mediation, arbitration, dispute review boards, or other legal and /or administrative proceedings in the defense or prosecution of claims disputes with contractor(s) are caused by actions or negligence of GAI or one of its subconsultants. N. Assisting Owner in the defense or prosecution of litigation in connection with or in addition to those services contemplated by this AGREEMENT unless such litigation, mediation, arbitration, dispute review boards, or other legal and /or administrative proceedings in the defense or prosecution of claims disputes with contractor(s) are caused by actions or negligence of GAI or one of its subconsultants. Such services, if any, shall be furnished by GAI on a fee basis negotiated by the respective parties outside of and in addition to this AGREEMENT. O. Performing investigations, studies, and analysis of work proposed by construction contractors to correct defective construction work. P. Design, contract modifications, studies or analyses required to comply with local, State, Federal or other regulatory agencies that become effective after the date of this agreement. Q. Services required to resolve bid protests or to rebid the project for any reason, unless such rebid is directly caused by actions or negligence of the engineering professional. R. Visits to the site in excess of the number of trips included in Article I for periodic site visits, coordination meetings, or contract completion activities. S. Any services required as a result of default of the contractor(s) or the failure, for any reason, of the contractor(s) to complete the work within the contract time. T. Providing services after the completion of the construction phase not specifically listed in Article I. U. Providing basic or additional services on an accelerated time schedule. The scope of this service includes the cost for overtime wages of employees and consultants, inefficiencies in work sequence and plotting or reproduction costs directly attributable to an accelerated time schedule directed by the Owner. V. Providing services made necessary because of unforeseen, concealed, or differing site conditions or due to the presence of hazardous substances in any form. W. Providing services to review or evaluate construction contractor(s) claim(s), provided said claims are supported by causes not within the control of GAI. X. Providing value engineering studies or reviews of cost savings proposed by construction contractors after bids have been submitted. Y. Provide follow -up professional services during contractor's warranty period. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 Z. Preparation of Nationwide or Individual 404 Permit, submittal and approval. AA. Right of Way Acquisition services and Appraisals. ARTICLE IV TIME OF COMPLETION: GAI is authorized to commence work on the Project upon execution of this AGREEMENT and agrees to complete the services in accordance with the schedule shown as Exhibit 3 of this document. If GAI's services are delayed through no fault of GAI, GAI shall be entitled to adjust contract schedule consistent with the number of days of delay. These delays may include but are not limited to delays in Owner or regulatory reviews, delays on the flow of information to be provided to GAI, governmental approvals, etc. If the project is placed on hold by the Owner for more than six months, GAI reserves the right to negotiate additional compensation for additional services related to the delay. ARTICLE V RESPONSIBILITIES OF OWNER: Owner shall perform the following in a timely manner so as not to delay the services of GAI: A. Designate in writing a person to act as Owner's representative with respect to the services to be rendered under this AGREEMENT. Such person shall have contract authority to transmit instructions, receive information, interpret and define Owner's policies and decisions with respect to GAI's services for the Project. B. Provide all criteria and full information as to Owner's requirements for the Project, including project objectives and constraints, space, capacity and performance requirements, flexibility and expandability, and any budgetary limitations; and furnish copies of all design and construction standards which Owner will require to be included in the plan. C. Assist GAI by placing at GAI's disposal all available information pertinent to the Project including previous reports, GIS mapping and data, and any other data relative to completion of the Project. D. Examine all studies, reports, sketches, drawings, specifications, proposals and other documents presented by GAI, obtain advice of other consultants as Owner deems appropriate for such examination and render in writing decisions pertaining thereto within a reasonable time so as not to delay the services of GAI. E. Furnish approvals and permits from all governmental authorities having jurisdiction over the Project and such approvals and consents from others as may be necessary for completion of the Project. F. Attend and take leadership role in project progress meetings and other project related meetings and attend and moderate the public meetings. G. Give notice to GAI whenever OWNER observes or otherwise becomes aware of any development that affects the scope or timing of GAI's services, or any defect or nonconformance of the work of any contractor. H. Contact other departments within the City of Denton and coordinate with them to obtain record drawings of other utilities, buildings, or infrastructure as needed. DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 EXHIBIT 4 GRAHAM ASSOCIATES, INC. ESTABLISHED HOURLY RATES AUGUST 2013 PRINCIPAL $160.00 SENIOR ENGINEER $135.00 REGISTERED PUBLIC SURVEYOR $130.00 SENIOR HYDROLOGIST $130.00 REGISTERED ENGINEER $125.00 GRADUATE ENGINEER $110.00 SENIOR DESIGN TECHNICIAN $110.00 SURVEY COORDINATOR $110.00 GRADUATE HYDROLOGIST $100.00 TECHNICIAN IV $95.00 TECHNICIAN III $80.00 TECHNICIAN II $70.00 TECHNICIAN I $50.00 3 MAN SURVEY CREW $140.00 2 MAN SURVEY CREW $120.00 CLERICAL $45.00 CADD STATION $25.00 DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 LANOTEC E= PERSONNEL EXHIBIT 3 EXHIBIT 4 LANDTEC ENGINEERS, LLC SCHEDULE OF FEES Texas Engineering Firm Registration No. F- 000329 Project Geotechnical Engineer ..................................................... ............................... $ 125.00 /hour Senior Geotechnical Engineer ...................................................... ............................... $ 135.00 /hour Senior Project Manager ................................................................ ............................... $ 140.00 /hour Principal Engineer ........................................................................ ............................... $ 165.00 /hour Senior Engineering Consultant .................................................... ............................... $ 175.00 /hour Registered Professional Land Surveyor ....................................... ............................... $ 135.00 /hour Expert Witness (Deposition and Trial) ........................................ ............................... $ Reg. Rt. x 1.5 Engineering Technician I ............................................................. ............................... $ 42.00 /hour Engineering Technician II ............................................................ ............................... $ 48.00 /hour Engineering Technician III .......................................................... ............................... $ 50.00 /hour Senior Engineering Technician .................................................... ............................... $ 65.00 /hour Engineering Assistant / Specialist .................................................. ............................... $ 75.00/hour Word Processing / Clerical ............................................................ ............................... $ 50.00/hour Drafting /CADD ........................................................................... ............................... $ 75.00/hour FieldSurvey ........................................................................... ............................... $ 125.00/hour Transportation (portal to portal) ................................................... ............................... $ 0.65 /mile Transportation w /trailer (portal to portal) .................................... ............................... $ 0.75 /mile Minimum Transportation Charge ................................................. ............................... $ 50.00 /trip SupportVehicle ........................................................................... ............................... $ 50.00 /day PerDiem ........................................................................... ............................... $ 150.00 /day Sample /Document Shipment ........................................................ ............................... $ 50.00 each Plots /Copies ........................................................................... ............................... $ 50.00 /first plot; ........................................................................... ............................... $ 5.00 after first plot Copies........................................................................... ............................... $ 0.10 /page DRILLING AND SAMPLING (0' -100' depth) Drilling and Intermittent Sampling in Soil ........................ ............................... Drilling and Continuous Sampling in Soil ....................... ............................... Drilling and Continuous Sampling w /TCP test .................. ............................... Core Drilling in Shale /Sandstone /Moderately Hard Limestone ....................... Core Drilling in Very Hard Rock ....................................... ............................... Field Penetration Tests, split spoon or TCP test ................ ............................... Drilling Through Concrete ................................................. ............................... Mobilization of Rig (Local) ............................................... ............................... MinimumDrilling fee ........................................................ ............................... Plug Bore Hole with Bentonite .......................................... ............................... ........ $ 12.00 /foot ........ $ 16.00 /foot ........ $ 22.50/ea ........ $ 30.00 /foot ........ $ 37.50 /foot ........ $ 35.00 /each ........ $ 100.00 /hole ........ $ 300.00 /each ........ $ 1250.00 /each ........ $ 7.50 /foot 12- Exhibit 4 Landtec feeSchedule '15' (2) 1 LANDTEC ENGINEERS DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 DRILLING AND SAMPLING (0' -100' depth) CONT'D Hollow Stem Auger Drilling (3.25 I.D.) w /continuous bbl sampler ........................... $ 27.00 /foot Drill Rig Standby Time ................................................................ ............................... $ 185.00 /hour Clean Up and Backfill Bore Holes ............................................... ............................... $ 50.00 /each SOIL Atterberg Limits (liquid and plastic limits), ASTM D4318 ......... ............................... $ 60.00 /test Atterberg Limits with Additive .................................................... ............................... $ 70.00 /test Percent Passing No. 200 Sieve, ASTM D 1140 ........................... ............................... $ 35.00 /test Standard Proctor, ASTM D 698 ................................................... ............................... $ 185.00 /test Modified Proctor, ASTM D 1557 ................................................ ............................... $ 225.00 /test Tex- 113 -E ........................................................................... ............................... $ 250.00 /test Processing Materials greater than No. 4 ...................................... ............................... $ 60.00 /test Sieve Analysis, ASTM D422 ....................................................... ............................... $ 50.00 /test pHDetermination ......................................................................... ............................... $ 30.00 /test Soluble Sulfate, TxDOT 145E ..................................................... ............................... $ 100.00 /test Moisture Content, ASTM D433 ................................................... ............................... $ 15.00 /test Moisture Content and Unit Dry Weight ....................................... ............................... $ 30.00 /test Hydraulic Conductivity, ASTM 5084 .......................................... ............................... $ 310.00 /test Hydraulic Conductivity, COE ...................................................... ............................... $ 250.00 /test Hydrometer Analysis ................................................................... ............................... $ 125.00 /test SpecificGravity .......................................................................... ............................... $ 50.00 /test Unconfined Compressive Strength .............................................. ............................... $ 45.00 /test Unconfined Compressive Strength ( core) .................................... ............................... $ 60.00 /test Absorption- Pressure Swell ........................................................... ............................... $ 150.00 /test FreeSwell ........................................................................... ............................... $ 75.00 /test Bar Linear Shrinkage ................................................................... ............................... $ 25.00 /test California Bearing Ratio (ASTM 1883) ...................................... ............................... $ 175.00 /point Consolidation........................................................................... ............................... $ 350.00 /test Triaxial Shear - 1.4 -inch, 2.0 -inch diameter specimens (larger diameter specimens quoted upon request) a. Unconsolidated Undrained: - multiple specimen, 3 specimens minimum ......................... ............................... $ 85.00 /spec - single specimen, 3 points minimum .................................... ............................... $ 85.00 /point b. Consolidated Undrained - with pore pressure measurements: - multiple specimen, 3 specimens minimum ......................... ............................... $ 425.00 /spec - single specimen, 3 points minimum .................................... ............................... $ 425.00 /point c. Consolidated Drained: - multiple specimen, 3 specimens minimum ......................... ............................... $ 450.00 /spec - single specimen, 3 points minimum .................................... ............................... $ 450.00 /point Direct Shear - 2.5 -inch diameter specimen - Q -Test, 3 points minimum .................................................. ............................... $ 175.00 /point - S -Test, 3 points minimum ................................................... ............................... $ 250.00 /point Remoldingsamples ...................................................................... ............................... $ 60.00 /each Sample Preparation ...................................................................... ............................... $ 50.00 /hour In -Place Moisture Density Tests, nuclear method ....................... ............................... $ 15.00 /test In -Place Moisture Density Tests, Drive Ring, Sand Cone, Volumeter ....................... $ 20.00 /test 12- Exhibit 4 Landtec feeSchedule '15' (2) 2 LANDTEC ENGINEERS DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 SOIL CONT'D Gradation of Lime Treated Subgrade Soil ................................... ............................... $ 20.00 /test LimeDepth Checks ...................................................................... ............................... $ 20.00 /test Nuclear Density Gauge ................................................................ ............................... $ 125.00 /day Nuclear Density Gauge (weekly rate) .......................................... ............................... $ 375.00 /week CONCRETE Mix Design, including gradations, absorption, specific gravity and unit weight of Aggregates, slump, unit weight and air content of concrete, One water- cement Ratio ............................................................... ............................... $ 350.00 /test Additional Mix Design on same samples of aggregate ................ ............................... $ 200.00 /test Confirmation Test Cylinders (min. of 6 per mix) ........................ ............................... $ 21.00 /test Sieve Analysis (ASTM C- 136) .................................................... ............................... $ 50.00 /test Sieve Analysis (material finer than 9200 sieve) .......................... ............................... $ 35.00 /test Concrete Coring (up to 4" dia. & 6" thick - min. 3 /trip) ............. ............................... $ 90.00 /each Minimum Coring Charge (per trip) .............................................. ............................... $ 300.00 /each Capping and Testing Cores .......................................................... ............................... $ 28.00 /each SawingCore ends ......................................................................... ............................... $ 28.00 /each Concrete Cylinders -with inspection (minimum of 4) .................. ............................... $ 21.00 /each Concrete Beams -with inspection ................................................. ............................... $ 32.50 /each MortarCubes ........................................................................... ............................... $ 30.00 /each GroutPrisms ........................................................................... ............................... $ 35.00 /each Equipment Fee (in addition to coring fees) .................................. ............................... $ 150.00 /each AGGREGATE Sieve Analysis SpecificGravity ......................... ............................... Los Angeles Abrasion ................ ............................... Sample Preparation .................... ............................... Absorption......................... ............................... ClayLumps ......................... ............................... Calcium Carbonate ..................... ............................... Hydraulic Conductivity (ASTM D 2434) ................. GEOSYNTHETICS Thickness(GM) ........................ ............................... Specific Gravity (Density) ......... ............................... Carbon Black Content ................ ............................... Carbon Black Dispersion ........... ............................... Tensile Properties ....................... ............................... Peel& Shear ......................... ............................... Direct Shear Interface ................ ............................... Clay Mass /Unit Area (GCL) ...... ............................... ................ ............................... $ 50.00 /test ................ ............................... $ 70.00 /test ................ ............................... $ 575.00 /test ................ ............................... $ 50.00 /test ................ ............................... $ 45.00 /test ................ ............................... $ 45.00 /test ................ ............................... $ 325.00 /test ................ ............................... $ 150.00 /test ................ ............................... $ 15.00 /test ................ ............................... $ 15.00 /test ................ ............................... $ 35.00 /test ................ ............................... $ 35.00 /test ................ ............................... $ 55.00 /test ................ ............................... $ 27.00 /test ................ ............................... $1250.00 /test ................ ............................... $ 25.00 /test 12- Exhibit 4 Landtec feeSchedule '15' (2) 3 LANDTEC ENGINEERS DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 GEOSYNTHETICS CONT'D Permeability( GCL) ...................................................................... ............................... $ 250.00 /test Puncture Resistance (ASTM D 4833) .......................................... ............................... $ 35.00 /test Tear Resistance (ASTM D 1004) ................................................. ............................... $ 42.00 /test Moisture Content (ASTM D 4643, D2216) ................................. ............................... $ 15.00 /test GEOTEXTILES Apparent Opening Size (ASTM D 475 1) .................. Hydraulic Transmissivity (ASTM D 4716) .............. Mass/Unit Area (ASTM D 5261, D 3776) ................ Permittivity /Permeability (ASTM D 4491) .............. Thickness (ASTM D 1777, D 5199) ......................... Tensile (Grab) (ASTM D 4632) . ............................... Puncture Resistance (ASTM D 4833) ....................... Tear Restistance (ASTM D 4533 ) ............................. ASPHALT ............... ............................... $ 86.00 /test ............... ............................... $ 81.00 /test ............... ............................... $ 10.00 /test ............... ............................... $ 70.00 /test ............... ............................... $ 10.00 /test ............... ............................... $ 52.00 /test ............... ............................... $ 35.00 /test ............... ............................... $ 52.00 /test Extraction & Gradation ................................................................ ............................... $ 195.00 /test Thickness.......................................................... ..............................$ 15.00 /test BulkSpecific Gravity ................................................................... ............................... $ 21.50 /test Cores /ea /inch of depth (Min. 3/ trip) ............................................. ............................... $ 10.00 /inch Max. Theoretical SG .................................................................... ............................... $ 75.00 /test RiceGravity ........................................................................... ............................... $ 75.00 /test Disposal Fee (Environmental) ..................................................... ............................... $ 30.00 /each LabMold /Density ........................................................................ ............................... $ 87.00 /test Stability........................................................................... ............................... $ 170.00 /test CoreDensity .......................................................................... ............................... $ 34.00 /each CoreThickness ........................................................................... ............................... $ 15.00 /each CorePatch ........................................................................... ............................... $ 10.00 /each Equipment Fee (in addition to coring fees) .................................. ............................... $ 150.00 /each STRUCTURALSTEEL CWI/Structural Steel Inspection, visual (min. 4 hours/ trip) ......... ............................... $ 65.00 /hour Ultrasonic Testing (min. 4 hours / trip) .......................................... ............................... $ 75.00 /hour Material /Equipment Fee ............................................................... ............................... $ 45.00 /each (Added to Ultrasonic, Magnetic Particle & Liquid Penetrant Testing) FLOOR FLATNESS MinimumCharge .................................................................... ............................... Over15,000 sf ........................................................................ ............................... $ 495.00 /each $ 0.027 /sf 12- Exhibit 4 Landtec feeSchedule '15' (2) 4 LANDTEC ENGINEERS DocuSign Envelope ID: C58E3656- 53FA- 428D- A5F5- FD312E54ECC6 EXHIBIT 3 NOTES: 1. Field test rates are charged per test in addition to technician hourly rates. 2. A minimum of four (4) hours technician time and vehicle charge will be billed for each call out, sample or specimen pickup. 3. Technician time is charged portal -to- portal. 4. Overtime rates are 1.5 times regular rate for hours worked over 8 hours per day or hours before 7:00 am and /or after 5:00 pm. Lab and field services performed on Saturday, Sunday and Holidays will be charged at 1.5 time's regular rate. 5. Engineer time is minimum of 4 hours and support vehicle charge for field visits. 6. Drilling rates are for depths of 100 feet or less. 7. Additional tests not included in this schedule of fees will be quoted upon request. 8. All fees subject to change without notice. 9. Next day results for standard proctor (if available) will be charged at 1.5 time's standard unit price. CONFIDENTIAL - Not for use on any other project or for any other purposes without written permission from LANDTEC ENGINEERS, LLC. 12- Exhibit 4 Landtec feeSchedule '15' (2)J LANDTEC ENGINEERS DocuSign Envelope ID: C58E3656-53FA-428D-A5F5-FD312E54ECC6 CERTIFICATE OF INTERESTED pAWLTT 3 FORM 1295 10fl Complete Nos. 1- 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING I Name of business entity filing form, and the city, state and country of the business entity's place Certificate Number: of business. 2016-9660 Graham Associates, Inc. Arlington, TX United States Date Filed: 2 Name of governmental entity or state agency that is a party to the contract for which the form is 02/05/2016 being filed. City Of Denton, Texas Date Acknowledged: 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the goods or services to be provided under the contract. 5758 Contract for Civil Engineering Services for Ruddell Street @ Mingo Road 4 Nature of interest (check applicable) Name of Interested Party City, State, Country (place of business) Controlling Intermediary Graham Associates, Inc. Arlington, TX United States X 5 Check only if there is NO Interested Party, El 6 AFFIDAVIT I swear, or affirm, under penalty of perjury, that the above disclosure is true and correct. DEANNA L. JOHNSON 0. JON Texas Notary Public, State of Texas 016 My Coiiim, Expires 4-14-2016 Signature of authorized agent of contracting business entity AFFIX NOTARY STAMP / SEAL ABOVE Sworn to and subscribed before me, by the said this the fl,'N day of 20-,� to certify which, witness my hand and seal of office. �fofficer �.ath Signature admmistenng Printed Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.0.34944 000uSign Envelope ID: os8Eas5s-5aFA4uoo~^5F5-Foa1uEs4Eoos EXHIBIT For vendor doing business with local governmental entity This questionnaire reflects changes made to the law byo��23, 84th Leg., Regular Session. OFFICE USE ONLY This questionnaire is being filed in accordance with Chapter 178. Local Government Code, Date Received 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 governmental entity not later than the 7th business day after the date the vendor becomes aware of facts that require the statement tobefiled. See Section 17S.O0S(a-1). Local Government Code. A vendor commits an offense if the vendor knowingly violates Section 176.006. Local U U Government Code. An offense under this section ivamisdemeanor. n MarkBmckhard (rho law requires that you file on 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.) Frank, G. Payne Name of Officer This section (item 0including 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 178.O81(1-a). Local Government Code. Attach additional pages 0u this Form C|Oasnecessary. A. Is the local government officer named in this section receiving or likely to mooivo taxable incoma, other than investment income, from the vendor? 1:1 Yes FT No B. |s the vendor receiving or likely m receive taxable income, other than investment income, from oru1 the direction cd the local government officer named in this section AND the taxable income is not received from the local governmental entity? El Yes 171 No C. |e the filer ofthis questionnaire employed by aooqmmhon nr other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership interest of one percent or more? El Yes MNo D. Describe each employment or business and family relationship with the local government officer named in this section. Civil Engineering Consulting Engineer for City o[Denton 6 '4S Signature m vendor doing business with the governmental entity Date Adopted 8/7/2015 Certificate Of Completion Envelope Id: C58E365653FA428DA5F5FD312E54ECC6 Subject: Please DocuSign: Contract Documents 6064 Source Envelope: Document Pages: 62 Signatures: 2 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC- 06:00) Central Time (US & Canada) Record Tracking Status: Original 2/8/2016 3:30:54 PM Signer Events Karen E. Smith karen.smith @cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Mark Burckhard mburckhard @grahamcivil.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/9/2016 11:28:08 AM ID: 042bd278- dc13- 419c- b29b- 252a3000bd42 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 Winkley julia.winkley @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/9/2016 11:47:54 AM ID: 730fOa4l- 5a3e- 44bf- b553- efla6631105b George C. Campbell george.campbell@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: EXHIBIT 3 Holder: Karen E. Smith karen.smith @cityofdenton.com Signature Completed Using IP Address: 129.120.6.150 Ell ... Signed by: 94C4648954064A4... Using IP Address: 72.54.93.70 ED—Signed by: C821996CMM439 Using IP Address: 129.120.6.150 Status: Sent Envelope Originator: Karen E. Smith karen.smith @cityofdenton.com I P Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 2/8/2016 3:37:12 PM Viewed: 2/8/2016 3:37:24 PM Signed: 2/8/2016 3:38:43 PM Sent: 2/8/2016 3:38:46 PM Resent: 2/9/2016 10:39:33 AM Viewed: 2/9/2016 11:28:08 AM Signed: 2/9/2016 11:30:19 AM Sent: 2/9/2016 11:30:25 AM Viewed: 2/9/2016 11:46:30 AM Signed: 2/9/2016 11:46:45 AM Sent: 2/9/2016 11:46:48 AM Viewed: 2/9/2016 11:47:54 AM ' StCUfttb Robin Fox Robin.fox @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/9/2015 1:39:51 PM ID: 04463961- 03db -4c4d- 9228- d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Frank Payne Frank. payne@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: EXHIBIT 3 Signer Events Signature Timestamp Jennifer Walters jennifer .walters @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: In Person Signer Events Signature Timestamp Editor Delivery Events Status Timestamp Agent Delivery Events Status Timestamp Intermediary Delivery Events Status Timestamp Certified Delivery Events Status Timestamp Carbon Copy Events Status Timestamp Julia Winkley� Sent: 2/9/2016 11:30:23 AM julia.winkley @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 2/9/2016 11:47:54 AM ID: 730f0a4l- 5a3e- 44bf- b553- efla6631105b Sherri Thurman Sent: 2/9/2016 11:30:23 AM sherri.thurman @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Robin Fox Robin.fox @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Accepted: 10/9/2015 1:39:51 PM ID: 04463961- 03db -4c4d- 9228- d660d6146ed6 Jennifer Bridges jennifer.bridges@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Frank Payne Frank. payne@cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: EXHIBIT 3 Carbon Copy Events Status Timestamp Jane Richardson jane .richardson @cityofdenton.com Security Level: Email, Account Authentication (Optional) Electronic Record and Signature Disclosure: Not Offered ID: Notary Events Timestamp Envelope Summary Events Status Timestamps Envelope Sent Hashed /Encrypted 2/9/2016 11:46:49 AM Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 4/20/2015 2:25:38 PM Parties agreed to: Mark Burckhard, Julia Winkley, Julia Winkley, Robin PKHIBIT 3 ELECTRONIC RECORD AND SIGNATURE DISCLOSURE From time to time, City of Denton (we, us or Company) may be required by law to provide to you certain written notices or disclosures. Described below are the terms and conditions for providing to you such notices and disclosures electronically through your DocuSign, Inc. (DocuSign) Express user account. Please read the information below carefully and thoroughly, and if you can access this information electronically to your satisfaction and agree to these terms and conditions, please confirm your agreement by clicking the 'I agree' button at the bottom of this document. Getting paper copies At any time, you may request from us a paper copy of any record provided or made available electronically to you by us. For such copies, as long as you are an authorized user of the DocuSign system you will have the ability to download and print any documents we send to you through your DocuSign user account for a limited period of time (usually 30 days) after such documents are first sent to you. After such time, if you wish for us to send you paper copies of any such documents from our office to you, you will be charged a $0.00 per -page fee. You may request delivery of such paper copies from us by following the procedure described below. Withdrawing your consent If you decide to receive notices and disclosures from us electronically, you may at any time change your mind and tell us that thereafter you want to receive required notices and disclosures only in paper format. How you must inform us of your decision to receive future notices and disclosure in paper format and withdraw your consent to receive notices and disclosures electronically is described below. Consequences of changing your mind If you elect to receive required notices and disclosures only in paper format, it will slow the speed at which we can complete certain steps in transactions with you and delivering services to you because we will need first to send the required notices or disclosures to you in paper format, and then wait until we receive back from you your acknowledgment of your receipt of such paper notices or disclosures. To indicate to us that you are changing your mind, you must withdraw your consent using the DocuSign 'Withdraw Consent' form on the signing page of your DocuSign account. This will indicate to us that you have withdrawn your consent to receive required notices and disclosures electronically from us and you will no longer be able to use your DocuSign Express user account to receive required notices and consents electronically from us or to sign electronically documents from us. All notices and disclosures will be sent to you electronically Unless you tell us otherwise in accordance with the procedures described herein, we will provide electronically to you through your DocuSign user account all required notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to you during the course of our relationship with you. To reduce the chance of you inadvertently not receiving any notice or disclosure, we prefer to provide all of the required notices and disclosures to you by the same method and to the same address that you have given us. Thus, you can receive all the disclosures and notices electronically or in paper format through the paper mail delivery system. If you do not agree with this process, please let us know as described below. Please also see the paragraph immediately above that describes the consequences of your electing not to receive delivery of the notices and disclosures electronically from us. EXHIBIT 3 How to contact City of Denton: You may contact us to let us know of your changes as to how we may contact you electronically, to request paper copies of certain information from us, and to withdraw your prior consent to receive notices and disclosures electronically as follows: To contact us by email send messages to: kevin.gunn @cityofdenton.com To advise City of Denton of your new e-mail address To let us know of a change in your e -mail address where we should send notices and disclosures electronically to you, you must send an email message to us at kevin.gunn @cityofdenton.com and in the body of such request you must state: your previous e -mail address, your new e -mail address. We do not require any other information from you to change your email address.. In addition, you must notify DocuSign, Inc to arrange for your new email address to be reflected in your DocuSign account by following the process for changing e -mail in DocuSign. To request paper copies from City of Denton To request delivery from us of paper copies of the notices and disclosures previously provided by us to you electronically, you must send us an e -mail to kevin.gunn @cityofdenton.com and in the body of such request you must state your e -mail address, full name, US Postal address, and telephone number. We will bill you for any fees at that time, if any. To withdraw your consent with City of Denton To inform us that you no longer want to receive future notices and disclosures in electronic format you may: i. decline to sign a document from within your DocuSign account, and on the subsequent page, select the check -box indicating you wish to withdraw your consent, or you may; ii. send us an e -mail to kevin.gunn @cityofdenton.com and in the body of such request you must state your e -mail, full name, IS Postal Address, telephone number, and account number. We do not need any other information from you to withdraw consent.. The consequences of your withdrawing consent for online documents will be that transactions may take a longer time to process.. Required hardware and software Operating Systems: Windows2000? or WindowsXP? Browsers (for SENDERS): Internet Explorer 6.0? or above Browsers (for SIGNERS): Internet Explorer 6.0 ?, Mozilla FireFox 1.0, NetSca e 7.2 (or above) Email: Access to a valid email account Screen Resolution: 800 x 600 minimum Enabled Security Settings: -Allow per session cookies -Users accessing the internet behind a Proxy Server must enable HTTP 1.1 settings via proxy connection ** These minimum requirements are subject to change. If these requirements change, we will provide you with an email message at the email address we have on file for you at that time providing you with the revised hardware and software requirements, at which time you will have the right to withdraw your consent. EXHIBIT 3 Acknowledging your access and consent to receive materials electronically To confirm to us that you can access this information electronically, which will be similar to other electronic notices and disclosures that we will provide to you, please verify that you were able to read this electronic disclosure and that you also were able to print on paper or electronically save this page for your future reference and access or that you were able to e -mail this disclosure and consent to an address where you will be able to print on paper or save it for your future reference and access. Further, if you consent to receiving notices and disclosures exclusively in electronic format on the terms and conditions described above, please let us know by clicking the 'I agree' button below. By checking the 'I Agree' box, I confirm that: • I can access and read this Electronic CONSENT TO ELECTRONIC RECEIPT OF ELECTRONIC RECORD AND SIGNATURE DISCLOSURES document; and • I can print on paper the disclosure or save or send the disclosure to a place where I can print it, for future reference and access; and • Until or unless I notify City of Denton as described above, I consent to receive from exclusively through electronic means all notices, disclosures, authorizations, acknowledgements, and other documents that are required to be provided or made available to me by City of Denton during the course of my relationship with you. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -251, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Utility Administration CM/ ACM: Howard Martin Date: February 16, 2016 SUBJECT Consider adoption of an ordinance of the City of Denton, Texas setting a date, time, and place for public hearing to consider approval or denial of the land use assumptions and capital improvements plan for designated service areas in the City of Denton, and authorizing and directing the City Secretary to publish notice of such public hearing before the 30' day before the date of the hearing. BACKGROUND The State legislation governing impact fees requires that a political subdivision (City Council) imposing an impact fee must prepare the 10 -year land use assumptions and the corresponding 10 -year capital improvements plan. The Capital Improvements Advisory Committee (CIAC) appointed by the City Council has been reviewing the land use assumptions, and the 10 -year roadways capacity addition capital improvements plan (CIP). The State legislation also requires that a public hearing must be held by the governing body of the political subdivision to discuss the land use assumption and the capital improvements plan. The legislation states that before the 30' day before the date set for a public hearing, a political subdivision must adopt an order, ordinance, or resolution establishing the public hearing date. The attached ordinance (Exhibit 1) sets the public hearing date for March 22, 2016. Per the State impact fee legislation, the final comments from the CIAC also must be included in the public hearing documents five business days prior to the date of the public hearing. RECOMMENDATION Staff recommends City Council adopt an ordinance setting a public hearing for March 22, 2016 on the 10 -year Land Use Assumptions and the Capital Improvements Plan. PRIOR ACTION/REVIEW (Council, Boards, Commissions) December 5, 2011: Staff presentation to the City Council regarding supplemental street funding February 6, 2012: Staff presentation to the City Council to provide an update regarding supplemental street funding September 10, 2013: Staff presentation to the City Council to provide an update and seek direction regarding supplemental street funding November 15, 2013: Staff presentation of proposed road impact fees to the Developer's Committee December 10, 2013: Work Session on Kimley -Horn and Associates, Inc consultant contract for implementation of road impact fees City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -251, Version: 1 January 7, 2014: Approval of the Kimley -Horn and Associates, Inc consultant contract for implementation of road impact fees May -, 2014: Approval of the amendment to the Kimley -Horn and Associates, Inc consultant contract for implementation of road impact fees December 9, 2014: Presentation of the Travel Demand Model and proposed changes to the Mobility Plan to the Mobility Committee January 5, 2015: Presentation of the Travel Demand Model and proposed changes to the Mobility Plan to the Traffic Safety Commission January 13, 2015: Update to Mobility Committee on the proposed changes to the Mobility Plan and street sections conforming to context sensitive solution design March 23, 2015: Presentation of the Travel Demand Model and proposed changes to the Mobility Plan to the City Council April 14, 2015: Presentation of the 10 -Year Land Use Projections and Capital Improvements Plan to the City Council May 12, 2015: Presentation on Road Impact Fee calculations, and comparison with other cities July 28, 2015: Updated on Road Impact Fees to the City Council September 16, 2015: Update on the implementation of the Travel Demand Model of the Denton roadway system and the resulting proposed updates to the current Mobility Plan to the Planning and Zoning Commission September 21, 2015: Update on Road Impact Fees to the Mobility Committee October 29, 2015: Presentation of Road Impact Fees to the Denton County Developers Alliance November 11, 2015: Update on Denton Mobility Plan to the Planning and Zoning Commission November 18, 2015: Public hearing by the Planning and Zoning Commission to make a recommendation to the City Council regarding approval of an update to the City of Denton's Mobility Plan December 1, 2015: Update on Road Impact Fees to the City Council January 5, 2016: Public hearing by the City Council for approval of an update to the City of Denton's Mobility Plan January 13, 2016: Presentation on the 10 -year Land Use Assumptions for the implementation of Road Impact Fees to the Capital Improvements Advisory Committee February 4, 2016: Presentation on the 10 -year Land Use Assumptions and the Capital Improvements Plan for the implementation of Road Impact Fees to the Capital Improvements Advisory Committee EXHIBITS 1. Ordinance Respectfully submitted: Howard Martin Assistant City Manager Prepared by: P. S. Arora, P.E. Division Manager Wastewater Administration City of Denton Page 2 of 2 Printed on 2/12/2016 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS SETTING A DATE, TIME, AND PLACE FOR A PUBLIC HEARING TO CONSIDER LAND USE ASSUMPTIONS AND THE CAPITAL IMPROVEMENTS PLAN FOR DESIGNATED SERVICE AREAS; AUTHORIZING AND DIRECTING THE CITY SECRETARY TO PUBLISH NOTICE OF SUCH PUBLIC HEARINGS. WHEREAS, the City has the authority to adopt roadway impact fees pursuant to Ch. 395 of the Texas Local Government Code; and WHEREAS, the City retained Kimley -I -lorn Associates to prepare a Capital Improvements Plan to identify capital improvements or facility expansions for which roadway impact fees may be assessed; and WHEREAS, Kimley -Horn, on behalf of the City, likewise prepared Land Use Assumptions reflecting a description of five service areas and projections of changes in land uses, densities, intensities, and population in each service area over a 10 -year period; and WHEREAS, the City has made a copy of the proposed Land Use Assumptions, the time period of the projections, and a description of the capital improvement facilities available to the public by keeping a copy in the City Secretary's office and posting a copy on the City Website on February 17, 2016, in conformance with Sec. 395.043 of the Texas Local Government Code; and WHEREAS, the City desires to consider said Land Use Assumptions and the Capital Improvement Plans for each designated service area at a public hearing as required by the statute and hereby sets such public hearing as stated herein; NOW THEREFORE, BE IT ORDAINED BY TIIE CITY COUNCIL OF THE CITY OF DENTON, TEXAS: SECTION 1. The recitals and findings set forth above are true and correct and are incorporated into the body of this ordinance as if fully set forth herein. SECTION 2. On March 22, 2016, at 6:30 p.m. in the City Council Chambers at City Hall located at 215 E. McKinney St., Denton, Texas, the City Council of the City of Denton, Texas will hold a public hearing giving all interested persons the right to appear, be heard, and present evidence for or against the Land Use Assumptions or Capital Improvements Plan. SECTION 3. The City Secretary of the City of Denton, Texas, is hereby authorized and directed to cause notice of such public hearing to be published once in the Denton Record Chronicle before the 3 0`" day before the public hearing. Pursuant to Sec. 395.044 of the Texas Local Government Code, statutory notice must contain time, date, and location, along with a statement of purpose as follows: "NOTICE OF PUBLIC HEARING ON LAND USE ASSUMPTIONS AND CAPITAL IMPROVEMENTS PLAN RELATING TO POSSIBLE ADOPTION OF IMPACT FEES." PASSED AND APPROVED this 16"' day of February, 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY ON APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY' Zi.fit i (1AIA(1. , City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -276, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: Legal Department CM/ ACM: Anita Burgess, City Attorney Date: February 16, 2016 SUBJECT Consider approval of a resolution of the City of Denton, Texas authorizing the Mayor to sign a Letter of Protest, pursuant to 43 C.F.R. section 3120.1 -3, regarding the proposed auction by the Bureau of Land Management ( "BLM ") of Parcel NM- 201604 -044 comprising 259 acres in and adjacent to Lewisville Lake, Denton County, Texas for purposes of oil and gas development; and providing an effective date. BACKGROUND The U.S. Department of Interior Bureau of Land Management ( "BLM ") has issued notice that it will sell a 10- year mineral rights lease for a section of Lake Lewisville in an auction in Santa Fe, New Mexico on April 20, 2016. This auction includes 43 parcels of land of which 32 are located in Texas. A parcel at Lake Lewisville consisting of 259 acres located along the Hickory Creek arm of Lake Lewisville along the north shoreline and west of I -35E is included in the auction. The U.S. Army Corps of Engineers reports that this would not be the first such award of federal mineral leases around Lake Lewisville as others have been awarded previously, including around the Hickory Creek arm of the reservoir. The City of Denton is a holder of water rights to water impounded in Lake Lewisville, and this water serves as a primary source of drinking water for our citizens. As such, staff concerns revolve around protection of water resources. The City staff recognizes that Gas Well Drilling and Production Activities can create conditions that potentially threaten health, safety and general welfare of our citizens, such as accidental releases of chemicals and fluids from the site, fire hazards, sediment discharges and similar deleterious effects. We have taken numerous actions during the course of several years to enact provisions in our local development code to address these concerns for activities that fall within our municipal jurisdiction. As of this writing, two cities, Dallas and Highland Village, have filed protests with the BLM over the auction of the Lake Lewisville parcel for oil and gas development. Staff proposes that the City of Denton join the concerns of other North Texas cities in their protests to the proposed lease of this property. Since the surface areas that will be developed to access the mineral estate of the lease for the Lake Lewisville parcels will fall outside of Denton's jurisdiction, we would be submitting this protest through our standing as water rights holders in the reservoir. Any protest to the leasing of the Lewisville Lake parcel must be filed by February 18, 2016. Should the City Council determine to proceed with the filing of a Letter Protest to the BLM, upon approval of City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -276, Version: 1 the attached Resolution, the Mayor would be authorized to file the draft Letter Protest, attached to the Resolution as an Exhibit. We would then assert our protest to the BLM against the competitive oil and gas lease for the parcel related to Lewisville Lake based on the concerns articulated. RECOMMENDATION Staff recommends approval of the Resolution authorizing the filing of the Letter Protest to the BLM over the leasing of the Lake Lewisville parcel for mineral development. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Sustainable & Environmental Stewardship Related Goal: 5.1 Manage Denton's water resources EXHIBITS Resolution w/ Ex. A (Letter of Protest to which Ex. 1 ((Dallas Letter of Protest)) and Ex. 2 ((Highland Village Letter of Protest)). City of Denton Page 2 of 2 Printed on 2/12/2016 sAlegal\our doeturrents\resolutionsA 6\resolution authorizing letter ot'protest to blur over oil and gas leasing at lake lewisville.doex RESOLUTION NO. CONSIDER APPROVAL OF A RESOLUTION OF THE CITY 01, DENTON, TEXAS AUTHORIZING THE MAYOR TO SIGN A LETTER OF PROTEST, PURSUANT TO 43 C.F.R. SECTION 3120.1-3, REGARDING "I PROPOSED AUCTION BY THE BUREAU OF LAND MANAGEMENT' ( "BI OF PARCEL NM-201604-044 COMPRISING 259 ACRES IN AND ADJACENT TO LEWISVILLE LAKE, DENTON COUNTY, TEXAS FOR PURPOSES OF 011, AND GAS DEVELOPMENT-, AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the Bureau of Land Management ("BLM") proposes to auction Parcel NM- 201604-044, comprising 259 acres in and adjacent to Lewisville Lake, Denton County, Texas (the "Lake Lewisville Property"), for purposes of oil and gas development, and WHEREAS, the City of Denton is a holder of water rights to water impounded in Lake Lewisville, and this water serves as a primary source of drinking water for our citizens, and WHEREAS, the City Council of the City of Denton is concerned about protection of regional water resources, and WHEREAS, the City of Denton recognizes that Gas Well Drilling and Production Activities can create conditions that potentially threaten health, safety and general welfare, including accidental releases of chemicals and fluids from the site, fire hazards, sediment discharges and similar deleterious effects, and WHEREAS, water is an increasingly precious resource in our region, about which the City is justly concerned; NOW,TIJEREFORE, THE CITY COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The recitations of the preamble to this Resolution are herein incorporated. SECTION 2. The City Council of the City of Denton authorizes the Mayor to sign a Letter of Protest with the Bureau of Land Management recounting the City's concern over the leasing of lands in and adjacent to I..,ewisville Lake, Denton County for purposes of oil and gas development in form and substance Substantially similar to the attached letter attached hereto as Exhibit "A" and incorporated herein. SECTION 3. The City Council of the City of Denton directs the City Staff to file said Letter of Protest with the Bureau of Land Management by February 18, 2016 and to accomplish any necessary tasks associated with such filing. PASSED AND APPROVED this the day of 2016. CHRIS WATTS, MAYOR s: \I egaI\0Ur docurnentsVesoluti on s\16\resol tit ion authorizing letter of protest to Not over oil and gas leasing at I ake I evvisvi Ile. doex ATTEST: JENNIFER WALTERS, CITY SECRETARY U14 APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY: Page 2 215 E, McKinney Street IDento n, Texas 762 (940) 349-77 7 FAX (9 40) 349-8590 February 17, 2016 Amy Leuders, Director Bureau of Land Management New Mexico State Office 301 Dinosaur Trail Santa Fe, New Mexico 87508 Bureau of Land Management New Mexico Office P.O. Box 27115 Santa Fe, New Mexico 87502-0115 Re: Dallas Water Utilities' protest pursuant to 43 C.F.R. § 3120.1-3 of proposed auction by Bureau of Land Management ("BLM") of Parcel NM-201604-044 comprising approximately 259 acres in and adjacent to Lewisville Lake, Denton County, Texas (the "Lewisville Lake Property") Dear Ms. Leuders: On behalf' of the City of Denton, 'Texas and pursuant to City Council Resolution — dated February 16, 2016, 1 am authorized as Mayor of the City to file this Letter of Protest, pursuant to 43 C.F.R. section 3120.1-3, regarding the proposed auction by the Bureau of Land Management ("BLM") of Parcel NM-201604-044, comprising 259 acres in and adjacent to Lewisville Lake, Denton County, Texas (the "Lake Lewisville Property"), for purposes of oil and gas development. The City of Denton is a holder of water rights to water impounded in Lake Lewisville, and this water serves as a primary source of drinking water for our citizens. As such, our concerns revolve around protection of water quality, as well as other issues raised by North Texas cities. The City of Denton recognizes that Gas Well Drilling and Production Activities can create externalities that potentially threaten health, safety and general welfare. These externalities can include accidental releases of chemicals and fluids from the site, Fire hazards, sediment discharges and similar deleterious effects. Further, the City of Denton joins the concerns of other North Texas cities in their protests to the proposed lease of this property. Of note as an initial matter, there appears to be a discrepancy between Bureau of Land Management ("BLM") Competitive Oil and Gas Lease Sale document, and parcel NM- 201604- 044 as listed in Environmental Assessment DOf-Bf.M-NM-040-2015-61 -EA ("the Environmental Assessment"). Parcel NM-201604-043 appears to reference Somerville Lake in Washington County, Texas in the Environmental Assessment DOI -BLM-N M-040-2015-61 -EA, thereby creating confusion to protestors to the lease of the referenced lands. We ask that this proposed lease be withdrawn and this error corrected prior to any further proceedings in this matter. "Dedicated to Quality Service" www.cityol'(lento ti.com Nonetheless, our statements herein are directed towards Lewisville Lake, which is a major drinking water source not just for the City of Denton, but also for surrounding cities in North Texas. Water is an increasingly precious resource in our region, and we are naturally very concerned with activities that could impact these resources. We are therefore protesting the competitive oil and gas lease for the parcels related to Lewisville Lake based on the concerns outlined below. We have taken numerous actions during the course of several years to enact provisions in our local development code to address these concerns for activities that fall within our municipal jurisdiction. Since it appears that the surface areas that will be developed to access the mineral estate of the lease for the Lake Lewisville parcels will fall outside of Denton's jurisdiction, we are submitting this protest by our standing as water rights holders in the reservoir. Concern 1: Issues Expressed by the City of Dallas by Letter Protest to the BLM dated February 9, 2016 and by the City of Highland Village by Letter Protest to the BLM dated February 10, 2016. The City of Denton endorses the City of Dallas's I..,etter Protest to the BLM as it relates to surface water quality and risks to the integrity of Lewisville Dam and incorporates by reference Dallas's Letter Protest attached hereto as Exhibit (1). The City of Denton also endorses the City of Highland Village's letter Protest to the BLM and incorporates by reference f-lighland Village's Letter Protest attached hereto as Exhibit (2). Concern 2: Erosion, sedimentation, and other impacts from site runoff. Section 4.3.2 entitled "Soils" of the Environmental Assessment does not list any specific management practices for mitigating site erosion, sediment migration controls, and site runoff. The City of Denton has conducted research on this topic specific to Barnett Shale drilling and production operations under standard operating conditions. This research indicates that gas well pad sites have the potential to negatively impact surface waters due to increased sedimentation rates and an increase in the presence of metals in stormwater runoff, and that pad sites also have the potential to produce other contaminants associated with equipment and general site operations (see Banks, KE and DJ Wachal. United States Environmental Protection Agency, Final Report for Catalog of Federal Domestic Assistance Grant Assistance Number 66.463 Water Quality Cooperative Agreement for Project Entitled "Demonstrating the Impacts of Oil and Gas Exploration on Water Quality and Flow to Minimize these Impacts Through Targeted Monitoring Activities and Local Ordinances" ID No. Cl'- X33207101 -1). Many contaminants can adhere to soil and can be transported off the site if good management practices are not imposed. Should the auction proceed over our objections, Denton requests that the lease stipulation for all gas wells accessing the mineral interest in parcels associated with Lewisville Lake should have a mandatory requirement to mitigate impacts from storm flow events by implementing management practices that are at least as stringent as those specified in the Reasonable and Prudent Practices for Stabilization (RAPPS) of Oil and Gas Construction Sites. This stipulation will help reduce degradation of surface water and groundwater roundwater quality from non-point source pollution, and will serve to minimize soil losses by erosion. Concern 3. Reserve pits and similar uncontained fluids on site. Section 4.3.3 of the Environmental Assessment discusses the potential for petroleum products and other chemicals used during drilling or hydraulic fracturing, if released, to cause surface and "Dedicated to Quality Service" WWVV.city0fde11t0n.e01n groundwater contamination. 'The section further states that leaks from reserve and evaporation pits Could also degrade surface and groundwater quality. The current mitigation requirement of'section 4.3.3 is that Surface drilling and production sites will require fluid-impermeable containment systems in, under and/or around any tank, pit, drilling cellar, ditches associated with the drilling process, or other equipment that uses or has the potential to leak/spill hazardous and non-hazardous fluids. The intention of this mitigation requirement is to prevent chemicals from penetrating the soil and impacting the aquifer or from moving off-site to a surface water source. However, these requirements do not preclude open pits. Due to the proximity of these activities to a major regional drinking water source, the City of Denton requests that, if BLM pursues leasing this property despite the City of Denton's objections and that of the other North Texas cities, that no open pits be allowed. Closed loop drilling should be required to minimize the potential for contaminating surface or ground water resources. In this respect, BLM is in a position to impose stipulations through conditions in the mineral lease to insure protection of the drinking water for a Multitude of cities, and we urge BI..,M to do so. Concern 4. Risks for inundation and associated site releases and safety concerns. The current stipulations required by the US Corps of Engineers, as specified in BLM Competitive Oil and Gas Lease Sale document, page 45, are a minimum setback of 3000 feet from prime facilities critical to the operation of Lewisville lake, no surface occupancy at the 522 foot National Geodetic Vertical Datum (NGVD) conservation pool elevation of the lake, and no surface occupancy of any lands lying at or below the elevation of the spillway crest elevation of 532 feet NGVD. However, analyses of historical elevations of Lake I..,ewisville indicates that the daily maximum surface water elevation of the lake has exceeded 532 feet for a total of 109 days since January 6, 1988. The longest consecutive number of days the surface elevation of the lake was above 532 feet was from May 24, 2015 to July 10, 2015, a span of 48 days. There are additional mutually exclusive events where the lake surface elevation exceeded 532 feet for 28 consecutive days, 21 consecutive days, and 12 consecutive days. In summary, past data on lake elevation levels indicates that restricting surface development to only the 532 foot elevation creates a substantial risk for inundation of the surface gas well sites, which could result in surface water contamination and safety risks. To minimize these risks, the City of Denton requests that the "no surface occupancy" stipulation be increased a minimum ol.'537 feet NGVD, plus an additional 2 feet of freeboard, for the pad site and all associated equipment. Concern 5. Floodplain Protection. The City of Denton is concerned about development of gas well pad sites within floodplain areas without substantial additional safety and protection measures. To protect floodplains and water courses, the City of Denton, at a minimum, requests the ORA- I Stipulation to be added to Parcel NM-201604-44 (Lewisville Lake) for all surface activities involved with the mineral estate. This stipulation should be in addition to the currently stipulated ORA-2 (Wetland/Riparian Buffers protection), WO-ESA-7 (Endangered Species Act) and WI1O-NIIPA (National Historical Preservation Act Consultation). ORA- I states: "All or portions of lands under this lease lie in and or adjacent to a major watercourse and are subject to periodic flooding. Surface occupancy of these areas will not be allowed without the specific approval, in writing, of the BLM". This notice informs operators that surface disturbance and/or occupancy of these areas may not be allowed within 200 meters of the outer edge of the floodplain. "Dedicated to Quality Service" WWW.Cityoftlenton.coln In sum, the City of Denton asks that the BLM withdraw the Lake Lewisville Property from auction for oil and gas development for the reasons above stated. In the event the BLM declines to withdraw the property from auction, we ask that steps be taken by the BLM to assure the City of Denton that our water supply will not suffer contamination from the drilling activities of oil and gas operations. We acknowledge the BLM has the full responsibility and authority to approve and regulate all surface disturbing and downhole activities associated with oil and gas exploration and development through analysis and approval of the surface use plan of operation component of an Application for Permit to Drill (APD). The BLM also has the authority and responsibility to provide final approval of all API)s including those for operations on federal leases on other surface management agencies lands (U.S. Department of the Interior, Environmental Assessment DOI- BI.,M-NM-040-2015-61 -EA, October 2015, p. 4). In conclusion, the City of Denton urges withdrawal of the Lake Lewisville parcel from auction; however, if BLM chooses to proceed, the City requests that BI..,M use its authority to impose stipulations as herein specified in order to mitigate our concerns. These concerns are intended to protect Lake Lewisville and thus assure the health, safety and general welfare of the City of Denton's residents and businesses. Respectfully, Chris Watts Mayor cc: COL Calvin C. Hudson 11, District Commander, Fort Worth District Brian S. Karnisato, P.E., Deputy District Engineer Rob Jordan, Lake Manager, I.,ewisville/Ray Roberts Lakes Senator Jane Nelson Congressman Michael Burgess State Representative Tan Parker State Representative Ron Simmons Tom Taylor, Upper Trinity Regional Water District Jody Puckett, Department Director, City of Dallas Water Utilities Donna Barron, City Manager of Lewisville "I)edicated to Quality Service" wvvw.city01'dentonxom Amy Leuders, Director Bureau of Land Management New Mexico State Office 301 Dinosaur Trail Santa Fe, New Mexico 87508 February 9, 2016 Via Lay 505 -954 -2010 and U.S. mail Bureau of Land Management New Mexico Office P.O. Box 27115 Santa Fe, New Mexico 87502-0115 Re: Dallas Water Utilities' protest pursuant to 43 C.F.R. § 3120.1-3 of proposed auction by Bureau of Land Management ("BLM") of Parcel NM-201604-044 comprising approximately 259 acres in and adjacent to Lewisville Lake, Denton County, Texas (the "Lewisville Lake Property") Dear Ms. Leuders: I am the Director of Dallas Water Utilities (DWU), a department of the City of Dallas. DWU provides water and wastewater services to about 2.4 million people in Dallas and 27 nearby communities. One of DWU's primary water supply sources is Lewisville Lake in Denton County, Texas. DWU's service area extends to almost all of Denton County either directly or through its wholesale customers. As you may know, the U.S. Army Corps of Engineers ("Corps") operates Lewisville Lake to store DWU's water under a 1953 agreement with the City of Dallas, Pursuant to Article 3 of that agreement, the City has a "right to protect its water supply." Although I regularly interact with the Corps and other federal agencies, I only recently discovered that the BLM will be conducting an oil and gas competitive lease sale in Santa Fe, New Mexico on April 20, 2016, which will include the Lewisville Lake Property. See BLM Notice of Competitive Lease Sale, Oil and Gas (January 20, 2016) (the "BLM Notice"). I am concerned that the proposed BLM action will interfere with DWU's mission to serve while protecting the health and safety of Dallas citizens and DWU's wholesale customers. In order to protect the public safety and water supply at Lewisville Lake, DWU hereby requests that the BLM withdraw the Lewisville Lake Property from its April 20, 2016 auction as authorized in the BLM Notice. This is the prudent course of action and consistent with the BLM's authority to "withdraw any and all parcels before the sale begins." See BLM Notice at p. iii. Oil and as production at the Lewisville Lake Proper oses a significant risk to surface water guali!y. Surface water in the area in and around the land proposed to be auctioned flows Our Vi!iion: To be an efficient provider of supewr water and wastewater service and in leader in the water wdustfy 1500 Marilla, 4AN, Dallas, Texas 75201 Telephone: (214) 670-3146 - Fax: (214) 6703154 February 9, 2016 Page 2 of 3 directly to Lewisville Lake. As a result, any spills or releases of oil and gas waste and their hazardous components have the potential to impact the drinking water of Dallas residents and DWU's wholesale customers. These direct impacts from oil and gas activities have not been adequately studied and represent an unacceptable level of risk to DWU. Hydraulic fracturing, a process often used in conjunction with directional drilling to make oil and gas wells productive, and related wastewater disposal is associated with an increased risk of seismicity. The BLM Notice (at 45) includes a stipulation from the Corps that appears to encourage "directional drilling" adjacent to and underneath Lewisville Lake for the proposed lease. In a recent guidance document, the U.S. Environmental Protection Agency ("EPA") concluded that proximity of hydraulic fracturing activities to a drinking water resource increases the potential for impacts and that residents and drinking water resources are most likely to be affected by potential impacts. See U.S. EPA's draft "Assessment of the Potential Impacts of Hydraulic Fracturing for Oil and Gas on Drinking Water Resources" (June 2015). The potential impacts are both above and below ground, including "water withdrawals in times of, or in area with, low water availability; spills of hydraulic fracturing fluids and produced water; . . . below ground migration of liquids and gases; and inadequate treatment and discharge of wastewater." Id, at ES-6. The EPA further noted that in 151 spills from oil and gas production, surface water supplies were contaminated 9% of the time. Id. at ES-13. Property under and adjacent to Lewisville Lake is particularly high risk because of its proximity to large drinking water supply. More specifically, the federally required Environmental Assessment ("EA") performed by BLM on October 2015 identifies a number of risks to drinking water supplies that would result from the auction sale of the Lewisville Lake Property, including the following: • Increased surface runoff and off-site sedimentation brought about by soil disturbance. • Increased salt loading and water quality impairment of surface waters. • Contamination of surface waters by produced water. EA at 56-58. The EA further recognizes that "hazardous and/or solid wastes may be used during the development phase," EA at 42, and "exploration/development of the proposed lease could have result in the introduction of hazardous and non-hazardous substances to the site." EA at 66. Because of the environmental risks to surface water supplies resulting from the proposed oil and gas production adjacent to and under Lake Lewisville, DWU requests that the BLM withdraw the Lewisville Lake Property from its April 20, 2016 auction. Risks to the integri!y of Lewisville Dom have not been adeguately considered. The Corps acknowledged that the Lewisville Dam is "high risk." See USAGE Dam Safety Facts for Lewisville Dam (November 2015). The Corps is currently working diligently to address the Lewisville Dam safety issues. Nevertheless, DWU is very concerned about sending the February 9, 2016 Page 3 of 3 Lewisville Lake Property to auction without consideration of crucial public safety issues. The EA performed by the BLM fails to account for any public safety or environmental impacts related to dam safety of the Corps' known issues at Lewisville Lake, so it is unclear whether the BLM properly considered the risks to Lewisville Dam, In addition, the Corps' current guidance for oil and gas activities in proximity to its dams, levees, and other facilities does not account for a dam with known safety issues, such as Lewisville Dam, Although DWU dogs, not anticil2ate imminent failure of Lewisville Dam, DWU does not support activities such as oil and as production with the potential to exacerbate the known safer y issues at Lewisvi!Lc D Accordingly, OLM should withdraw the Lewisville Lake Prop&rty from auction. DWU and other stakeholders have not been given an adeguate opportunity-to consider this proposal a voice their concerns. DWU received no notice from the BLM or any other federal agency regarding this oil and gas competitive lease sale. I understand that other stakeholders and many in the public were similarly surprised in the last week or so upon fitiding out about the BLM auction of the Lewisville Lake Property'. In Nei, the EA notitis that the Ofily, notice to the public was being "posted online for a two week review period beginning August 31, 2015." EA at 73, Neither local governments nor the water-consuming public have had an adequate opportunity to review and consider the potential impacts of the BLM auction of the Lewisville Lake Property. For this reason alone, I am writing to you in haste requesting that the 13LM withdraw the Lewisville Lake Property from the auction. For the reasons listed above and others, please withdraw the Lewisville Lake Property from the April 20, 2016 auction, and contact me at the number below if you have any questions or concerns regarding this letter. Respectfully submitted, Jo M. (Judy) Puckett, P.E. Director, Dallas Water Utilities City of Dallas 214-670-3143 cc: COL Calvin C. I Judson 11, District Commander, Fort Worth District Brian S. Kamisato, P.E., Deputy District Engineer Rob Jordan, Lake Manager, Lewisville/Ray Roberts Lakes !!15 Exhibit 2 OFFICE OF THE MAYOR 1000 Highland Village Road Highland Village, TX 75077 972-899-5132 F 972-317-0237 www.highlandvillage.org February 10, 2016 Amy Leuders, Director Bureau of Land Management New Mexico State Office P.O. Box 27115 Santa Fe, New Mexico 87502-0115 Via Fax: (505) 954-2010 and First Class Mail Julie Ann Serrano, Lead Land Law Examiner Bureau of Land Management Via Fax: (505) 954-2010 and New Mexico State Office First Class Mail P.O. Box 27115 Santa Fe, New Mexico 87502-0115 Re: City of Highland Village, Texas, Protest Pursuant to 43 C.F.R. §3120.1-3 of the Proposed Auction by the Bureau of Land Management ("BILM") of Parcel NM- 201604-043, being 258.90 Acres Located in Denton County, Texas (Lewisville Lake) Dear Ms. Leuders, and Ms. Serrano: The City Council of the City of Highland Village, Texas met in regular session on February 9, 2016, and took the following affirmative action: I move to authorize the Mayor to prepare and execute on behalf of the City a letter in protest to the Bureau of Land Management's announced sale of mineral leases for a 258.90 acre tract of land adjacent to Lewisville Lake in Denton County, Texas with copies to the property owner and other appropriate interested parties". The preceding motion was approved by a unanimous vote of seven (7) to zero (0). The Highland Village City Council deliberated and received public comment on the proposed Bureau of Land Management (BLM) Gas Lease NM-201604-043, 258.90 Acres Located in Denton County, TX (Lewisville Lake). The following items were identified as the City's interest in protesting this proposed lease: • Lewisville Lake is the City of Highland Village's primary supply of potable water to our residents. The City Council took this affirmative protest action based on the concerns about the risks of fracking beneath Lewisville Lake and the potential contamination of drinking water. Lewisville Lake dam is currently undergoing repairs from the May 2015 storms. The Corps of Engineers has identified the following elements that need to be addressed- reduce underseepage and probability of internal erosion of the earthen dam structure; improve slope stability and reduce probability of sliding of the earthen dam structure; repair infrastructure at the risk of being compromised by uplift and erosion; and portions of the dam may not be stable under higher pool loadings. The USACE is proposing to modify features at the Lewisville Lake Dam in order to reduce risk associated with dam operation and extend longevity of the dam. The City Council took this affirmative protest action based on the concerns of the risks of fracking beneath Lewisville Lake and the potential that seismic activity with associated fracking could exacerbate the identified risk. The City of Highland Village has been advised that by letter dated February 9, 2016, from Jo. M. "Jody" Puckett, P.E., Director, Dallas Water Utilities, City of Dallas,Texas, addressed to Ms Leuders, the City of Dallas has also submitted as protest of the proposed auction of the above- referenced tract. The City of Highland Village is a raw water supply customer of the City of Dallas, the source of such raw water supply being Lewisville Lake. The City of Highland Village is also a treated water customer of the Upper Trinity Regional Water District, who, in turn, obtains its raw water supply from the water owned by the City of Dallas in Lewisville Lake. In addition to the issues serving as the basis for this protest, the City of Highland Village also joins the City of Dallas and incorporates its reasons for protesting the above-referenced lease of Parcel NM-201604-043. For the reasons listed above, the City of Highland Village hereby submits this protest and objection to the proposed auction of a mineral lease of Parcel NM-201604-043, and respectfully requests that said parcel be withdrawn from the April 20, 2016 auction. If you have any questions please feel to contact Michael Leavitt, City Manager, City of Highland Village at (972) 899-5131. Respectfully submitted, Charlotte J. Wilcox, Mayor City of Highland Village, Texas cc: COL Calvin C. Hudson 11, District Commander, Fort Worth District Brian S. Kamisato, P.E., Deputy District Engineer Rob Jordan, Lake Manager, Lewisville/Ray Roberts Lakes Senator Jane Nelson Congressman Michael Burgess State Representative Tan Parker State Representative Ron Simmons Tom Taylor, Upper Trinity Regional Water District City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: DCA15- 0008b, Version: 1 AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: February 16, 2016 SUBJECT 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 zoning uses in Subchapter 5 and to revise the 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. This item was postponed from the December 15, 2015 meeting. 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 Publi-e Assembly Halls, Clubs, or Lodges: A structure or facility owned or operated for special educational or recreational purposes; bid4 ne4 fer pre& er to r-eade a sefviee that i-s- This proposed DDC amendment was first considered by City Council on December 15, 2015. At that meeting, the potential impacts of the revised use within residential zoning districts were discussed. City Council and members of the public had concerns that the use may be too intense for some residential districts. In response to those concerns, staff recommends that Assembly Halls, Clubs, and Lodges not be permitted in NR -3 District, NR -4 District, and NR -6 District. Staff recommends permitting the revised use in NR -1 District and NR -2 District with a Specific Use Permit (SUP), as those districts are often found in rural areas of the City, and may be deemed appropriate within the SUP process. The proposed amendments to Subchapter 5 of the DDC are attached for reference. City of Denton Page 1 of 3 Printed on 2/12/2016 File #: DCA15- 0008b, Version: 1 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 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 December 15, 2015, City Council held a public hearing on the request. At that meeting, the public hearing was closed and City Council voted to postpone the item until an available meeting in 2016. 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. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Staff Analysis 2. Proposed Amendments to DDC Subchapter 35.5 3. November 18, 2015 P &Z Meeting Minutes 4. Draft Ordinance City of Denton Page 2 of 3 Printed on 2/12/2016 File M DCA15- 0008b, Version: 1 Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Julie Wyatt Associate Planner City of Denton Page 3 of 3 Printed on 2/12/2016 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 N I N I N 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 ". S:ALegal \Our Documents \Ordinances \16 \1)DC Chapter 5 Amendment Ordinance.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, 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. 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 (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, 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 Denton Plan, and federal, state, and local law and 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" with an L(15) designation. The L(15) limitation requires 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 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 3. 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 tiling suit to enjoin the violation and it retains all legal rights and remedies available to it under local, state and federal law. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of other provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 5. 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 , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY r mss' BY: Lr'`` Exhibit A Subehapter 5 .................................................................................................................................................................. ............................... . Subchapter 5 — Zoning Districts and Limitations 35.5.1 Rural Districts Sections: 355.1.1 Purpose. 35.5.1.2 Permitted Uses. 35.5.1.3 General Regulations. Subchapter ........ ............................... Development Code 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 may result in a degradation of their values. Land Use categories within a Rural District include: RD -5 Rural Residential RC Rural Commercial 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 -D 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 Live/Work 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 Subchapter .......................... ............................... Development Code Categories Commercial Land Use Home Occupation 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) S -2 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 -3 Subchapter5 .............................................................................................................................................................................................................. ............................... . 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 Subchapter 5 ................................................................................................................................................................................... ............................... . Development Code 5 -5 Categories Institutional Land Use Basic Utilities RD-5 RC P P Community Service N P Parks and Open Space P P Churches P P Sen4- pab4e,- Malls, Clubs, arid- Ledges 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 5 -5 Subchapter .............................................................................................................................................................................................................. ............................... . Development Code 35.5.1.3 General Regulations. General regulations urithin 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 Maximum lot coverage except for 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 10 feet, for each foot of Minimum rear yard building height over foot for 20 feet None The following limits apply to subdivision of more than 10 acres in lieu of minimum lot size and dimension requirements: General Regulations -• Maximum density, dwelling units per acre 0.2 0.5 Minimum building separation 30 feet 30 feet The following limits apply to all buildings: Regulations General 'D 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 -6 Subchapter ........................................................................................................................................................... ............................... . Development Code -7 Subchapter ......................................................................................................................... ............................... I ....... 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 preserve and protect existing neighborhoods and to ensure that anv new development is compatible with existing land uses, patterns, and design standards. Land Use categories within the Neighborhood Residential areas include: NR -1 Neighborhood Residential 1 NR -2 Neighborhood Residential 2 NR -3 Neighborhood Residential 3 NR -4 Neighborhood Residential 4 NR -6 Neighborhood Residential 6 NRi -fU -12 Neighborhood Residential Mixed Use 12 NRI' I Neighborhood Residential Mixed Use 35.5.2.2 Permitted Uses. The following uses and their accessory uses are permitted within the Neighborhood Residential districts: .- .. Agriculture P P P 7L(7) NRIVIU- P P P Livestock L(7) L(7) L(7) L(7) L(7) L(7) Single Family Dwellings 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 Live/Work 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, LN, = Limited as defined in Section 35.5.8 5 -8 Subchapter5 ......................... ............................... Development Code Categories Home Occupation P P P P 7P 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 L(11) Drive - through Facility N N EN 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 N Assembly Halls, Clubs, and Lodges SUP SUP N N N L(15) P Temporary Uses L(38) L(38) L(38) L(38) L(38) L(38) L(38) 5 -9 Subchapter .............................................................................................................................................................................................................. ............................... . Development Code P= Permitted, N =not permitted, SUP= Specific Use Pemlit Required, L(X) = Limited as defined in Section 35.5.8 5 -10 Subchapter 5 ................................................................................... ............................... 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 EN 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 Required, L(1) = Limited as defiled in Section 35.5.8 5-11 Subchapter 5 ............................................................ ............................... Development Code Institutional Land Use Categories Basic Utilities L(25) L(25) L(25) L(25) L(25) NKM 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 Semi public, Halls, dubs; -and- Ledges SUP SDP- SUP 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 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 NR-2 , Minimum lot area (square feet) 32,000 16,000 NR-3 10,000 7,000 NR-6 NRMU- 1 6,000 3,500 !20 ,500 Minimum lot width 80 feet 80 feet 60 feet 50 feet 50 feet 30 feet 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 following 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: General Regulations NR-1 NR-3 NR-4 NR-6 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 footfor foot for foot for foot for foot for footfor 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 .............................................................................................................................................................................................................. ............................... . Development 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- farnily 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 may 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 35.5.3 Downtown Sections: 35.5.3.1 Purpose. 35.5.3.2 Permitted Uses. 35.5.3.3 General Regulations. Core. Subchapter 5 ................................................................................. ............................... Development Code 35.5.3.1 Purpose. The purpose of the Downtown University Core District is to encourage mixed use developments xvithin 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 xvitlun the Downtown University Core District: Residential .. Agriculture •- P �- P P P Livestock L(7) L(7) L(7) L(7) Single Family Dwellings P P N N Accessory Dwelling Units P P N N Attached Single Family Dwellings N P P P Dwellings Above Businesses N P P P LiveMork 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 Subchapter 5 ........................................................................................................................................................... ............................... Development Code Categories Commercial Land Use Home Occupation D- P DR-2 P DC-N P DC-G 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 P= Permitted, N =not permitted, SUP= Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 Subchapter 5 ...... ............................... Development Code 5 -17 Subchapter 5 .................................................................................................................................................... ............................... Development Code Industrial Land Use Categories Printing / Publishing �- N - IN 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 Subchapter ..................................................................................................................................... ............................... Development Code Categories Institutional Land Use Basic Utilities D- -1 SUP SUP SUP SUP Community Service N N P P Parks and Open Space P P P P Churches P P P P S,emi- public; Halls, Clubs, and -- Ledges 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(l3) 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 Per r it Required, L(X) _ Linuted 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: General Regulations �- �- 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 Subchapter 5 ............................................................................................................................................................................................................ ............................... . 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 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 Mixed Use Centers include: CN4 -G Community N4ixed Use General CNI -E Community Mixed Use Employment 35.5.4.2 Permitted Uses. The folloudng uses are permitted within Community \Mixed Use Centers: Categories :'Residential Land Use Agriculture M. 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 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 in Section 35.5.8 5 -22 Subchapters ............................. ............................... 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 N Indoor Recreation P 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 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(1) = Limited as defined in Section 35.5.8 Subchapter 5 .............. ............................... Development Code 5 -25 Subchapter 5 ................................................................................................................................................................................... ............................... I ........................... Development Code Categories :�Instltutionall Land, Use Basic Utilities SUP SUP Community Service P P Parks and Open Space P P Churches P P semi- public,- Hals -Gl+ , °^�'a,- tosses 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 Reqtured, L(X) = Limited as defined in Section 35.5.8 5 -26 Subchapter .............................................................................................................................................................. .............I................. Development Code 35.5.4.3 General Regulations. General regulations of the Community \'fixed Use Centers are in the table below: Regulations' IM M inimum lot area (square feet) 2,500 2,500 Minimum lot width 50 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 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 Subchapter 5 .................................................................................................................................... ............................... . Development Code 5 -28 35.5.5 Sections: 35.5.5.1 35.5.5.2 35.5.5.3 al Mixed Use Centers Purpose. Permitted Uses. General Regulations. Subchapters ...... ............................... Development Code 35.5.5.1 Purpose. The purpose of Regional \nixed Use Centers is to create centers of activity including shopping, seivices, recreation, employment and institutional facilities supported by and serving an entire region. Land Use categories within Regional Mixed 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 \2ixed 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 LiveMork 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( 64& LL(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 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 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 Subchapter5 ................. ............................... 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 SUP L UP 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 Subchapter 5 ............................................................................................................................................................................................................... ............................... 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 Seer 4ublJ ua4s- �, ri ,bs -a"d Lodges R P P R 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 N- iced Use Centers are contained in the table below: 5 -34 Minimum lot area (square feet) None None None None Minimum lot width 50 feet 20 feet 20 feet None Minimum lot depth 80 feet 60 feet 50 feet None Minimum front yard setback 10 feet 10 feet None Minimum side yard 6 feet 6 feet Ffeet None Minimum side yard adjacent to a street 10 feet 10 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 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 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 3.0 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 Subchapter 5 .............................................................................................................................................................................................................. ............................... . Development Code 5 -35 Subchapter 5 ..................................................................................................................................... ............................... 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 xvithin 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: Res 1 dentiall Laind Us e Categories 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 LiveMork 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 Subchapter 5 ..................................................................................................................................................................... ............................... Development Code 5 -37 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) 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 Subchapter ............................................................................................................................................................................................................... ............................... 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 Subchapter 5 ............................................................................................................................................................... ............................... Development Code Categories institutional Land Use Basic Utilities PP P Community Service P Parks and Open Space P P Churches P P Serni publiG, Halls, Clubs, and Lodge P P Business 1 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 5 -40 Subchapter 5 ................................................................................................................................................................. .......I....................... Development Code 35.5.6.3 General Regulations. General regulations of the Employment Center are as follows: 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 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 employment 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: 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 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 ......................................................... ............................... Development Code 5 -44 Categories Commercial Land Use Home Occupation N 7N N Sale of Products Grown on Site 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 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 -45 Subchapter 5 .................................................... ............................... I ........... Development Code 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) EN Kennels 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 Subchapter .......................................................................................................................................................................................................... ............................... Development Code Categories Institutional Land Use Basic Utilities P P Community Service P P Parks and Open Space P P Churches P P Serni- public, k1a11s Glubs; a+ Ledges R R Business / Trade School P P Adult or Child Day Care L(19) N Kindergarten, Elementary School N N Middle School N N High School N N Colleges P N Hospital N N Elderly Housing N EN Medical Centers P Cemeteries N 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) IC-E 2,500 IC-G 5,000 Minimum lot width 50 feet 50 feet Minimum lot depth 50 feet 50 feet Minimum 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 footfor footfor Minimum yard when abutting a each foot of each 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 ....................................................................... ............................... 35.5.8 Limitations Subchapter ........... ............................... Development Code The following define the limitations to zoning uses when the zoning matrix identify a use as permitted, but limited L(1) = Accessory dwelling units are permitted, subject to the following additional criteria: 1. 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 (GI-IFA) 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 GHFA 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 pernutted only: 1. With a Specific Use Permit; or 2. As part of a Mixed -Use Development; or 3. As part of a 1\4aster 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 2"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 with 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. maximum 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 Subchapter 5 .............................................................................................................................................................................................................. ............................... . 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 interior 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 square footage for Semi PubIie 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 with 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) = Nfust 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 Subchapter ........................................... ............................... 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. Management practices must attain the pollutant removal capabilities recommended for parking areas in the Integrated Storm Water Management (iSWX -1) manual, as published by the North Central Texas Council of Governments, or similar practices consistent with 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, othei-vise these uses are not required. L (31) = 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 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 within 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 viewshed 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 where the proposed WECS will be located shall have a minimum lot area of two (2) acres. A maximum of one (1) WECS is permitted by right. Multiple VTECS are permitted only ,,vith approval of a SUP. L (42) = Building- mounted WECS may not extend higher than ten (10) feet above where the WECS is mounted on the building. The height shall be measured from the base of the WE, CS where it is mounted on the building to the highest point of the arc of the blades' elevation. If the XX/BCS does not use blades, then height is measured from the base of the WECS where is mounted on the building to the highest point of the WECS. 5 -51 Subchapter 5 ............................................................................................................................................................................................................... ............................... Development Code 35.5.9 Additional Mixed Use Restrictions: A. All multi - family proposed as part of a Mixed Use Development in the NRMU -12, NRIXiU, Ci\1 -G, Cl\ -1 -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 ". 1 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 Any applicant may request deviations from the additional rnixed -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 35.13.5 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) (Amended 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 Subchapter 5 ........................................................................................................................................................... ............................... . Development Code 5 -53 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: ID 16 -212, Version: 1 Legislation Text Agenda Information Sheet DEPARTMENT: City Manager's Office CM/ ACM: Bryan Langley Date: February 16, 2016 SUBJECT Consider nominations /appointments to the City's Boards and Commissions: Traffic Safety Commission. BACKGROUND Below are the outstanding Boards and Commissions nominations and the Council Member responsible for the nomination. Traffic Safety Commission - Cameron Cox has moved outside of the city limits and has resigned. Council Member Johnson has nominated Karen DeVinney. John Murphy has resigned from the Commission. This is a nomination for Council Member Roden. Nominations could be made and voted on at this meeting should the Council desire. Approval would be contingent on completion of the confirmation process. If you require any further information, please let me know. Respectfully submitted: Jennifer Walters City Secretary City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: ID 16 -003, Version: 1 Agenda Information Sheet DEPARTMENT: DME CM/ ACM: Howard Martin Date: February 16, 2015 SUBJECT Hold a public hearing and consider approval of a resolution regarding the proposed site for construction, expansion, and use of an electric power transmission /distribution substation located generally south of the 2400 Block of Shady Oaks Drive, in the Mary Austin Survey, Abstract number four, in the City of Denton, Texas; as part of Denton Municipal Electric's service territory. [Brinker Substation] 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 above described area (see attached EX 4), in the City of Denton, Texas; has been identified and shared with closely impacted landowner representatives. DME has held an open house, and meetings to discuss the siting of the proposed substation and transmission routes with landowner representatives of the potential site area; and it has received feedback from them. OPTIONS 1. Recommend that City Council approve one of options presented. 2. Do not recommend approval of a site option and direct that other actions be taken. 3. Table the discussion. 4. Postpone action for another meeting. RECOMMENDATION In light of information received during the open house meetings, and the Public Utilities Board's recommendation, DME recommends that the City Council approve the site option depicted on the attached map (Ex4). PRIOR ACTION The City of Denton Public Utility Board conducted a public hearing on January 25, 2016. The PUB recommended by a vote of 6 to 0 that the City Council adopt a resolution selecting the site option depicted on the attached map (Ex 4). STRATEGIC PLAN RELATIONSHIP City of Denton Page 1 of 2 Printed on 2/12/2016 File #: ID 16 -003, Version: 1 The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Public Infrastructure Related Goal: 2.3 Promote superior utility services and facilities EXHIBITS 1. Project Information 2. System Map Transmission lines 3. System Map Substations 4. Site Options Map 5. Resolution Respectfully submitted: Phil Williams General Manager, DME Prepared by: Smith Day Compliance Manager, DME City of Denton Page 2 of 2 Printed on 2/12/2016 Project Information Sheet Brinker Substation Description of the Proiect Denton Municipal Electric (DME) has identified several projects that are critical to maintaining reliability and allowing Denton to continue to grow. Construction of the Brinker 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 and out of the new substation. Denton Municipal Electric City of Denton 1659 Spencer Road Denton, TX 76205 Why is the Proiect needed and what are the benefits? DME transmission lines are interconnected with the statewide transmission system which forms a network that delivers power from generation sites to load centers, and then distributes it to local customers. Interconnected transmission lines provide redundancy to the system and benefits all utilities in an area, including citizens in Denton. State and federal laws outline specific and well defined performance requirements for transmission 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 provides the performance required by the rules. If performance deficiencies are identified, projects must be defined and constructed that resolve the deficit. In determining a solution for a deficiency, alternatives must be considered that take into account benefits, impacts, and costs. Once a transmission line solution is identified, it is generally evaluated through a utility peer review process conducted by the Electric Reliability Council of Texas ( ERCOT) before it may be considered for construction. ERCOT is tasked with overseeing the planning and operation of most transmission facilities in Texas. Its function is mandated by state law, and oversight is provided by the Texas Reliability Entity and the Public Utility Commission of Texas. WAI Project Information Brinker Substation Construction Project The purpose of the Brinker Substation project is to construct a new substation to provide a major u. electric transmission inter -tie (a location where transmission lines of two different voltages come together) that will facilitate conversion of the east side of the 69kV loop to 138kV. At present, the proposed location of this substation is at an intersection of four transmission lines just south of Shady Oaks Drive. The number of transmission - lines could expand up to eight in the future. The substation will also provide terminal space (or additional bays) for 69kV and 138kV transmission lines, up to two 138kV -69kV auto transformers, and for additional substation power transformers as:� needed. DME's intent is to keep as many native trees as possible located on the Northwest corner of the substation site, which would be located outside of and away from the substation fence and transmission line easements. This site, being centrally located in DME's service area, provides DME with great flexibility both in maintaining City -wide system reliability and in meeting the growing electrical demands of the City, particularly in the eastern portion of Denton. The Route and 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 substation. The option site has been identified for the substation and is depicted on the attached map. The 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 hearing. 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 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 Brinker 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 &)cityofdenton.com 2 WAI Project Information Brinker Substation Construction Project Please visit the project website for additional information, updated project information, and an online comment form htlp://www.cityofdenton.com/departments- services /departments -a- f/denton- municipal- electric /prof ects / brinker- substation. Timeline for the Proposed Substation Relocation Following approval by the Public Utilities Board and 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 site, 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 WAI T u N O boo 0 6 to � � � � •o ❑ C � b � � � � � 0 0 0 � � o • Fi ° U N C C �" ate+ "Cl rx o C m C4 °' °' Z ed O�� . � 'N � N O r^ O ^ W OO❑ O cVO 99.4 X a Z N O y V i L"i R ro R.i CO y Qn P. N A O.i en o Q .�. o ° ion .C.�' o •�• v . •��• .O L TS s Y FL w q 7 •-Z U � j Oi T❑3 L. O YO C 3 � � 0 tu o� CCCu O y U� Q u •,Cj u O c7 C. O y Y H N .••r X w i yy' m Q �N W E C6 W N C- C- 0 .E C— C- 0 c6 cry N 00 E_- N J C N O W O E f0 c R G i L n _0 _0 _0 M O .� O O CL . o_ a o .^ 0 0 n`.wan`. OA 0) J c O 4-J C6 U O N c O c6 Ln N m c O N 0 J {n _0 _0 N N N N CL CL O O W ^ 'b W RESOLUTION NO. 2016 - A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS REGARDING THE PROPOSED SITE FOR THE CONSTRUCTION, EXPANSION AND USE OF THE BRINKER SUBSTATION LOCATED GENERALLY SOUTH OF THE 2400 BLOCK OF SHADY OAKS DRIVE, IN THE MARY AUSTIN SURVEY, ABSTRACT NUMBER FOUR, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; BEING LOCATED IN THE SERVICE TERRITORY OF DENTON MUNICIPAL ELECTRIC; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Denton Municipal Electric ( "DME "), the City of Denton's electric department, has previously announced that in order to serve future load and needs of its customers the necessity exists for the construction, expansion and use of a substation, the Brinker Substation, in the general area south of the 2400 block of Shady Oaks Drive, in the Mary Austin Survey, Abstract Number Four, in the City of Denton, Denton County, Texas; being located in the certificated service territory of DME; and WHEREAS, DME has diligently examined a number of possible locations in the south - central part of the City, in order to determine an appropriate site for the construction, expansion and use of the substation; and it has considered the impact on homeowners, any displacement of residents, the cost of easements, transmission and distribution line construction costs, engineering factors, and other relevant factors to the extent reasonably possible; and WHEREAS, DME staff then conducted an open house, with advanced notices being mailed to landowners who own property within five- hundred (500) feet of the potential substation sites, in order to inform the public regarding the sites for the proposed construction, expansion and use of the Brinker Substation, and receive public input on the same; and WHEREAS, after the open house, the City's Public Utility Board ( "PUB "), during a regularly scheduled open meeting, on January 25, 2016, held a public hearing to allow further public input before making a recommendation to the City Council for the construction of the Brinker Substation; and WHEREAS, the PUB, after considering any and all public comment and the recommendations of DME staff, recommended to City Council by a vote of 6 -0 that the attached site option map, be selected as the site for the location and construction of the Brinker Substation; and WHEREAS, the City Council, after considering all of the facts and circumstances, is of the opinion, and the City Council finds, that attached site option map location is a feasible site option for the location and construction of the Brinker Substation; NOW, THEREFOR THE COUNCIL OF THE CITY OF DENTON RESOLVES: SECTION 1. The City Council approves the site depicted upon the site map attached hereto, as the site for location and construction of Denton Municipal Electric's Brinker Substation; and the same is depicted as the site shown on the attached map marked as Exhibit "1" which is incorporated by reference herein, and accordingly directs DME to acquire the site so designated, in substantial compliance with that tract of land which 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 12016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY c O 4-J C6 U O N c O c6 Ln N m c O N 0 J {n _0 _0 N N N N CL CL O O W ^ 'b W City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: DCA15- 0003b, Version: 1 AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: February 16, 2016 SUBJECT Hold a public hearing and consider amendments to Subchapter 35.3 Procedures, Subchapter 35.5 Zoning Districts and Limitations, Subchapter 35.23 Definitions and Terms, and Subchapter 35.25 Electric Standards of the Denton Development Code to provide standards, procedures, and definitions related to Electric Substations and Switch Stations. BACKGROUND As part of its 2013 -2017 Capital Improvements Plan (CIP), Denton Municipal Electric (DME) is in the process upgrading the city's electric system to accommodate future load. This upgrade requires the installation of new transmission lines, distribution lines, substations, and switch stations to route electricity from the power plants and the electric grid into to the distribution system and ultimately into homes and businesses around the city. Under the current development code, electric substations and switch stations are considered Basic Utilities and require an SUP in most of the city's commercial and mixed use districts. To date, DME has been actively working to acquire land for multiple substations throughout the city and has received approval of Specific Use Permits (SUP) for the construction of six substations. The public notification required for these SUP's are in addition to the public hearings and neighborhood meetings DME is required to conduct as part of the site acquisition process. Neighborhood concerns and staff recommendations consistently call for certain conditions and site considerations to be routinely incorporated into the associated site plans. These include special attention to masonry screening wall standards and buffering standards. The purpose of these proposed DDC amendments are to codify these conditions and additional site considerations into regulated site design criteria specific to substations and switch stations. Staff is recommending a process and related amendments that would allow administrative approval subject to adopted conditions and limitations, specifically: 1. When a public hearing is held as part of the selection of the site; 2. When a neighborhood meeting is held that includes notification of residents and property owners within 500 feet of the site; and 3. When an approved set of development criteria have been met that includes an approved site plan. Private utility companies or DME sites that cannot comply with the public hearing, notification, and neighborhood meeting requirements will still need to apply for an SUP. Any proposed DME electric substation City of Denton Page 1 of 3 Printed on 2/12/2016 File #: DCA15- 0003b, Version: 1 or switch station facility that meets the public hearing, notification and neighborhood meeting requirements but does not meet the development standards would need to submit an application for review and approval of the site plan to Planning and Zoning Commission. Additionally, staff is proposing amendments to standards for electric distribution lines and electric transmission lines. These proposed amendments codify and update general clearance zone standards and formally adopt National Electrical Safety Code (NESC) and the North American Electric Reliability Corporation Critical Infrastructure Protection standards (NERC CIP) in their most current version. SUMMARY OF AMENDMENTS The following is a summary of the proposed amendments to the Denton Development Code. Subchapter 35.3.5 Planning and Zoning Commission Procedure • Amend to allow Planning and Zoning Commission to approve site plans for electric substations or switch stations. • Establish criteria to be utilized by the Planning and Zoning Commission in evaluating site plans for approval. • Establish appeals process for such consideration. Subchapter 5 - Zoning Districts and Limitations • Amend to propose new allowable use, Electric Substations and Switch Stations and establish districts where the use us permitted by right or where the use is permitted subject to limitations. • Where use is permitted subject to limitations, identify and establish procedural and development limitations. Subchapter 24 - Electric Standards • Amend definitions to provide for new terms. • Amend General Regulations to adopt federal protection standards, site selection criteria, and update clearance standards for electric facilities. • Amend to establish new section, Electric Substation and Switch Station Design Standards establishing development standards for: • Screening; • Buffering; • Tree Standards; • Access and Transportation; • Clearance Zones; • Parking; and • Miscellaneous Standards. • Establish criteria to be utilized by the Planning and Zoning Commission in evaluating site plans for approval. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. City of Denton Page 2 of 3 Printed on 2/12/2016 File #: DCA15- 0003b, Version: 1 4. Postpone consideration. 5. Table item. RECOMMENDATION The Planning and Zoning Commission recommends approval of the proposed DDC Amendments (6 -0). The Development Review Committee recommends approval. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On December 9, 2015, the Planning and Zoning Commission received the first of two work session reports on the proposed DDC amendments. On January 27, 2015, the Planning and Zoning Commission received the second of two work session reports on the proposed DDC amendments. On February 10, 2016, the Planning and Zoning Commission recommended approval of the proposed DDC amendments (6 -0). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Related Goal: EXHIBITS Draft Ordinance Prepared by: Mike Bell Senior Planner Public Infrastructure 2.3 Promote superior utility services and facilities Respectfully submitted: Aimee Bissett Director of Development Services City of Denton Page 3 of 3 Printed on 2/12/2016 S:ALegal \Our Documents \Ordinances \16 \1)Cn15 -0003 Ord inance.doc ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING THE DENTON DEVELOPMENT CODE TO ALLOW FOR THE PLANNING AND ZONING COMMISSION TO CONSIDER AN APPLICATION FOR AN ELECTRIC SUBSTATION OR SWITCH STATION SITE PLAN IN SUBCHAPTER 35.3 PLANNING AND ZONING COMMISSION PROCEDURES; TO ADD AN ELECTRIC SUBSTATION AND SWITCH STATIONS USE AND LIMITATIONS TO THE TABLE OF USES IN SUBCHAPTER 5 ZONING DISTRICTS AND LIMITATIONS; TO AMEND THE PURPOSE, DEFINITIONS, AND GENERAL REGULATIONS IN SUBCHAPTER 24 ELECTRIC STANDARDS; AND TO ADD ELECTRIC SUBSTATION AND SWITCH STATION DESIGN STANDARDS AND SITE PLAN CONSIDERATIONS TO SUBCHAPTER 24 ELECTRIC STANDARDS; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SAVINGS CLAUSE; 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 (the "Zoning Ordinance "); and WHEREAS, the City desires to amend Subchapter 5 of the DDC to add a land use designation and classification of "Electric Substations and Switch Stations" in order to create specialized limitations, regulations, and procedures for this use, separate from other "Basic Utilities "; and WHEREAS, the City desires to amend Subchapter 3 of the DDC to add an action, criteria for approval, procedure, and appeals for consideration of an application for a Site Plan for an Electric Substation or Switch Station to the Planning and Zoning Commission Procedure; and WHEREAS, the City desires to amend Subchapter 24 of the DDC to amend the purpose of the Subchapter, add definitions, amend General Regulations, and add sections for Electric Substation and Switch Station Design Standards and Site Plan Consideration; and WHEREAS, after notice published, a public hearing was held before the Planning and Zoning Commission in accordance with State and /or local law on February 10, 2016, whereby the Planning and Zoning Commission recommended approval of amendments to the DDC, Subchapters 3, 5, and 24; and WHEREAS, after notice published, a public hearing was held before the City Council in accordance with State and /or local law and the City Council hereby finds that the subject changes to the Denton Development Code are consistent with the Denton Plan, and federal, state, and local law and 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 "Electric Substations and Switch Stations" and an L(43) limitation. SECTION 3. Procedures. The actions, criteria for approval, procedures, and appeals in Subchapter 3.5 of the DDC are hereby amended as underlined in Exhibit B, which is attached to this ordinance and incorporated by reference as if set forth at length herein, to allow the Planning and Zoning Commission to "consider an application for a Site Plan for an Electric Substation or Switch Station." SECIONT 4. Electric Standards. The purpose, definitions, and regulations in Subchapter 24 of the DDC are hereby amended as underlined in Exhibit C, which is attached to this ordinance and incorporated by reference as if set forth at length herein, to amend the purpose of the Subchapter, definitions, and regulations, and to add electric substation and switch station design standards and site plan consideration. SECTION 5. 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. This does not preclude any penalty that may have occurred prior to the institution of this Ordinance. 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 other provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 7. 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 , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY I. APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BYE- t�ti ic!cL> Exhibit A Subchapter 5 .... ............................... Development Code Subchapter 5 — Zoning Districts and Limitations Rural Districts Institutional Land Use Categories RD -5 RC Electric Substations and Switch Stations Neighborhood Residential Downtown University Core Community Mixed Use Centers. Institutional Land Use Categories CM -G CM -E Electric Substations and Switch Stations Regional Mixed Use Centers 5 -1 Subchapter 5 .... ............................... Development Code Employment Centers Institutional Land Use Categories EC -C 00 EC -1 Electric Substations and Switch Stations MM Industrial Centers Limitations The following define the limitations to zoning uses when the zoning matrix identify a use as permitted, but limited L(43 Electric Substations and Switch Stations are permitted subject to the following criteria: 1. An applicant shall be required to submit an application for a Specific Use Permit pursuant to Subsection 35.6 in accordance with procedures set forth in Subsection 35.3.4 unless it is able to meet the followingg requirements: A. Use of the rp opertG: is associated with a Cite: Council approved Capital Improvements Plan (CIP ) or other Cite Council approved Master Plan; and S. A public hearing was held at the Cite Council for the selection of the site to include: i. Written notice of the public hearing was provided to propert3: owners within 200 feet and physical addresses within 500 feet of the subject property at least 12 dUs prior to public hearing; and ii. A sign advertising the public hearing was posted on or adjacent to the property: at least 12 dUs prior to the public hearing. C. A neighborhood meeting was held at least 15 days prior to the public hearing at Citv Council for the acquisition of the site. 2. All Electric Substations or Switch Stations shall compl : with the following development requirements: 1. The proposed electric substation or switch station shall substantially: complr: with all of the development and re atoQ� standards established in Subchapter 24; and 2. A site plan demonstrating substantial conformance with all the applicable design standards identified in Subchapter 24 shall be submitted. 60a Exhibit B Subchapter 3 .... ............................... Development Code Subchapter 3 — Procedures Sections: 35.3.1 Purpose. 35.3.2 Procedures and Application Requirements. 35.3.3 Denton Plan Amendment Procedure. 35.3.4 Zoning Amendment Procedure. 35.3.5 Planning and Zoning Commission Procedure. 35.3.6 Board of Adjustment Procedure. 35.3.7 Staff Review Procedure. 35.3.8 Vested Rights. 35.3.9 Religious Freedom Procedures. 35.3.10 Gas Well Permit Relief Provisions. 35.3.11 Tree Preservation Relief Procedures. 35.3.12 Exaction Proportionality Determination and Appeal Procedure. 35.3.1 Purpose. The purpose of this Subchapter shall be to establish procedures for the processing of planning actions that affect the development and use of property subject to the planning jurisdiction of the City. 35.3.2 Procedures and Application Requirements. All planning actions shall be processed by one of the following procedures: 1. Denton Plan Amendment: requiring action by the City Council after recommendation from the Planning and Zoning Commission. 2. Zoning Amendment: requiring action by the City Council after recommendation from the Planning and Zoning Commission. 3. Planning and Zoning Commission: requiring action by the Planning and Zoning Commission. 4. Board of Adjustment: requiring action by the Board of Adjustment. 5. Staff Review: requiring action by City Staff 6. Local Permit: requiring action by the Director of Planning and Development. 7. Religious Freedom: requiring action by City Council. 2. Application and Approval Requirements: 1. A record owner or the record owner's agent may file an application for a planning action required by this Chapter. The Director or Building Official may require an applicant to provide documentation of the applicant's authority to file an application. 2. The Director may adopt rules establishing the requirements for any application required under this Chapter. The rules shall be published in the Application Criteria Manual. The rules shall include the information required by the Director or the Building Official to determine if the application is complete. 3. A complete application shall be submitted along with the application fee. The fees shall be established by the City Council and be published in the Application Criteria Manual. 4. The Director or the Building Official shall disapprove an application and shall not accept an application unless the application is complete. An application is complete if the application contains the information required by the Application Criteria Manual. 3 -1 Subchapter 3 .... ............................... Development Code 5. The applicant may resubmit the application for approval by the Director or the Building Official along with the resubmittal fee according to the Application Criteria Manual. 6. An Applicant may appeal the disapproval of an application to the Board of Adjustment. 35.3.3 Denton Plan Amendment Procedure. A. The following actions shall follow the Denton Plan Amendment Procedure: 1. Consider adoption of a new comprehensive plan or amendment to The Denton Plan. 2. Consider adoption of a new development code. 3. Consider an application for a zoning change that does not conform to the Future Land Use element of The Denton Plan. B. Criteria for approval - Generally: 1. A complete application and fee shall be submitted. 2. The application shall address the impact of the proposed change on the following: a. The Goals and Objectives of The Denton Plan, b. The Future Land Use element of The Denton Plan, C. The balance of land uses in the City; d. Adequate Public Facility elements of the Denton Plan, and how the proposed change will affect the provision of the services anticipated in The Denton Plan. 3. The actions in Section 35.3.3.A shall be further evaluated under the following factors to balance the interest in promoting the public health, safety, morals, or general welfare against the right to the use of the property in issue: a. The existing land use pattern surrounding the property and the possible impact on existing or future development or uses that are in accordance with existing regulations; b. The possible creation of an isolated district unrelated to adjacent and nearby districts; C. The population density in order to facilitate the adequate provision of transportation, water, sewer, schools, parks, public convenience, and other public requirements; d. The cost to the City and other governmental entities in providing, improving, increasing or maintaining public utilities, schools, streets and other public safety measures; e. The possible impact on the environment, including but not limited to, drainage, soil erosion and sedimentation, flooding, air quality and water quantity; f. Whether there are substantial reasons why the property cannot be used in accordance with existing zoning or that proposed by the Future Land Use Map; and g. The action shall be made with reasonable consideration of the character of the district and its peculiar suitability for particular uses, and with a view of conserving the value of buildings and encouraging the most appropriate use of land throughout the City. C. Procedure: 1. Initiation may be made by: a. Recommendation of the City Council. b. Recommendation of the Planning and Zoning Commission. C. Recommendation of the City Manager. 3 -2 Subchapter 3 .... ............................... Development Code d. Application by the property owner(s). As outlined in the Application Criteria Manual, the application shall be executed by all property owners, or their authorized agents. 2. If initiated by the property owner, the application must be submitted at least ninety (90) days prior to the first meeting of the Planning and Zoning Commission in January, April, July or October. A public hearing shall be held before the Planning and Zoning Commission in accordance with state law. 3. Following the public hearing before the Planning and Zoning Commission, the Planning and Zoning Commission shall make a report and forward the report to the City Council in accordance with the City Charter and state law. 4. A public hearing shall be held before the City Council as required by state law. a. Notice of such hearing shall be given by publication in a newspaper of general circulation in the City stating the time and place of such hearing, which time shall not be earlier than fifteen (15) days from the date of publication. b. The adoption or amendment of a new comprehensive plan or the adoption of a new development code shall become effective by a simple majority vote of all members of the City Council qualified to vote. C. The adoption of a zoning change that does not conform to the Future Land Use element of the Denton Plan to follow the procedures outlined in Section 35.3.4.C. d. After closing the public hearing, the City Council may take action consistent with The Denton Plan. 5. If an application is denied, then the subject property shall not be eligible for resubmittal for twelve (12) months unless the applicant can show a substantial change in circumstances to justify a resubmittal. D. Appeals: 1. The City Council decision is a final action and may not be appealed. 35.3.4 Zoning Amendment Procedure. A. The following actions shall follow the Zoning Amendment Procedure: 1. Consider an amendment to the Denton Development Code. 2. Consider an application for a zoning change that conforms to the Future Land Use element of the Denton Plan, 3. Consider an application for a Specific Use Permit. 4. Consider an application to expand a Special Exception. 5. Consider an application for an Alternative Environmentally Sensitive Area Plan. 6. Consider an amendment to the Development Criteria Manuals if the protest or requests for review cannot be resolved within the 30 -day review period as described in Subsection 35.3.13.B.2.d. B. Criteria for approval - Generally: 1. A complete application and fee shall be submitted. 2. Applications may be approved when the following standards are met: a. The proposed rezoning conforms to the Future Land Use element of The Denton Plan. b. The proposed Specific Use Permit meets the criteria set forth in Subchapter 6, and conforms to the purpose and intent of The Denton Plan. 3 -3 Subchapter 3 .... ............................... Development Code c. The proposed rezoning or Specific Use Permit facilitates the adequate provision of transportation, water, sewers, schools, parks, other public requirements and public convenience. d. The proposed Special Exception (or expansion) to the zoning regulations is appropriate based on the character and use of adjoining buildings and those in the vicinity, the number of persons residing or working in such building or upon such land, traffic conditions in the vicinity, and conformance of such area to the Zoning Map and The Denton Plan. In granting a special exception the board may designate conditions that, in its opinion, will secure substantially the purpose and intent of this Chapter. A special exception shall only be granted upon a finding that: i The exception is in harmony with this Chapter; ii The public welfare and convenience are substantially served; iii Neighboring property is not substantially injured; iv The exception will not alter essential character of the district and immediate neighborhood; and v The exception will not weaken the general purposes of this Chapter. C. Procedure: 1. Initiation of a Zoning Amendment procedure may be made by: a. Recommendation of the City Council. b. Recommendation of the Planning and Zoning Commission. c. Recommendation of the City Manager. d. Application by the property owner, or their authorized agent. 2. A public hearing shall be held before the Planning and Zoning Commission in accordance with state law. 3. Following the public hearing before the Planning and Zoning Commission, the Planning and Zoning Commission shall make a report and forward the report to the City Council in accordance with the City Charter and state law. 4. A public hearing shall be held before the City Council as required by state law. a. Notice of such hearing shall be given by publication in a newspaper of general circulation in the City stating the time and place of such hearing, which time shall not be earlier than fifteen (15) days from the date of publication. b. If a proposed amendment has been denied by the Planning and Zoning Commission, such amendment shall not become effective except by a three- fourths (3/4) vote of all members of the City Council qualified to vote. c. If a proposed rezoning of property has been protested in writing by the owners of at least twenty percent (20 %) of the area within two hundred feet (200'), such amendment shall not become effective except by a three- fourths (3/4) vote of all members of the City Council qualified to vote. A. After closing the public hearing, the City Council may take action consistent with The Denton Plan and the Development Code. B. If an application is denied, then the subject property shall not be eligible for resubmittal for twelve (12) months unless the applicant can show a substantial change in circumstances to justify a resubmittal. D. Appeals: 1. The City Council decision is final and may not be appealed. 3 -4 Subchapter 3 .... ............................... Development Code 35.3.5 Planning and Zoning Commission Procedure. A. The following actions shall follow the Planning and Zoning Commission Procedure: 1. Consider an application for a Plat. 2. Consider an application for a Hardship Variance from the Subdivision Regulations. 3. Consider an application for an Alternative Tree Preservation Plan. 4. Consider an application for an Alternative Development Plan. 4-5. Consider an application for a Site Plan for an electric substation or switch station. B. Criteria for approval - Generally: 1. A complete application and fee shall be submitted. Applications may be approved when the following standards are met: a. The proposed Plat meets the requirements of Subchapter 16 and state law. b. The proposed Hardship Variance is appropriate based on a fording that unreasonable hardships or difficulties may result from strict compliance with the subdivision regulations or the purposes of the regulations may be served to a greater extent by an alternative proposal. A variance may be approved so that substantial justice may be done and the public interest secured; provided that the variance shall not have the effect of nullifying the intent and purpose of these regulations; and further provided the Planning and Zoning Commission shall not approve variances unless it shall make findings based upon the evidence presented to it in each specific case that: i The granting of the variance will not be detrimental to the public safety, health, or welfare or injurious to other property; ii The conditions upon which the request for a variance is based are unique to the property for which the variance is sought and are not applicable generally to other property; iii Because of the particular physical surroundings, shape or topographical conditions of the specific property involved, a particular hardship to the owner would result, as distinguished from a mere inconvenience, if the strict letter of the subdivision regulations is carried out; iv The variance will not in any manner vary the provisions of The Denton Plan, the Development Code, and the Denton Mobility Plan, except that those documents may be amended in the manner prescribed by law; and V The special or peculiar conditions upon which the request is based did not result from or were not created by the act or commission of the owner or any prior owner, subsequent to the date of creation of the requirement from which a variance is sought. C. The proposed Site Plan mav be approved based on the following criteria: i. Whether the site plan complies with the standards of this Subchapter, and the Denton Development Code, and other applicable law; and ii. Whether the applicant has demonstrated due diligence in substantially complivnng with th the electric substation and switch station standards established in this subchapter; and. iii. Whether adequate infrastructure is available to accommodate development prior to the development occurring; and iv. Whether, to the Lreatest extent possible, the Site Plan mitigates negative impacts to the surroundinL, properties; protects the existing neighborhoods; and preserves property values. C. Procedure: 1. Initiation of a Planning and Zoning Commission procedure may be made by: a. Recommendation of the City Manager. 3 -5 Subchapter 3 .... ............................... Development Code b. Application by the property owner, or their authorized agent. 2. A public hearing shall be held before the Planning and Zoning Commission in accordance with state law related to residential Replats and Variance applications. 3. A public meeting shall be held before the Planning and Zoning Commission in accordance with state law related to Plats, l Alternative Development Plan applications. and Site Plan review applications for electric substations and switch stations. 4. After closing the public meeting, the Planning and Zoning Commission may take action consistent with The Denton Plan and the Development Code. D. Appeals: 1. The Planning and Zoning Commission decision on Plats is final and may not be appealed. 2. The Planning and Zoning Commission decision on a Hardship Variance may be appealed to the City Council by the applicant. 3. The Planning and Zoning Commission decision on an Alternative Development Plan may be appealed to the City Council by the applicant or the City Manager's designate; however, no further public hearing notification or public hearing shall be required on appeal. 3-4. The PlanninL, and Zoning Commission decision on a Site Plan for an electric substation or switch station ma be a12�ealed to CitS: Council by the applicant. The Ciry Council decision is a final action and may not be appealed. 35.3.6 Board of Adjustment Procedure. A. The following actions shall follow the Board of Adjustment Procedure: 1. Consider an application for a Variance from the zoning regulations. 2. Consider an application for a Variance from the sign regulations. 3. Consider an application for a Variance from gas well drilling and production regulations, within the City limits. 4. Consider an application to change, reestablish or terminate a Nonconforming Use. 5. Consider an appeal of an Administrative Decision. B. Criteria for approval - Generally: 1. A complete application and fee shall be submitted. The Zoning Board of Adjustment may grant a variance from the front yard, side yard, rear yard, lot width, lot depth, coverage, minimum setback standards, landscaping regulations, or from the minimum separation requirement for gas well drilling and production, where literal enforcement of the regulations will result in an unnecessary hardship and where the variance is necessary to develop a specific parcel of land, which because of site's shape, size or topography differs from other parcels in the same district, and that it cannot be developed in a manner commensurate with the development allowed for the other parcels. A variance shall not be granted to relieve a self- created or personal hardship or to relieve a purely financial hardship. In granting any variance, the board may designate conditions, which, in its opinion, will secure substantially the purpose and intent of the Development Code. A variance shall only be granted upon a finding that: a. Special circumstances or conditions apply to the parcel for which the variance is sought, which circumstances or conditions are peculiar to such parcel and do not apply generally to other parcels in the same district or neighborhood and that said circumstances or conditions are such that the strict application of the provisions of this ordinance would deprive the applicant of the reasonable use of such parcel; 3 -6 Subchapter 3 .... ............................... Development Code b. The granting of the variance will not be detrimental to the public welfare or injurious to other property or improvements in the district or neighborhood in which the parcel is located; c. The granting of the variance is necessary for the reasonable use of the parcel and that the variance granted is the minimum variance that will accomplish this purpose; and d. The literal enforcement and strict application of the provisions of this ordinance will result in an unnecessary hardship inconsistent with the general provisions and intent of this ordinance and that in granting such variance the spirit of the ordinance will be preserved and substantial justice done. The board may grant a variance from the sign regulations only upon a finding that all of the following exist: a. Due to some unique condition or feature of the parcel which is not generally common to other parcels, literal compliance with the sign regulation would cause unnecessary hardship; b. The granting of the variance will not violate the spirit or the intent of the regulations; and c. The condition or feature which creates the need for the variance did not result from the owner's acts. The board may authorize the actions described below with respect to nonconforming uses if the actions would not unreasonably increase the impact to the surrounding properties, nor substantially prolong the life of the nonconforming use. Action by the board shall have due regard for the property rights of the person or persons affected and shall be considered in regard to the public welfare, character of the neighboring properties, and the conservation, preservation and protection of property. Based on the foregoing criteria, the board may authorize the following actions: a. The reconstruction and occupancy of a nonconforming structure, or a structure containing a nonconforming use, where such structure has been damaged by fire or other causes to the extent of more than fifty percent (50 %), but less than the total of the replacement cost of the structure on the date of the damage. The enlargement, expansion or repair of a nonconforming structure in excess of fifty percent (50 %) of its current value. In such instance, current value shall be established at the time of application for a hearing before the board. If such expansion or enlargement is approved by the board, all provisions of the district in which such structure is located shall apply to the new construction on the lot or parcel. A person shall not expand a nonconforming use beyond the lot on which the use is located however, the board may allow the person to provide off -street parking or loading spaces on another lot; c. A change of use from one nonconforming use to another nonconforming use, provided that such change is to a use of a more restricted classification. In the event that a nonconforming use is changed to a nonconforming use of a more restricted classification, the building or structure containing such nonconforming use shall not later be reverted to the former lower or less restricted classification. The board may establish a specific period of time for the conversion of the occupancy to a conforming use; d. To authorize the occupancy of an abandoned nonconforming structure. Such action by the board shall have due regard for the property rights of the person or persons affected, and shall be considered in regard to the public welfare and safety, character of the area surrounding such structure, and the conservation, preservation and protection of property. 5. The Board may review and approve, reverse, or modify any staff determination made pursuant to Sections 35.3.7.A.3 and A.4 of this Subchapter. The decision of the board shall be based on the intent of this Chapter. C. Procedure: 1. Initiation of a Board of Adjustment procedure may be made by: 3 -7 Subchapter 3 .... ............................... Development Code a. Recommendation of the City Manager. b. Application by the property owner or their authorized agent. 2. A public hearing shall be held before the Board of Adjustment in accordance with state law. 3. After closing the public hearing, the board may take action consistent with the Development Code and state law. A concurring vote of six (6) members of the board shall be necessary to reverse an administrative decision of the staff, or to approve an application on any matter upon which the board is required to act under this Chapter. D. Appeals: 1. The decision of the Board of Adjustment is final and may be appealed pursuant to state law. 35.3.7 Staff Review Procedure. A. The following actions shall follow the Staff Review Procedures: 1. Consider an application for Site Design review and other plans required for Site Plan approvals; 2. Consider an application for a Minor Plats; 3. Make determinations regarding the application and interpretation of standards, criteria, and requirements of this Chapter; and 4. Make determinations regarding the appropriate designation for new and unlisted uses based on similar uses that are described. 5_Consider an application for a Watershed Protection permit. ,76. Consider minor aesthetic deviations to screening and buffering standards on a Substation or Switch Station Site Plan. B. Criteria for approval — Generally 1. A complete application and fee shall be submitted. 2. Applications may be approved when the following standards are met: a. The proposed Site Design meets the requirements of The Denton Plan and the Development Code; and b. The proposed Minor Plat meets the requirements of the Development Code and state law. b c. The proposed Substation or Switch Station Site Plan deviation substantially meets the ree wrements of Subchapter 35.24.1.5. C. Procedure: 1. Initiation of a Staff Review procedure may be made by: a. Recommendation of the Director of Planning and Development; or b. Application by the property owner or their authorized agent. 2. Within thirty (30) days after receipt of a complete application, the Staff shall issue a written decision to the applicant. D. Appeals: 1. A Staff decision on Site Design reviews may be appealed to the Planning and Zoning Commission. 2. A Staff decision on Minor Plats is final and may not be appealed. 3. A staff determination pursuant to Sections 35.3.7.A.3 and A.4 may be appealed to the Board of Adjustment. 3 -8 Subchapter 3 .... ............................... Development Code 4. A Staff decision on a Watershed Protection Permit or a Gas Well Development Plat may be appealed to the Planning and Zoning Commission pursuant to law, Home Rule authority and its authority under Tex. Loc. Gov't Code Chapter 212. 35.3.8 Vested Rights. A. Introduction and purpose. Texas Local Government Code, Chapter 245 ( "chapter 245 "), commonly referred to as the state's "vested rights law," provides an opportunity for persons to "freeze" or "vest" governmental regulations by filing a permit application. Other laws, such as Texas Local Government Code, 211.016 also provide certain vesting. To: 1. Ensure that the City recognizes and protects all vested rights created by Chapter 245 and other applicable laws; 2. Ensure that all vested rights are made by the City only after the City is in receipt of all information necessary to allow the City to determine whether vested rights are present; and 3. Provide a method of administrative review of vested rights B. Vested rights. For purposes of this Chapter, any person who believes that he has obtained a vested right under Chapter 245 or other applicable vested rights law shall submit to the Director a petition explaining the factual and legal bases upon which the person relies to support his contention that he has a particular vested right and, consequently, is exempt or not subject to a particular City order, regulation, ordinance, rule, expiration date, or other properly adopted requirement otherwise applicable to development of petitioner's property (hereinafter referred to collectively as "regulations "). The petition shall be accompanied by an unconditional waiver of any statutory time periods or time periods established by ordinance for review of any filed applications which are the subject of the petition. The petition shall include, at a minimum, the following: 1. The name, mailing address, phone number and fax number of the person (or the person's duly authorized agent); 2. Identification of the property for which the person claims a vested right; 3. Identification of the permit applications for which the applicant seeks relief under this Ordinance; 4. Identification of the "project," as that term is defined in Chapter 245 at 245.001(3) and the permit application, permit or development plan giving rise to the project; 5. Identification of the original application for the first permit in the series of permits required for the project, as described in Chapter 245 at 245.001(1) and 245.002(a) and (b) and each subsequent permit application or permit constituting the series of permits, by type of permit and dates filed or approved by the City; 6. Identification of any exemptions under the City's Development Code or ordinances to which the petitioner believes are applicable to the project defined; 7. Identification of all pertinent City regulations in effect at the time the original application for the permit was filed that (a) the Petitioner .contends control the approval, disapproval, or conditional approval of the application(s) for a permit for which relief is sought, pursuant to Chapter 245 at 245.002(a) and (b); and 8. Identification of all current City regulations that the petitioner contends do not apply to the project due to the vested rights provided the person by Chapter 245 or other applicable vested rights laws. Global references to a particular ordinance, statute or set of criteria, may be deemed insufficient and 3 -9 Subchapter 3 .... ............................... Development Code the City may consider the request for a vested rights to be incomplete and, hence, not subject to a staff determination at that time. 9. Identification of all current City regulations that the petitioner accepts as applicable to the project. C. Vested rights. The Director shall first determine whether the application is complete pursuant to DDC section 35.16.8. Once the application has been determined or deemed complete, the Director shall forward the vested rights petition, together with the required supporting information or documentation, to the City Manager and City Attorney for their respective reviews. Prior to rendering a final determination, the City Manager may request a pre - determination conference with the person to discuss the person's vested rights and to ensure that the nature of the claim is fully and completely understood by the City Manager. The City Manager, after consultation with the City Attorney, shall render a final administrative determination that grants the relief requested in the petition in whole or in part, or denies the requested relief in whole or in part within 30 days of the date the petition is complete. The City Manager's determination shall include a statement of the nature and scope of the project and the reasons for the decision, and shall identify those current regulations that are applicable to the project, if any, and prior existing regulations that are applicable to the project, if any. D. Board of Adjustment appeal. If the petitioner believes that the City Manager's vested rights determination is in error, the petitioner shall have the right to appeal such determination to the City's Board of Adjustment pursuant to 35.3.6, which board shall have jurisdiction to hear and decide the appeal pursuant to Section 35.4.2 and Texas Local Government Code, Chapter 211. E. Criteria for Deciding Petition. The City Manager, or the Board of Adjustment on appeal, shall decide the vested rights petition based upon the following factors: 1. Whether the City received fair notice of the project and the nature of the permit sought; 2. Whether the nature and scope of the project prevents the City from applying one or more current regulations to the proposed or pending applications; 3. Whether any prior approved applications for the property have expired or have been terminated in accordance with law; 4. Whether any statutory exception to a right asserted pursuant to TLGC chapter 245 is applicable to one or more current regulations; 5. Whether any exemption from one or more regulations under the DDC or City ordinances is applicable to the project; and 6. Whether the project is dormant. F. Binding determination. The City Manager's final determination, if not timely appealed to the Board of Adjustment within fifteen (15) days after the decision is rendered by the City Manager, shall be immediately filed in the City's files related to the project and the determination shall be considered binding upon the City and the petitioner for the duration of the project. If an appeal is taken to the Board of Adjustment, the Board of Adjustment's decision shall be so filed and shall supersede the decision of the City Manager. Similarly, any decision by the Board of Adjustment regarding a vested rights petition, shall be filed in the City's files related to the project and the determination shall be considered binding upon the City and the petitioner for the life of the project. The City Manager's decision, or the Board of Adjustment's decision on appeal, shall be deemed filed on the first business day following the date on which action was taken by the City Manager or Board of Adjustment. Notwithstanding the binding nature of the City's final determination, the City and petitioner may, at any time, enter into an agreement that, to the extent authorized by law, modifies the final determination and the applicable regulations to be applied to the project. 3 -10 Subchapter 3 .... ............................... Development Code G. Judicial Review. Should the petitioner or City be aggrieved by or dissatisfied with the decision of the Board of Adjustment, the petitioner or City may pursue all legal remedies to appeal the decision to a court of competent jurisdiction pursuant to Texas Local Government Code, Chapter 211. 35.3.9 Religious Freedom Procedures. A. A person may claim that a provision of the Denton Development Code substantially burdens the person's free exercise of religion. In making such a claim a person shall give written notice to the City by certified mail, return receipt requested according to the provisions of Texas Civil Practice & Remedies Code 100.001, et. seq. (Vernon Supp. 2001). B. The City Council may grant a waiver or partial waiver of the provisions of the Denton Development Code according to federal or state law to accommodate a person's free exercise of religion. 35.3.10 Gas Well Permit Relief Provisions. A. The purpose of this provision allows a determination of whether the application of the standards in the Denton Development Code as applied to a Watershed Protection Permit and related development applications would, if not modified or other relief granted, constitute a regulatory taking under constitutional standards. B. A property owner or his authorized agent may file an application for relief under this subsection following final decision to deny or conditionally approve an application for a Watershed Protection Permit and related applications within ten (10) days. C. The Director has the authority to establish requirements for applications in the Application Criteria Manual. No application shall be accepted for filing until it is complete and the fee established by the City Council of the City of Denton has been paid. D. Upon approval of an application in whole or in part by the City Council, the Director shall process the Watershed Protection Permit, and related development applications and the Director shall decide the applications consistent with the relief granted on the application, including any amendments to applicable standards approved by City Council. E. A denial of an application by the City Council is a final determination. F. Criteria for approval. In deciding whether to grant relief to the applicant, the City Council will consider whether there is any evidence from which it can reasonably conclude that the application of all or a part of the standards governing approval of a watershed protection permit under the Development Code will deprive the applicant of all economically viable use of the land, based upon the following factors: 1. Whether the operations proposed are consistent with protecting the ecological integrity and environmental quality, including protection of surface and ground water sources, of potentially impacted environmentally sensitive areas. 2. The nature and intensity of the uses allowed following application of the standards in the Development Code to the watershed protection permit and related development applications, in comparison with the nature and intensity of the uses allowed without application of the standards; 3. Whether the standards of the Development Code when applied to the watershed protection permit and related development applications allow an economically viable use of the land; 4. For applications in which it is alleged that there has been a devaluation of property, whether the adoption or application of standards in this article is the producing cause of any devaluation of the property; 3 -11 Subchapter 3 .... ............................... Development Code 5. The extent to which the applicant's expectations for economically viable uses have been realized through actual or anticipated development on land or an interest in land originally part of the same tract or parcel as the land for which relief is sought under the application 6. The extent to which applicant has taken advantage of any other relief measures provided by this Code that would result in mitigation of economic impacts resulting from application of the standards in this Land Development Code; 7. The extent to which the owner of the property had actual or constructive notice of regulations or proposed changes in the standards governing watershed protection permits; 8. Unique circumstances exist on the property on which the application is made related to size, shape, area, topography, surrounding conditions and location that do not apply to other property in the vicinity. 9. Whether there are other alternative well site locations. 10. Any clam for relief pursuant to Tex. Loc. Gov't. Code Chapter 245. G. In granting relief under the application, the city council may waive or modify the standards to be applied to the watershed protection permit or related development applications, and may impose reasonable conditions on related development applications in order to implement the relief granted. The council also may initiate an application for a zoning map amendment in order to afford the relief granted, provided that such application shall be decided in accordance with section 35.3.4, Subchapter 3. In such case, the council's decision on the application shall not be considered final until the application for the zoning map amendment is decided. The action taken by the council under this section shall not deprive the planning and zoning commission or any responsible official of its final approval authority over subdivision plats and other development permits. H. No application for local permit under Section 35.3.8 will be allowed for a Watershed Protection Permit. 35.3.11 Tree Preservation Relief Provisions. A. The purpose of this provision allows a determination of whether the application of the Denton Development Code as applied to a Tree Removal Application and related development applications, would if not modified or other relief granted, may unreasonably burden the development of the property. B. A property owner or his authorized agent may file an application for relief under this Subsection following a final decision to deny or conditionally grant an application for a Tree Removal Permit. C. The Director has the authority to establish requirements for Applications for Tree Preservation Relief in the Application Criteria Manual. No application shall be accepted for filing until it is complete and the fee established by the City Council has been paid. D. Upon approval of an application for relief in whole or in part by the City Council, the Director shall process the Tree Removal Permit and related development applications pursuant to the relief granted on the application for relief approved by the City Council. E. A denial of an application for relief by the City Council is a final determination. F. Criteria for Approval. In deciding whether to grant relief to the applicant, the City Council shall consider whether there is any evidence from which it can reasonably conclude that the application of all or a part of the provisions of the Denton Development Code that apply to tree preservation may deprive the applicant of all economically viable use of the property, based on the following factors: 1. Whether there is a unique physical circumstance on the property. 2. Whether the proposed design has minimized the loss of trees to the extent possible. 3. Whether preservation and /or mitigation unduly burdens the development of the property. 3 -12 Subchapter 3 .... ............................... Development Code 35.3.12 Exaction Proportionality Determination and Appeal Procedure. A. Definitions. For purposes of this section: 1. Permit shall carry the meaning defined for that term by Chapter 245 of the Texas Local Government Code, as amended. 2. Public facilities system means the collection of public infrastructure facilities owned or operated by or in behalf of the City for the purpose of providing services to the public, including existing and new developments. 3. Public infrastructure improvement means an improvement to a component part of the above - defined public facilities system, required in whole or in part as a consequence of development, excluding those public infrastructure improvements funded by development impact fees under procedures authorized by Chapter 395 of the Texas Local Government Code. B. Purpose, Applicability & Designation 1. Purpose. The purpose of a proportionality appeal is to assure that a requirement to dedicate, construct or pay a fee for a public infrastructure improvement imposed on a proposed plat or development permit as a condition of approval does not result in a disproportionate cost burden on the property owner, taking into consideration the nature and extent of the demands created by the proposed development on the City's public facilities systems. 2. Applicability. An appeal under this section may be filed by a property owner to contest any requirement to dedicate land, to construct improvements or to pay development fees, other than impact fees, for a public infrastructure improvement, which requirement is imposed under the City's Subdivision Regulations to a plat application pursuant to this Code, whether the requirement is applicable under uniform standards, or is imposed pursuant to an individual evaluation of the proposed subdivision. 3. Designation. The City Manager may designate and retain another licensed professional engineer to perform the duties assigned to the City Engineer by this section, as needed to adjust workflow or to provide specific expertise. C Proportionality determination by City Engineer. Prior to consideration and approval of a final plat application or other requested permit requiring dedication or construction of a public infrastructure improvement, and upon receipt of a written request by applicant or platting entity, the City Engineer shall prepare a report affirming that each public infrastructure improvement to be imposed as a condition of plat or permit approval is roughly proportionate to the demand created by the development on the City's public facilities systems, taking into consideration the nature and extent of the development proposed. 1. In making his proportionality determination, the City Engineer may rely upon data submitted by the developer in satisfaction of Section 35.16.8.1, as well as: findings pertaining to on -site improvements; the proposed or potential use of the land; the timing and sequence of development in relation to availability of adequate levels of public facilities; impact fee studies or other studies that measure the demand for services created by the development and the impact on the City's public facilities systems; the function of the public infrastructure improvements in serving the proposed development; the degree to which public infrastructure improvements to serve the subdivision are supplied by other developments; the anticipated participation by the City in the costs of such improvements; any reimbursements for the costs of public infrastructure improvements for which the proposed development is eligible; or any other information relating to the mitigating effects of the public infrastructure improvements on the impacts created by the development on the City's public facilities systems. 2. The proportionality assessment must be based upon an individualized determination, related both in nature and extent to the impact of the proposed development, but no precise mathematical calculation is required. Wherever feasible and appropriate, the determination may incorporate or consider: applicable Federal, State, local or regional data, statistics, guidelines, standards, methodologies or studies; or generally accepted best practices of the profession. 3 -13 Subchapter 3 .... ............................... Development Code 3. Based upon his proportionality determination, the City Engineer shall affirm that the developer's portion of the costs required for infrastructure improvements does not exceed the amount that is roughly proportionate to the impacts of the proposed development. 4. The City Engineer may promulgate any application requirements that may assist in making the proportionality determination required by this subsection. D. Commission Determination. The City Planning and Zoning Commission or other permitting authority shall take into account the City Engineer's report concerning the proportionality of public infrastructure improvement requirements to be applied to a proposed final plat application or permit approval, as the case may be, in making its decision on the plat application or permit approval, and shall identify any variation to the requirements that are to be included as conditions to plat or permit approval. E. Appeals 1. Who May Appeal. An appeal to the City Council under this section may be filed by a property owner or the applicant for a final plat or permit, in which a requirement to dedicate land for, construct or pay a fee (other than an impact fee) for a public infrastructure improvement has been applied or attached as a condition of approval by the Development Review Committee, or as grounds for recommending denial of the pending plat application. 2. Time for Filing and Request for Extension of Time. The appeal shall be filed in writing within ten (10) days of the date the applicant receives the City Engineer's proportionality determination. The appeal shall be filed with the City Engineer, who shall place the item for consideration at an upcoming meeting of the City Council. Upon filing an appeal, the applicant is thereby requesting the postponement of consideration of a pending plat application by the Planning and Zoning Commission, or permit, as discussed under Subsection 35.3.12.C, pending preparation of the study required by subsection (4) below, and completion of the appeal process, in which case the applicant shall also waive the statutory period for deciding plats for the time needed to decide the appeal by the City Council. 3. Form of Appeal. An appeal under this section shall allege that application of the standard or the imposition of conditions relating to the dedication, construction or fee requirement is not roughly proportional to the nature and extent of the impacts created by the proposed development on the City's public facilities systems, or does not reasonably benefit the proposed development. 4. Study Required. The appellant shall provide a study in support of the appeal that includes the following information, within 30 days of the date of appeal, unless a longer time is requested in writing, not to exceed 60 days total: a. Total capacity of the City's roadway, drainage or park system to be utilized by the proposed development, employing standard measures of capacity and equivalency tables relating the type of development proposed to the quantity of system capacity to be consumed by the development. If the proposed development is to be developed in phases, such information also shall be provided for the entire development proposed, including any phases already developed. b. Total capacity to be supplied to the City's roadway, drainage or park facilities system by the dedication of an interest in land, construction of improvements or fee contribution. If the plat application is proposed as a phased development, the information shall include any capacity supplied by prior dedication, construction or fee payments. c. Comparison of the capacity of the City's public facilities system(s) to be consumed by the proposed development with the capacity to be supplied to such system(s) by the proposed dedication of an interest in land, construction of improvements, or fee payment. In making this comparison, the impacts on the City's public facilities system(s) from the entire development shall be considered. d. The amount of any City participation in the costs of oversizing the public infrastructure improvement to be constructed in accordance with the City's requirements. 3 -14 Subchapter 3 .... ............................... Development Code e. Any other information that shows the alleged disproportionality between the impacts created by the proposed development and the dedication, construction or fee requirement imposed by the City. F. Processing Application. 1. Responsible Official. The City Engineer is the responsible official for evaluation and processing of an appeal under this section. 2. Evaluation, Recommendation. The City Engineer shall evaluate the appeal and supporting study and shall make a recommendation to the City Council based upon the information contained in the study, and the City Engineer's analysis based upon the same factors considered in making his original proportionality determination. G. Decision. The City Council shall decide the appeal based on the criteria listed in subsection 35.3.12.H, and may take one of the following actions. 1. Deny the appeal, and impose the standard or condition on the plat or permit application in accordance with the City Engineer's recommendation or the Planning and Zoning Commission's decision on the plat; or 2. Deny the appeal, upon finding that the proposed dedication, construction or fee requirements are inadequate to offset the impacts of the subdivision on the public facilities system for water, wastewater, roadway, drainage or park improvements, and either deny the plat or permit application, or require that additional public infrastructure improvements be made as a condition of approval of the application; or 3. Grant the appeal, and waive in whole or in part any dedication, construction or fee requirement for public infrastructure improvements to the extent necessary to achieve proportionality; or 4. Grant the appeal, and direct that the City participate in the costs of acquiring land for or constructing the public infrastructure improvement under standard participation policies. H. Criteria for Approval. In deciding an appeal under this section, the City Council shall determine whether the application of the standard or condition requiring dedication of an interest in land for, construction of, or payment of a fee for public infrastructure improvements is roughly proportional to the nature and extent of the impacts created by the proposed subdivision on the City's public facilities systems for water, wastewater, roadway, drainage or park facilities, and reasonably benefits the development. In making such determination, the Council shall consider the evidence submitted by the appellant, the City Engineer's report and recommendation, considering in particular the factors identified in Subsection 35.3.12.C. I. Action Following Decision. If the relief requested under the proportionality appeal is granted in whole or in part by the City Council, the dedication, construction or fee requirement initially recommended by the development review committee as a condition of plat or permit approval shall be modified accordingly, and the standards applied or the conditions attached to approval of the plat or permit application shall be conformed to the relief granted. J. If the plat or permit application is modified to increase the number of residential units or the intensity of non - residential uses, the responsible official may require a new study to validate the relief granted by the City Council. K. Expiration of Relief. If an applicant for plat or permit approval prevails on a proportionality appeal, but fails to conform the plat or permit application to the relief granted by the City Council within the ninety - day period provided, the relief granted by the City Council on the appeal shall expire. 1. The Council may extend the time for filing the revised plat or permit application for good cause shown, but in any event, the expiration date for the relief granted shall not be extended beyond one year from the date relief was granted on the appeal. 2. If the plat application for which relief was granted is denied on other grounds, a new petition for relief shall be required on any subsequent application. 3 -15 Subchapter 3 .... ............................... Development Code 35.3.13 Develoament Criteria Manual Procedure. A. Purpose. In order to optimize and facilitate the specification of safe, efficient, cost — effective design and development standards, this procedure for making amendments to Development Criteria Manuals is established to afford a procedure for establishing design standards administratively. The intent is for standards to be established quickly and efficiently, as a part of a collaborative dialog among land development professionals, both inside and outside the City. Minimum Standards and Responsibility: The criteria established by the Development Criteria Manuals and the procedures set forth herein are not intended to supersede any requirement for submission and staff approval of designs sealed by a professional having appropriate licensure. Design and development standards and procedures established in the Development Criteria Manuals under this Subsection are intended for use only as engineering and design guidelines, and to establish minimum design and development standards. Responsibility for the sufficiency and appropriateness of any actual design shall remain the responsibility of the design engineer for the project, and responsibility for the sufficiency of construction shall remain with the contractor for the project. Users of the Development Criteria Manuals should be knowledgeable and experienced in the theories and application of the underlying standards or utilize someone who is knowledgeable and experienced. It is expected that all designs and construction of individual projects will meet or exceed these minimum standards. B. Procedure Initial Approval. The baseline structure for each Development Criteria Manual is established by ordinance, using the procedure set forth in Section 35.3.4 of this Subchapter. No additional public notification is required, beyond posting of the item on the agenda for the public meetings of the Planning and Zoning Commission and the City Council at which the item is to be considered. At the public hearing, the Planning and Zoning Commission and the City Council may hear comments from the public, the City staff and outside professionals from the land development community. Approval should be based on comments made at the public hearing and other applicable federal, state and City laws and regulations. Approval shall be guided by the criteria set forth in this Code and any other matters required to be considered under applicable law including, without limitation, the criteria set forth in subsection C, below. 2. Administrative Amendment. After initial approval, amendments of the approved Development Criteria Manuals will proceed according to the following administrative procedure: a. The City Manager, or the City Manager's designee, will present proposed amendments before the Planning and Zoning Commission at a work session. No additional public notification is required beyond posting of the item on the work session agenda of the Planning and Zoning Commission. At the work session, the Planning and Zoning Commission may offer any suggestions or recommendations concerning the proposed amendment. Following the work session, the City Manager, or the City Manager's designee, shall proceed with posting the proposed amendment as described in Subsection B.2.b. b. The City Manager, or the City Manager's designee, will post proposed amendments on the City of Denton web site and at the City of Denton City Hall at the location for posting notices of all public meetings, for a period of not less than 30 consecutive days. c. During this 30 day period, comments of interested persons and written protests or requests for review may be sent to the electronic or street address of the City Manager or the City Manager's designee. The current Development Criteria Manuals will be posted on the City's web site. All 3 -16 Subchapter 3 .... ............................... Development Code proposed amendments shall become final unless review is requested or a written protest is filed within this 30 day period. d. The City Manager, or the City Manger's designee, will make an attempt to resolve all protests or requests for review and consider all comments filed within the 30 day period. If the protests or requests for review cannot be resolved the amendment will be processed as an ordinance using the procedure set forth in Section 35.3.4 of this Subchapter. 3. Legislative Amendment. Nothing in this subchapter shall prevent the City Council from making changes to the Development Criteria Manuals by ordinance including, without limitation, to establish fee schedules or to make other changes as they may deem to be necessary or appropriate. C. Criteria. The following criteria shall be considered as guidelines for determining which amendments to the Development Criteria Manuals will be handled through this administrative procedure: 1. Design Standards. Design and construction standards shall be set to establish a baseline that will promote the health, safety and welfare of the public and to promote cost — effective construction and design. 2. Public Improvements. The design standards for public improvements should strive to minimize the ongoing costs to operate and maintain public improvements and to provide for an appropriate service life, to minimize the future burden on the public. The standards shall also consider the positive impact that properly designed and maintained public improvements have on the economic development and the welfare of the City as a whole. 3. Private Improvements. The design standards for private improvements shall establish an appropriate baseline to protect the health, safety and welfare of the public, while promoting processes that are affordable and cost effective. The standards shall also encourage quality development with lasting value, and maintain or enhance the property value of the development and its neighborhood. 4. Aesthetics. Standards should promote aesthetics to the extent of recognizing the value and importance of maintaining or improving upon the neighborhood or surrounding area in a tasteful and compatible fashion, consistent with the Denton Plan, so as to maintain or improve property values and attract quality development. (Amended Ord. No. 2004 -059, 03/02/2004) (Amended Ord. No. 2004-332,10/19/2004) (Amended Ord. No. 2006-252,09/12/2006) (Amended Ord. No. 2009 -017, 01/06/2009) (Amended Ord. No. 2010 -181, 07/21/2010) (Amended Ord. No. 2012-335,12/04/2012) (Amended Ord. No. 2013-130,05/07/2013) 3 -17 Exhibit C Subchapter 24 .... ............................... Development Code Subchapter 24 — Electric Standards Sections: 35.24.1 Purpose. 35.24.1.2 Definitions. 35.24.1.3 General Regulations 35.24.1.4 Electric Substation and Switch Station Design Standards'' =�_' ' 351.24.1.5 Site Plan Consideration 35.24.1 Purpose. The ouroose of this Subchapter is to provide basic criteria and standards for the development and maintenance of electric transmission lines distribution lines substations and switch stations. These reasonable regulations serve to preserve the integrity of adjacent impacted lands and to prevent imminent destruction of properry or injury to persons, while ensuring that these mitigating actions conform to the Denton Comprehensive Plan and the Denton Development Code. These regulations further serve to protect the health, safer and general welfare of the public and to accomplish the orderly and practical development of electric utilities. It is the further purpose of this Subchapter to achieve the following broader objectives: A. To protect and promote the public health, safety and general welfare of the community. B. To define and establish the minimum clearances that will safeguard persons against electrical hazards during the installation, operation, maintenance and replacement of electric supply lines electric substations and electric switch stations. C. Jo adopt the most current National Electrical Safety Code Vef T2 20W2, 2OW2 Rdifi n, as amended (NESQ and the most current North American Electric Reliabiliry Corporation Critical Infrastructure Protection, as mended -(NERC CIP)� 35.24.21.2 Definitions. All technical industry words and phrases related to electric transmission lines not specifically defined shall have the meanings customarily attributable thereto by prudent operators in the electric industry. For the purposes of this Subchapter, the following definition shall apply unless the context clearly indicates or requires a different meaning. Electric Distribution Line: Anv electric line or part of the power system which distributes electric power at less than 60k-V when measured phase to phase, and is utilized to deliver and serve electric power to local utility customers. Electric Distribution Lines include both overhead and underground facilities and circuits that operate at our primary rated distribution voltage level of 13 2k-V / 7.62 W Grounded Wve. The distribution system includes that part of the distribution line transformers and all other necessary eduipme� nt to steto step the primary voltage down to a lower secondary voltage level to meet service requirements. 24 -1 -1 Subchapter 24 ............................... Development Code Electric Substation: A structure that is part of an electric generation, transmission, and distribution system which either: 1. Converts electric enerc-w to a lesser voltage for the purpose of subre6onal or localized distribution; 2. Functions as a transition point from overhead to underLround electric transmission lines; or 3. Acts as the point of convergence for two or more transmission lines Electric Switch Station: A substation without transformers and operating only at a single voltage 1� evel. Transmission Line: Any electrical line operating at a nominal line -to -line voltage equal to or greater than 60,000 volts. 35.24.903 General Regulations. A All applicable electric industr12ractices and guidelines ti4���� - set forth in the National Electrical Safety Code, - .. .id ffift�- be b,-e ff ft f ffffieftd-(7. as it may be hereafter amended 4NESC are hereby adopted and shall apply to electric transmission lines, distribution lines, substations, and switch stations. To the extent that this Ordinance conflicts with standards adopted in the NESC, the more restrictive standards shall aooly. B. All applicable protection standards set forth in the North American Electric Reliability Corporation Critical Infrastructure Irotection Standards (NERC CII ), in its most current version, are hereby adopted and shall apply to electric transmission lines, distribution lines, and substations. To the extent that this Ordinance conflicts with standards adopted in the NERC CII7, the more restrictive standard shall apply. C. Adequate consideration shall be given to site selection to include route evaluation topography, drainage, size in relation to setbacks, roadway access, distances to residences /schools /businesses, existing trees, unique ecolog y, and sensitivity to cultural resources in conformance with the Denton Development Code, NERC CII7 and NESC standards, Electric Service Standards, and other local, State and /or Federal law. D. A development plat shall be required for proposed substation and switch station sites in accordance with the requirements established in Teas Local Government Code Ch. 211, Subchapter B and the Denton Development Code. E. Transmission Line Clearance Standards 1. The following standards shall be applicable to all new electric transmission sines. i. 69k-V transmission lines. A minimum of sih1y(60) foot wide electric transmission clearance easement is required on real properry affected by 69k-V electric transmission lines, said clearance easement being more specifically required as being a minimum of thirty (30 ) feet from either side of the centerline of the particular transmission pole (s). Clearance criteria in the National Electric Safery Code main require greater clearance widths in some instances. ii. 138kV transmission lines. A minimum of seventy five 751 foot wide electric transmission clearance easement is required on real property affected by 138k-V electric transmission lines, said clearance easement being more specifically required as being a minimum of thin 3731 feet from either side of the centerline of the particular transmission pole(, . Clearance criteria in the National Electric Safety Code may require greater clearance widths in some instances. 2. The following standards shall be applicable to all existing electric transmission sines. i. For existing transmission lines and for transmission lines being constructed or reconstructed in developed areas, the utility may elect to perform NESC analysis and calculations to 24 -1 -2 Subchapter 24 .... ............................... Development Code determine if safe and adequate reduced easement widths can be utilized in lieu of the standard 60 and 75 foot widths as stated above. F. Distribution Line Clearance Standards 1. The following standards shall be appficable to all new electric distribution lines that operate at 13.2k-V / 7.62k-V Grounded V"ve. Additional electric distribution service and clearance requirements are further defined within the Electric Service Standards. i. 13.2k-V / 7.62k-V distribution lines. A minimum of 35 foot wide electric distribution clearance easement is required on real property affected by 13.2k-V / 7.62k-V Grounded 1&7t ee electric distribution lines, said clearance easement being more specificalk required as being a minimum of (17.5) feet from either side of the centerline of the particular distribution 12ole(s). ii. Clearance criteria in the National Electrical Safety Code mav, require greater clearance widths in some instances. 2. The following standards shall be applicable to all existing electric distribution lines. i. For existing distribution lines and for distribution lines being constructed or reconstructed in developed areas, the utili r may elect to perform NESC analysis and calculations to determine that safe and adequate reduced easement widths can be utilized in lieu of the standard 35 foot width stated above. y new J s=r G_44-,ff�Uttnobstructed and adequate space shall be provided for all clearance areas required by this Subchapter that will allow ingress and egress for utility - related personnel and equipment to perform operations, maintenance and replacement of electrical supply and communication lines. Such clearance provision shall be included in the design and construction when real property is developed or altered. Such clearance areas shall be recorded by the property developer or by the record owner on subdivision plats; or shall be evidenced by written instrument, duly recorded, in the Public Records of Denton County, Texas. B-.H. Regulations contained herein are intended to supplement anv re�malations contained in Chapter 26 of the Denton Code of Ordinances and not to replace such existing re�malations. Standards outlined below require a basic level of architectural varieth, compatible scale, and mitigation of negative impacts. Where the following provisions are silent, the regulations of Subchapter 13 will apply A. Screening. Screening is required to obstruct, to the greatest extent possible, internal substation or switch station components from view of the public rights s- of-wa. 1. Screening wall A minimum ten foot masonry wall is required around the perimeter of the substation or switch station to screen the view from public rights -of -wain and adjoining properties. 2. Landscapingy 24 -1 -3 Subchapter 24 ............................... Development Code i. A minimum ten (10) foot wide landscape area shall be provided beginning at a distance no greater than ten (10� feet from the required screeninLy wall. i. Three (3) small ornamental trees and fifteen (15 ) low growinL, shrubs shall be provided for every thirt<r 30) linear feet. Required landscaping may be planted in regular intervals or in dusters. ii. Landscaping shall not interfere with the phvsical securijy of the site pursuant to NERC CII7. 3. Gates. Gates shall be provided at all entrances. Wrought Iron or similar metal gate shall be permitted for the gate material so long as the gate is not situated directly across from a residence. If the Qate is situated directIv across from a residence, then it shall be constructed of opaque or semi - opaque material to provide reasonable screening to the interior of the substation or switch station- from public view. Chain link material is not permitted in anv case. 4. All screening shall comply with the minimum standards set forth in NERC CII7 and NESC. However, to the extent this Ordinance provides a stricter requirement, this Ordinance controls. B. Buffering. Buffers are required to minimize potential nuisances such as noise, light, glare, and litter between substations or switch stations and other abutting land uses. 1. Substations or switch stations abutting any property: other than an industrial zoning district, shall provide a mvenry (20) foot planted strip alongy the common boundar<r that includes a combination of five 5 evergreen and deciduous trees and thirty (30) shrubs per one hundred (100) linear feet. 2. Where a buffer and ten (10) foot landscape area are both required, the buffer shall be provided in lieu of the landscape area. 3. When located within the Clearance Zones low growing shrubs and ornamental trees shall be utilized to meet the requirements of this section. 4. Buffering shall not be required when a substation or switch station abuts property: in an industrial dl Zoning . C. Tree Standards. The following standards shall be applicable: 1. Street Trees. Street trees are required in accordance with Denton Development Code Sec. 35.13.7.0 as amended. Street ELhts may be used in lieu of anv, required street trees provided then are of the same number and spacing required. 2. Tree Code. Electric substations and switch stations associated with a Cijy Council approved Capital Improvements Plan (CII7) or other City Council approved Master Plan are exempt from requirements indicated in the Denton Development Code Sec. 35.13.7.A.2.c.v, as amended. 3. Tree Canopv Coverage. Tree canornv coverage is required in accordance with the Denton Development Code, Sec. 35.13.7, as amended but shall not be located within the Clearance Zone. In determining the landscape area for the site, on1v the area located outside the screening wall shall be considered. D. Access and Transportation. Access and transportation into and around the site should be provided to minimize the impacts on adjacent properties, intersections, and the overall street system. Access to the site should be carefully considered to limit the number of entrances that allow greater visibiEry into the site, while simultaneously allowing for adequate maneuvering of trucks and other heavy eaumment necessafy to construct, operate, and maintain the site. The following access and transportation standards shall be applicable. 1. Driveways shall be located on the perimeter streets of the lowest classification unless the only reasonable means of providing safe and adequate access to the properrv, as determined by the Ciry Engineer, is to access a street of higher classification- 24 -1 -4 Subchapter 24 .... ............................... Development Code 2. Driveways shall be located so as not to be directly across from the front yards of residential structures or uses, unless otherwise agreed to by the Director of Development Services or his /her designee. 3. Number of Driveways. No more than mvo driveways shall be located on each perimeter street. 4. Separation of Driveways. Drivewav separation is subject to the Transportation Criteria Manual. 5. DrivewU Materials. DrivewjXs shall be constructed of concrete from the back of edge of the curb to the entrance gate of the site Gravel is not a permitted driveway material for and drivewU outside of the site's perimeter screening wall. 6. Sidewalks. Sidewalks shall be required in accordance with the Denton Development Code, Sec. 35.20 and the Ciry of Denton Transportation Criteria Manual. E. Clearance Zones. A mventy foot clearance zone around the perimeter screening wall free of climbing aids is required to protect the security and safery of the site. Landscaping may be placed within the Clearance Zone so long as it will not mature to adequate height, if properly maintained, to scale the perimeter wall. The safety clearance to the perimeter screening wall is depicted as follows: Insert Pictorial Here F. Parldna. No narking spaces are required. If provided_ i3arkiny spaces outside the screening wall shall be A. Minor aesthetic deviations to screenin, and buffering standards on a Site Plan may be annroved by the Director of Developmental Services, or his /her designee as stated above if, due to the unique character, tOpographv, or orientation of the site, the overall design aesthetic may be enhanced by such deviation and the purposes of the regulations may be served to the greatest extent feasible where applving them would be otherwise impractical. A decision on a proposed deviation from the standards on a Site Plan by the Director of Developmental Services mar be appealed bar the Applicant to the Planning d Zoning Commission in accordance with Subsection 35.33.0.3. B. Deviations of standards other than buffering and screening shall require approval of a Site Plan bar the I7lanninv and Zoning Commission in accordance with the r)rocedures established herein and in Subsection 35.3.5.03 24 -1 -5 Subchapter 24 ............................... Development Code C. In determining whether to approve a site plan, the I7lanning and Zoning Commission shall consider the followinL, criteria. 1. Whether the site plan substantiallv complies with the standards of this Subchapter, the Denton Development Code, and other applicable law; and 2. Whether the applicant has demonstrated due diligence in substantially comply, ing with the electric substation and switch station standards established in this subchapter; and. 3. Whether adequate infrastructure is available to accommodate development prior to the development occurring; and 4. Whether, to the greatest extent possible, the Site Ilan mitigates negative impacts to the surroundinL,r)roperties; protects the existing, neighborhoods; and preserves r)rol2erty values. D. The I7lanning and Zoning Commission's decision to dery a Site Plan under this subchapter may be ar)r)ealed by the Ar)pficant to Ciry Council in conformance with 35.33.D.4. The City Council decision is final and main not be appealed. 24 -1 -6 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON File #: Z15 -0031 a, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: February 16, 2016 SUBJECT Hold a public hearing and consider adoption of an ordinance regarding a change in the zoning classification from an Industrial Center Employment (IC -E) district to a Regional Center Commercial Downtown (RCC -D) district on approximately 2.9 acres. The subject property is generally located on the west side of the I -35 Frontage Road, approximately 1,000 feet south of West University Drive (US Hwy 380), in the City of Denton, Denton County, Texas. (Z15- 0031). The Planning and Zoning Commission recommended approval of this request (7 -0). BACKGROUND The applicant is requesting to rezone the subject property from IC -E District to a RCC -D District. The applicant has indicated that the requested rezoning is for the purpose of developing a 20,000 square foot retail store for Cavender's Boot City along the I -35 Frontage Road. The current IC -E District was established during the City- wide rezoning in 2002, which anticipated employment centers and support uses having frontage on I -35 to assist the larger Industrial Center General (IC -G) zoning district to the west near the Denton Enterprise Airport. The IC -E District also provided appropriate zoning to existing commercial warehousing, distribution, and light - industrial uses located on the west side of I -35 between West University Drive to the north and the I -35 East and West split to the south. However, the IC -E District does not allow for general retail uses and only permits retail sale and service in conjunction with a gas station with a zoning limitation "L (18)" that caps the retail to no more than 10,000 square feet. The subject property is approximately 2.9 acres in size and is part of a larger 32.6 acre tract of vacant land situated between a commercial building with accessory warehouse storage to the north and a one -story professional office building to the south on the southbound western side of the I -35 Frontage Road. The contiguous rectilinear land backs to a Kansas City Southern rail line which sets the developable depth to approximately 530 feet off the frontage road and divides other vacant IC -E zoned property west of the railroad. The land west of the railroad does not have direct access to the I -35 Frontage Road and would utilize access for future uses from either West University Drive or West Oak Street via Jim Christal Road. Due to the railroad's strict division, land on the east side is positioned to be more marketable for regional retail development having direct interstate frontage and yet the division does not preclude future development of industrial or office uses on the west side of the rail line. The surrounding land uses north and south of the subject property are compatible with the requested retail use as they will remain within the IC -E District. . Staff advised the applicant during this project's review that it would benefit the property owner to rezone additional contiguous land to RCC -D to limit potential City of Denton Page 1 of 3 Printed on 2/12/2016 File #: Z15 -0031 a, Version: 1 development of non - compatible uses and encourage more commercial corridor activity. The applicant understood rezoning would be necessary for new commercial uses yet desired to focus efforts for immediate needs to secure the Cavender's zoning first. The Planning and Zoning Commission's subcommittee ( ) has indicated to Long Range Planning staff to study and prepare city - initiated rezoning efforts for this western edge of the I -35 corridor to also remove unused IC -E zoning define a more appropriate commercial zoning district. The applicant's requested RCC -D District is one of the most intense zoning districts in the Regional Mixed Use future land category and the City of Denton as a whole due to allowance of a wide array of commercial and high density residential land uses. It is intended to promote mixed use development with an urban character and businesses with a highly regional customer base to attract visitors to the city. All commercial and institutional uses are permitted with the exception of the sale of products grown on site, motels, equestrian facilities, outdoor recreation, sexually oriented businesses, elementary schools, and cemeteries. Most industrial uses are either limited or not permitted. A schedule of permitted uses within the RCC -D District is attached for your reference. While the RCC -D District promotes urban forms for commercial development, it has primarily been utilized as an appropriate zoning category for highly trafficked regional commercial and retail areas along the I -35 East corridor including; Rayzor Ranch Marketplace, Rayzor Ranch, Golden Triangle Mall, Denton Crossing, Unicorn Lake, Denton Regional Medical Center, and interstate frontage south of the hospital. The Denton Plan 2030's Future Land Use Map designates the subject property as Regional Mixed Use and is depicted with land bound on the east side of the dividing railroad line. On the west side the use category changes to Industrial Commerce. The Regional Mixed Use category applies to areas that serve as regional destinations within Denton. Development may include moderate and high density residential, commercial, office, entertainment and other uses except industrial, at the highest levels of scale and density within the city. Unique development standards are proposed to create the walkable urban character and day and nighttime activity of an urban center. This designation is located primarily along I -35 interchanges and primary arterials to encourage the greatest regional accessibility. The proposed rezoning is consistent with the intent of the Regional Mixed Use land use designation. The site's location along the I -35 Frontage Road provides a highly visible location and has the potential to foster more regional commercial activity to energize the western side of the I -35 and University Drive intersection. Staff recommends approval of the request as it is compatible with the surrounding properties and is consistent with the goals and objectives of the Denton Plan 2030. 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 (7 -0). The Development Review Committee recommends approval of this request. City of Denton Page 2 of 3 Printed on 2/12/2016 File #: Z15 -0031 a, Version: 1 PRIOR ACTION/REVIEW (Council, Boards, Commissions) On January 27, 2016, the Planning and Zoning Commission held a public hearing and recommended approval of the rezoning request (7 -0). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 5.4 Manage land use and preserve open /natural spaces EXHIBITS 1. Staff Analysis 2. Aerial Map 3. Zoning Map 4. Larger Context Map 5. Future Land Use Map 6. RCC -D Permitted Uses 7. IC -E Permitted Uses 8. Notification Map 9. Applicant Outreach Letter and Responses 10. Draft Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Ross Culbertson Senior Planner City of Denton Page 3 of 3 Printed on 2/12/2016 Item ## Planning Report Z15 -0031 / Cavender's City Council District 3 Planning & Zoning Commission January 27, 2016 REQUEST: ..Title Hold a public hearing and consider making a recommendation to City Council regarding a rezoning from an Industrial Center Employment (IC -E) District to a Regional Center Commercial Downtown (RCC -D) District on approximately 2.9 acres. The subject property is generally located on the west side of the I -35 Frontage Road, approximately 1,000 feet south of West University Drive (US Hwy 380). (Z15 -0031, Cavender's, Ross Culbertson) ..Body OWNER: Cavender's Investment Properties APPLICANT: Juan Vasquez of Vasquez Engineering, LLC. BACKGROUND: The applicant is requesting to rezone the subject property from IC -E District to a RCC -D District. The applicant has indicated that the requested rezoning is for the purpose of developing a 20,000 square foot retail store for Cavender's Boot City along the I -35 Frontage Road. The current IC -E District was established during the City -wide rezoning in 2002, which anticipated employment centers and support uses having frontage on I -35 to assist the larger Industrial Center General (IC- G) zoning district to the west near the Denton Enterprise Airport. The IC -E District also provided appropriate zoning to existing commercial warehousing, distribution, and light- industrial uses located on the west side of I -35 between West University Drive to the north and the I -35 East and West split to the south. However, the IC -E District does not allow for general retail uses and only permits retail sale and service in conjunction with a gas station with a zoning limitation "L (18)" that caps the retail to no more than 10,000 square feet. SITE DATA: The subject property is approximately 2.9 acres in size and is part of a larger 32.6 acre tract of vacant land situated between a commercial building with accessory warehouse storage to the north and a one -story professional office building to the south on the southbound western side of the I- 35 Frontage Road. The contiguous rectilinear land backs to a Kansas City Southern rail line which sets the developable depth to approximately 530 feet off the frontage road and divides other vacant IC -E zoned property west of the railroad. The land west of the railroad does not have direct access to the I -35 Frontage Road and would utilize access for future uses from either West University Drive or West Oak Street via Jim Christal Road. Due to the railroad's strict division, land on the east side is positioned to be more marketable for regional retail development having direct interstate frontage and yet the division does not preclude future development of industrial or office uses on the west side of the rail line. USE OF PROPERTY UNDER CURRENT ZONING: The subject property is undeveloped. The purpose of the IC -E District is to accommodate similar work processes and employment types as the IC -G District such as manufacturing, warehousing and distribution, indoor and outdoor storage and a wide range of commercial and industrial operations. Additionally, the district encourages the inclusion of support services and amenities to industrial businesses by permitting hotel, motel and recreational facilities. A schedule of permitted uses within the IC -E District is attached for your reference. SURROUNDING ZONING AND LAND USES: North: Property to the north is zoned Industrial Center Employment (IC -E) and is developed with a commercial building with a secondary commercial warehouse and storage building. East: Property to the east is zoned Regional Center Commercial Downtown (RCC -D) and is being developed as the Rayzor Ranch mixed -use regional retail center. South: Property to the south is zoned Industrial Center Employment (IC -E) and is undeveloped. West: Property to the west is zoned Industrial Center Employment (IC -E) and is undeveloped. COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: The RCC -D District is one of the most intense zoning districts in the Regional Mixed Use future land category and the City of Denton as a whole due to allowance of a wide array of commercial and high density residential land uses. It is intended to promote mixed use development with an urban character and businesses with a highly regional customer base to attract visitors to the city. Moderate to high density residential uses with a maximum density of 100 units per acre are permitted including townhomes and apartments associated with a mixed -use development. All commercial and institutional uses are permitted with the exception of the sale of products grown on site, motels, equestrian facilities, outdoor recreation, sexually oriented businesses, elementary schools, and cemeteries. Most industrial uses are either limited or not permitted. A schedule of permitted uses within the RCC -D District is attached for your reference. While the RCC -D District promotes urban forms for commercial development, it has primarily been utilized as an appropriate zoning category for highly trafficked regional commercial and retail areas along the I -35 East corridor including; Rayzor Ranch Marketplace, Rayzor Ranch, Golden Triangle Mall, Denton Crossing, Unicorn Lake, Denton Regional Medical Center, and interstate frontage south of the hospital. The surrounding land uses north and south of the subject property are compatible with the requested retail use as they will remain within the IC -E District. Staff advised the applicant during this project's review that it would benefit the property owner to rezone additional contiguous land to RCC -D to limit potential development of non - compatible uses and encourage more commercial corridor activity in response to retail activity underway with the Rayzor Ranch development to the east of I -35. The owner agreed future rezoning would be required for implementing new commercial uses on vacant property adjacent the subject site, yet deferred action of a larger rezoning effort to a later time. Planning Report Project Number Page 2 of 5 COMPREHENSIVE PLAN: The Denton Plan 2030's Future Land Use Map designates the subject property as Regional Mixed Use and is depicted with land bound on the east side of the dividing railroad line. On the west side the use category changes to Industrial Commerce. The Regional Mixed Use category applies to areas that serve as regional destinations within Denton. Development may include moderate and high density residential, commercial, office, entertainment and other uses except industrial, at the highest levels of scale and density within the city. Unique development standards are proposed to create the walkable urban character and day and nighttime activity of an urban center. This designation is located primarily along I -35 interchanges and primary arterials to encourage the greatest regional accessibility. Future development in Regional Mixed Use areas will complement and embrace existing, viable uses, and raise the standard of design to increase their regional draw, accommodate greater connectivity and mobility options, and create a sense of place. Development criteria of the Regional Mixed Use future land use designation include: a) A regional activity center is considerably larger and more diverse in its land uses than any other activity center. It includes vertically integrated uses where different use may occur on each floor of the building. b) Allowable uses may include national retailers, employment, restaurants and entertainment venues, and high- density housing. c) Uses should create destinations and augment the regional draw and image of Denton. d) Commercial uses should be programmed to serve a regional market and to be compatible with adjacent land uses. e) Diverse uses should be located in close proximity to one another so that all users are accessible from a single stop or by walking or bicycling. f) Development should be sited accessible to transit services. g) Places of worship, schools, and parks and open space are allowed by right. h) The character of this area should be maintained by ensuring that new development is sensitive to the surrounding built and natural context in scale and form as described above. i) Proposals should be presented and reviewed according to the degree to which they achieve the goals of the Regional Mixed Use land use and may be the subject of Small Area Plans when significant developments are proposed. The proposed rezoning is consistent with the intent of the Regional Mixed Use land use designation. The site's location along the I -35 Frontage Road provides a highly visible location and has the potential to foster more regional commercial activity to energize the western side of the I -35 and University Drive intersection. CONSIDERATIONS: 1. The applicant requests a rezoning from an IC -E District to a RCC -D District to permit Cavender's as a retail use on the property. The IC-E District and its limitation "L(18) ", which caps retail in conjunction with a gas station use to no more than 10,000 square feet, prevents reasonable commercial and retail development along the prominent interstate frontage. Planning Report Project Number Page 3 of 5 2. The IC -E District boundary was established during the City -wide rezoning in 2002 where staff anticipated growth of light industrial uses and support uses at this location, having frontage on I -35, to support larger industrial zoned areas to the west. Prior to 2002, the property was zoned Light Industrial. The current zoning on this tract and on the adjacent tracts has not precipitated growth of light industrial uses. 3. The RCC -D District would be a supportable rezoning district for future commercial projects adjacent to the subject site that are currently zoned IC -E. 4. Surrounding land uses are commercial in nature. A rezoning to a RCC -D District would permit a greater amount of commercial uses consistent with retail activity planned for Rayzor Ranch while simultaneously removing the potential for new industrial uses on the west side of the I- 35 Frontage Road. There are existing light industrial uses on the west side of the rail line within the vicinity of the subject property yet the railroad line acts as a dividing line between retail and industrial uses. Existing uses will not be negatively impacted by the requested zoning change of the subject property. 5. Per Section 35.3.4.1) of the DDC, zoning changes may be approved if the proposed rezoning facilitates the adequate provision of transportation, water, sewer, schools, parks, and other public requirements and public convenience. Public infrastructure and services will be provided upon development of the site. STAFF RECOMMENDATION: Staff recommends approval of the request as it is compatible with the surrounding properties and is consistent with the goals and objectives of the Denton Plan 2030. 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, four notices were sent to property owners within 200 feet of the subject property, five courtesy notices were sent to physical addresses within 500 feet of the subject property, a notice was published in the Denton Record Chronicle, and signs were placed on the property. No responses were received by staff. The applicant also mailed a similar outreach letter indicating the use and requested zoning to eight ownership individuals of which three letters were returned with no opposition. PROJECT TIMELINE: Application Received: November 24, 2015 1st Submittal Sent to DRC Members: November 24, 2015 Comments Released to Applicant: December 11, 2015 DRC Meeting with Staff: None Requested 2nd Submittal Sent to DRC Members: NA Planning Report Project Number Page 4 of 5 Comments Released to Applicant: January 6, 2016 Business Days under DRC Review: 13 Business Day out to Applicant: 16 Total Business Days: 29 EXHIBITS: • Aerial Map • Zoning Map • Larger Context Map • Future Land Use Map • RCC -D Permitted Uses • IC -E Permitted Uses • Notification Map • Applicant Outreach Letter & Responses Prepared by: Ross Culbertson Senior Planner Respectfully submitted: Beverly Zendt, AICP Development Review Committee Administrator Planning Report Project Number Page 5 of 5 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, PROVIDING A CHANGE IN THE ZONING CLASSIFICATION FROM AN INDUSTRIAL CENTER EMPLOYMENT (IC -E) ZONING DISTRICT AND USE CLASSIFICATION TO A REGIONAL CENTER COMMERCIAL DOWNTOWN (RCC -D) ZONING DISTRICT AND USE CLASSIFICATION ON APPROXIMATELY 2.9 ACRES OF LAND GENERALLY LOCATED ON THE WEST SIDE OF THE INTERSTATE 35 FRONTAGE ROAD, APPROXIMATELY 1,000 FEET SOUTH OF WEST UNIVERSITY DRIVE (US HWY 380), IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; ADOPTING AN AMENDMENT TO THE CITY'S OFFICAL ZONING MAP; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z15 -0031) WHEREAS, Cavender's Investment Properties F, Ltd. has applied for a zoning change on approximately 2.9 acres of land legally described in Exhibit "A ", attached hereto and incorporated herein by reference (hereinafter, the "Property ") from a IC -E zoning district and use classification to an RCC -D zoning district and use classification; and WHEREAS, on January 27, 2016, the Planning and Zoning Commission, in compliance with the laws of the State of Texas, have given the requisite notices by publication and otherwise, and have held due hearings and afforded full and fair hearings to all property owners interested in this regard, and have recommended approval (7 -0) of the change in zoning district and use classification; and WHEREAS, on February 16, 2016, the City Council likewise conducted a public hearing as required by law, and finds that the request meets and complies with all substantive and procedural standards set forth in Section 35.3.4 of the Denton Development Code, and is consistent with the Denton Plan and the Denton Development Code; WHEREAS, the Planning and Zoning Commission and the City Council of the City of Denton, in considering the application for a change in the zoning classification of the property, have determined that the proposed use is in the best interest of the health, safety, morals, and general welfare of the City of Denton, and accordingly, the City Council of the City of Denton is of the opinion and finds that said zoning change is in the public interest and should be granted as set forth herein; NOW THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in the preamble of this ordinance are incorporated herein by reference and found to be true. SECTION 2. The zoning district and use classification for the Property is hereby changed from IC -E to RCC -D. SECTION 3. The City's official zoning map is hereby amended to show the change in the zoning district and use classification. SECTION 4. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 5. Any person, firm, partnership or corporation violating any provision of this ordinance shall, upon conviction, be deemed guilty of a misdemeanor and shall be punished by fine in a sum not exceeding $2,000.00 for each offense. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 6. That an offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Denton Code of Ordinances, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. 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 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY I:• APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY BY:`x 1j V' �t u Exhibit A Legal Description THOMPSON & ASSOCIATES, INC. Perry Thump -n, Jr. '63 Telephone: 903 1593 -0128 903/592 -5474 Registered Professional Engineers Fax: 903/593 -0129 Registered Professional Land Surveyors 1528 N -NW Loop 323 Highway & Bridge Design - Streets - Revised: November 4, 2015 fvlaHing Address: P.O. BOX 132479 TYLER, TEXAS 75713 -2479 2.9368 Acres of Land 127,925 Sq. Ft. B.B.B. & C. RR Co. Survey, Abstract No. 192 Denton, Denton County, Texas Job No. 15 -8978 Tyler, Texas 75702 -3697 Pipelines - Oil - Gas Surveys & Locations Underground Storage Tank Remediation Land Developments Transmission Lines Lignite Surveys Industrial Sites Subdivisions Utilities Traff ic Safety METES & BOUNDS DESCRIPTION OF 2.9368 ACRES OF LAND Being 2.9368 acres of land situated in the city ].units of Denton, Texas and being within the B.B.B. & C. RR Co. Survey, Abstract No. 192, Denton County, Texas, being part of that called 21.283 acre tract described in an Assignment of Rents and Leases from Texas Blue Horseshoe, Ltd. to Bank of the Ozark recorded in Document No. 2014 -36167 of the Real Property Records of Denton County, Texas, said 2.9368 acre tract being more fully described as follows: BEGINNING: at a 1 /2" iron rod set with yellow cap stamped "Thompson & Assoc. Inc." in the west line of the called 21.283 acre tract, same being the southwest comer of a called 0.343 acre tract described in a Special Warranty Deed to ERI -ELK Springs Ranch, LP recorded in Document No. 2015- 127702 of the Real Property Records of Denton County, Texas and being in the east right -of -way line of the Kansas City Southern Railroad, said railroad having a 150 foot wide right -of -way at this point, from which a 1h" iron rod set with yellow cap stamped "Thompson & Assoc. Inc." for the northwest corner of the called 21.283 acre tract, same being the northwest corner of the called 0.343 acre tract and being the southwest comer of a called 5.016 acre tract described in a deed to ERI -ELK Springs Ranch, LP recorded in Document No. 2013 -46508 of the Real Property Records of Denton County, Texas, bears North 22 °24'11" West 26.00 feet; THENCE: North 67 °36'09" East, with the south line of ERI -ELK Springs Ranch 0.343 acre tract a distance of 573.77 feet to a r /s" iron rod set with yellow cap stamped "Thompson & Assoc. Inc." in the east line of the Texas Blue Horseshoe 21.283 acre tract, same being the southeast corner of ERI -ELK Springs Ranch 0.343 acre tract and being in the west line of a called 1.8604 acre tract acquired for additional right -of -way for Interstate Highway No. 35, said 1.8604 acre tract being described in a deed to the State of Texas recorded in Document No. 2014 -27041 of the Real Property Records of Denton County, Texas, from which a point for comer for the calculated northeast comer of the called 21283 acre tract, same being the northeast comer of the called 0.343 acre tract, and being the northwest corner of the called 1.8604 acre tract bears North 16 °24'33" West a distance of 26.14 feet and from said point for corner an "X" found in concrete for reference bears North 75 °43'04" West a distance of 2.83 feet; Page 1 of 2 THENCE: South 16 °2433" East, with the east lane of the Texas Blue Horseshoe 21.283 acre tract and with the new right -of -way line of Interstate Highway No. 35, a distance of 228.95 feet to a 1 /i' iron rod set with yellow cap stamped "Thompson & Assoc. Inc." for the southeast corner of this tract, from which a iron rod found with a TxDot aluminum cap for an angle break in the west right -of -way line of Interstate Highway No. 35 bears South 16 °24'33" East a distance of 230.69 feet; THENCE: South 67 °36'09" West, thru and across the Texas Blue Horseshoe 21.283 acre tract, a distance of 549.86 feet to a 1 /z" iron rod set with a yellow cap stamped "Thompson & Assoc. Inc." in the west line of the called 21.283 acre tract for the southwest corner of this tract and being in the east right -of -way line of the Kansas City Southern Railroad, said railroad having a 150 foot wide right -of- way at this point, from which a point for corner for the calculated southwest corner of the Texas Blue Horseshoe 21.283 acre tract bears South 22 °24'11 "East a distance of 1,579.42 feet, from said point for corner for the southwest corner of the Texas Blue Horseshoe 21.283 acre tract, a 1 /2" iron rod found for reference bears South 35 °08'48 "East a distance of 2.52 feet; THENCE: North 22 °24'11" West, with the west lane of the Texas Blue Horseshoe 21.283 acre tract and with the east right -of -way line of the Kansas City Southern Railroad,, a distance of 227.70 feet to the Point of Beginning containing 2.9368 Acres of Land (127,925 Square Feet). BASIS OF BEARING: horizontal position were derived from the Texas WDS RTK Network -Texas State Plane Coordinate System, North American Datum of 1983, Texas North Central Zone (4202), U_S Survey Feet and from NGS -OPUS processed Static GPS observations on or near the project site. All bearings shown hereon are GRID rotated to the Texas State Plane Coordinate System. To Adjust bearings to True North rotate by the Convergence Angle of +0 °43'27'. The Distances and Acreage shown are SURFACE. To adjust to GRID, multiply by the scale factor of 0.999877094. This metes and bounds description is an integral part of a plat of even date showing the same tract described herein and is not valid unless signed in blue ink with an accompanying Registered Professional Land Surveyors Seal. THOMPSON & ASSOCIATES, INC. T.B.P.L.S. Firm No. 10001100 STEVEN J. FREEMAN, kl . ............................... -;A 6339 , Steven J. Freeman, II, Registered Professional Land Surveyor, State of Texas No. 6339 Page 2 of 2 Exhibit B Location Map SITE } k 0 ,l Parcels "� ,k'.. o� )ENTO Roads J1 II :rtYut• .a.e GIs .... pate 11/30/2015 Th.f,rtYVf(Je kan ha. FeNa „fr.dVx f md.FertVn,.4 kF�.I t:B Th —a,, n,t ON 1rral't ✓t(t,, rt} of bentar aVd should,Ut bx xd fo fe.yril,e9 ever @freunr trt.l...... a �, bol reU'.' for '.fare Vr Porpov..: Th . 'q aru UVar perty r +ItIO CRy of Oanton and Feva boen metln ova lablo tc�tho puh4c bamnd o, the PUWCl,intmaiv`nA, Tho Gty oTLl onto,m.-- ',eilortto protl�CO and pudlsh lNO moat currc+nt ando ,, — -rmet nn posehld. IVnvror2nte, pro.smd Droop! ©d, aroprovltlod tar de data h. _n it*�ee, ante nl. 4+r.let an. Vl lcatior oV lhs rttat� rdnst nderetardrVu rd ou, "'VV, f9 estelenienl. SITE Parcels Z15 -0031 Site Location /Aerial Map N W* S { Ipf D nton and have been made available to theapublictbased on the Publiceltnformation maps ct Tthe City of Denton makesnevery effort to produce and publish the most current and accurate information possible. purposes. warant es, expressed ors implied, are or me provided DENTON ,,... Development SerWces ., LEIS Date: 11/30/2015 Ipf D nton and have been made available to theapublictbased on the Publiceltnformation maps ct Tthe City of Denton makesnevery effort to produce and publish the most current and accurate information possible. purposes. warant es, expressed ors implied, are or me provided Z15 -0031 Site Location / Zoning Map NR-2 Ipf D nton and have been made available to theapublictbased on the Publiceltnformation maps ct Tthe City of Denton makesnevery effort to produce and publish the most current and accurate information possible. purposes. warant ess expressed ors implied, are or me provided Z15 -0031 Site Location / Future Land Use Map Innnovation Future Land Use N `-j . '� oa 00 SITE � S _ reer Parcels Regional Mixed Use Roads Business Innovation ��, DENTON Development SerWces • GIS Industrial Commerce — LL Date: 11/30/2015 he City of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for legal, engineering or surveying purposes but rather for reference purposes. These maps are the property of the City f Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are providedli Regional Center Commercial Downtown Permitted Uses RESIDENTIAL: P Agriculture, Attached Single- family Dwellings, Dwellings Above Businesses, Live/Work Units, Community Homes for the Disabled L(7) Livestock L(6) & L(4) Multi - Family Dwellings SUP Group Homes COMMERCIAL: P Home Occupation, Hotels, Bed and Breakfast, Retail Sales and Service, Movie Theaters, Restaurant, Private Club, Bar, Drive - through Facility, Professional Services and Offices, Quick Vehicle Servicing, Vehicle Repair, Auto and RV Sales, Laundry Services, Indoor Recreation, Commercial Parking Lots, Administrative or Research Facilities, Broadcasting or Production Studio L(38) Temporary Uses SUP Major Event Entertainment INDUSTRIAL: P L(12) L(13) L(23) L(27) Bakeries, Veterinary Clinics Craft Alcohol Production Warehouse, Retail Light Manufacturing Gas Wells INSTITUTIONAL: P Community Service, Parks and Open Space, Churches, Semi - Public Halls, Clubs, and Lodges, Business/Trade School, Adult or Child Day Care, Middle School, High School, Colleges, Conference /Convention Centers, Hospital, Elderly Housing, Medical Centers, Mortuaries SUP Basic Utilities, WECS (Free- standing Monopole Support Structure), WECS (Building Mounted) P = Permitted, L( #) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: 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 Master Plan Development, Existing; or 4. If the development received zoning approval allowing multi - family use within one (1) 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(6) = Permitted only on second (2nd) 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 animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres. L(12) = On- premise consumption and /or retail sales is required. Uses are limited to no more than 10,000 square feet of gross floor area for production, bottling, packaging, storage, and other manufacturing related activities. A SUP is required for additional square footage. L(13) = Uses are limited to no more than fifty -five thousand (55,000) square feet of gross floor area per lot. L(23) = Light manufacturing of products sold on site permitted, area of manufacture not to exceed five thousand (5,000) square feet. L(27) — Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production L(38) — Must meet the requirements of Section 35.12.9. Employment Center Industrial Permitted Uses RESIDENTIAL: P Agriculture L(7) Livestock COMMERCIAL: Hotels, Motels, Professional Services and Offices, Quick Vehicle P Servicing, Vehicle Repair, Auto and RV Sales, Laundry Facilities, Indoor Recreation, Major Event Entertainment, Commercial Parking Lots, Administrative or Research Facilities, Broadcasting or Production Studio L(14) Movie Theaters, Private Club, Bar, Drive - Through Facility L(18) Retail Sales and Service L(38) Temporary Uses INDUSTRIAL: Light Manufacturing, Wholesale Sales, Wholesale Nurseries, P Distribution Center/Warehouse, General, Self- Service Storage, Construction Materials Sales L(25) Printing /Publishing, Bakeries, Manufacture of Non - Odiferous Foods L(29) Wrecker Services and Impound Lots SUP Warehouse Retail L(27) Gas Wells INSTITUTIONAL: Basic Utilities, Community Service, Parks and Open Space, Churches, P Semi - Public Halls, Clubs, and Lodges, Business/Trade School, Colleges, Medical Centers, Mortuaries SUP Conference /Convention Centers, WECS (Freestanding Monopole Support Structure), WECS (Building Mounded) L(19) Adult or Child Day Care P = Permitted, L( #) = Permitted with a Limitation, SUP = Specific Use Permit LIMITATIONS: L(7) — Limited to two animals on parcels one to three acres in size. Additional animals may be added at a rate of one per each acre over three acres L(14) = Uses are limited to no more than ten thousand (10,000) square feet of gross floor area.. L(18) = Uses are permitted only in association with Gas Stations and are limited to no more than five thousand (5,000) square feet of gross floor area except adjacent to 1 -35 then uses are limited to ten thousand (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 with the same structure. L(25) = If proposed use is within two hundred (200) feet of a residential zone, approval is subject to a Specific Use Permit. L(27) = Must comply with the provisions of Subchapter 22, Gas Well Drilling and Production. L(29) = Wrecker Services and Impound Lots must comply with the following provisions: 1. The subject lot shall comply with the provisions of the Texas Administrative Code, regarding Vehicle Storage Facilities. 2. Lot Screening: All stored vehicles shall be opaquely screened from all rights -of -way and residential uses and zoning districts. 3. Parking and vehicle storage areas associated with wrecker services and impound lots activities are not allowed within undeveloped floodplain, water - related habitat, and riparian buffer environmentally sensitive areas (ESA). 4. Best management practices addressing stormwater quality must be implemented and maintained on site. Management practices must 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. L(38) — Must meet the requirements of Section 35.12.9. Z15 -0031 Site Location / Notification Map gg V11 a 500 -t iii,,,f:ir -� o ma zoo aoo SITE �-�p �er S Parcels7nE'� � DENTON Development SerWces • G IS s: Roads I �� —� � �'?�l`�` Date: 11/30/2015 he City of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for legal, engineering or surveying purposes but rather for reference purposes. These maps are the property of the City f Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided or the data herein, its use, or its interpretation. Utilization of this map indicates understanding and acceptance of this statement. Re: Re-zoning application by Cavender Investment Properties E, Ltd. for a planned new Cavender's Boot City in Denton, Texas Dear Neighbor, We are notifying each of you to let you know that we have filed an application with the City of Denton for the purpose of re-zoning our property. It is located on the west side of Interstate 35, approximately 950 feet south of West University Drive (aka Hwy 380), and directly south of the existing Indian motorcycie dealership. In addition, we would like to take this opportunity to provide you with a brief description of our proposed project and the reasoning for our re-zoning application. Currently the property is zoned as IC-E Industrial Center Employment (IC-E). Although the present zoning would allow for businesses such as motels, hotels, agriculture, self-service storage units, RV and auto sales, as well as light manufacturing, it does not allow for a commercial retail store or a restaurant. Our desire is to have it rezoned to Regional Center Commercial Downtown (RCC-D) which would allow retail sales and the construction of a new first class 20,000-24,000 square foot western wear store similar to the one shown in the enclosed photographs. We have also included a copy of the proposed site plan and exterior elevations. In case you are not familiar with our company, we are proud to be a Texas based business that is family owned and operated. My father started Caven•er's 50 years ago, and now my brothers, our parents and I are all involved in the business, We are proud of our heritage and care about the communities we join. As a UNT graduate, I am excited about the opportunity to bring our store to Denton. We intend to be construction as soon as possible and begin providing the community with an abundant selection of name brand clothing, boots, and western accessories. As a part • the re-zoning application requirements, we are reaching out to you to request your help in the approval of this zoning change. We have enclosed a self-addressed/ stamped envelope with a comment form for your reply. If you prefer, please email me at clay@cavenders.com. It would be very helpful if you could provide your feedback within a week. Sincerely, Clay Cavender We would appreciate your feedback. Please check one of the boxes b ponse to the Cavender's (Cavender investment Properties E, Ltd.) request for a zoning change as outlined in the enclosed letter. Please return in the self-addressed stamped envelope. If you prefer, you can email your response to—da aveir ders corin Not opposed WFIR-IM" 17, =7 I cn m M I rY m X-0 M MM > 4 Z-< Cf) r .Ili xx i Iiw V rY m X-0 M MM > Z-< rY xx rY ail 10 Yz. zz OL 7z- oc P, OU0 7 .ONIUO A ,iv 'bp V;47 jo > m 06P,; cnx ::� m Z> S pun M- 09 uInOS C:) 0 alul meisl 1EVASQUEZ ENGINEERING, L.A.C. Janua rn 6. 2016 NIi- Ro'ss ("'uIbcomm CA x of Denton Oepartincnt of'Dc clopmcw Services Via enmT to," Ize: Cavender's -- Z 15-0031 1kar Mr Cldbenmm On fkccmhcr 18. 2015 (`at endcAmaHed outivach k1wN to enh of 11w addivsses pn;\&Wd for Ow 2MY and 5mr 1mvpen) MHUS. Cmendcr`s inAbd an NAM of 8 Laos 2 of "Ah "em retumal tmddhvmNe h; the JANIal San Wo 3 Own nm in oppshAn " lwm roumed " Rh Hw (Akr not rcsporlding. Fhc, 2 leilus that nn crQ nol dclkcrablc� 0 310� W Uni�crsk� Dr c- Denton, I X 76207 6 3 IN JS (Jrislal Rd, Dcwon. p'X 76207 Fhe 3 Icttcrs that \n herc returned \,% ith no opposit iow * [exas Wue I WK, 1A IX 3008 L AT= K"y %dw 30(h Umdhm I X * 1161A Springs Ranch. U. 4880 long NaHe Rd. We 2MY FA"cr Mowul A * thini wponse �cncr did nol provide mkner information If yu haw an, quesibm or mmmuns Ficasc 01 its kiRm, Sincerely, V""'Isq��q E'liguirwering. IA'A' lu"Ifil J. Vasquez. PT' Prc,sidcnt City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com D EN'FON Legislation Text File #: DCA15- 0007a, Version: 1 AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: February 16, 2016 SUBJECT Hold a public hearing and consider amending Section 35.7.9.5, 35.7.10.5, and 35.7.13.5 of the Denton Development Code to include additional Facade Materials as architectural requirements to the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District. The Planning and Zoning Commission recommended approval of this request (7 -0). (DCA15 -0007, Amended Historic District Standards) BACKGROUND: The Denton Development Code (DDC) defines two historic districts within the city, being the Oak - Hickory Historic District per Section 35.7.9, and the West Oak Area Historic District per Section 35.7.13; in addition to a separate historic conservation district, the Bell Avenue Historic Conservation District per Section 35.7.10. Each district contains standards for the protection and preservation of structures within the district boundary with defined procedures for submitting a Certificate of Appropriateness (COA's) to the city's Historic Landmark Commission for any construction, alteration or improvements made on any property within the district. In review of past COA applications, the issue has been raised consistently regarding the need to clarify and amend the DDC's historic district standards to include the use of cementitious siding as an appropriate architectural facade material for new construction. The Historic Landmark Commission has received several requests for the use of cementitious siding as an exterior facade material on new accessory buildings within the Oak - Hickory Historic District precipitating the request. The term "cementitious siding" refers to cement fiber board products used as an exterior siding material (in place of hardwood siding) that is manufactured and tested to be fire and insect resistant and impervious to wind and water. The James Hardie Company is a prominent US manufacturer of cement fiber board siding to which "hardie- board" has become a generic colloquial term for this material. The Oak - Hickory Historic District and the West Oak Area Historic District list the permitted facade materials (per Sections 35.7.9.5.I.1 and 35.7.13.5.I.1) as, "brick, wood siding, wood, stone, and stucco." The firm application of these materials is required in order to comply with the Secretary of the Interior's Standards for the Treatment of Historic Properties (36 CFR Part 68) for certain Preservation, Rehabilitation, Restoration and Reconstruction of original structures seeking historic treatments. Staff has applied the strict adherence of permitted facade materials and the Historic Landmark Commission has continuously upheld the standards on COA applications for new accessory structures in providing exacting continuity to primary structures on the City of Denton Page 1 of 4 Printed on 2/12/2016 File #: DCA15- 0007a, Version: 1 property. Yet, mandating the use of wood siding for new construction (i.e. garages, workshops, storage buildings, or infill residential homes) has become an economic burden for the owner in constructing these structures and has caused concern over the longevity and durability of cladding new exterior building facades with wood siding if not required for historic preservation purposes. The Bell Avenue Historic Conservation District also lists the permitted facade materials (per Section 35.7.10.5.F) as verbatim to the other historic districts, yet includes a second sentence stating, "Artificial facsimiles of these materials will have to be considered on a case by case basis. " Although this provision exists, it does not clearly define where "facsimile" materials are to be applied and can be construed to mean application on the original structure; thus potentially affecting the integrity of the contributing structure. In a Work Session on September 14, 2015, HLC Commissioners considered the addition of hardie -board as an approved facade material within historic districts. During that discussion, Commissioners expressed support for a change to the permitted facade materials. Commissioners specifically stated that the wording should be concise to avoid future misinterpretations, and should allow for flexibility for future facade treatments not related to hardie- board. Additionally, HLC Commissioners suggested that staff hold a neighborhood meeting to solicit further feedback from property owners. A neighborhood meeting was held on October 29, 2015 for property owners within all three districts. Attendees expressed support for the proposed amendment, and also indicated a strong interest in a more comprehensive update for the district codes. In an effort to facilitate the code amendment supported by property owners and HLC Commissioners, staff is of the opinion it is reasonable to amend the historic district standards within the DDC, by way of an amended ordinance, to permit cementitious siding as an approved facade material yet specify its application to only new construction. Additionally, the amendment would clarify with cohesive and consistent language the architectural facade materials for all historic districts. PROPOSED REVISIONS: Staff is recommending the following revisions to the architectural regulations (per Sections 35.7.9.5.I.1, Section 35.7.10.5.17 and 35.7.13.5.I.1) to the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District. The proposed code amendment is italicized and regulation edits are shown with a strikethrough. Oak - Hickory Historic District, Section 35.7.9.5.I.1 1. Generally. The e4y permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is peg initted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All facade treatments and materials must be typical of the style and period of the main building. Bell Avenue Historic Conservation District, Section 35.7.10.5.17 F. Facade Materials. The e* permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will hffNe +e be considered on a case by case basis as material technologies progress. All fagade treatments and materials must be typical of the style and period of the main building. West Oak Area Historic District, Section 35.7.13.5.I.1 1. Generally. The e4y permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. City of Denton Page 2 of 4 Printed on 2/12/2016 File #: DCA15- 0007a, Version: 1 Artificial facsimiles of these inaterials will be considered on a case by case basis as inaterial technologies progress. All facade treatments and materials must be typical of the style and period of the main building. OPTIONS 1. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION On February 10, 2016, the Planning and Zoning Commission held a public hearing and recommended approval of the rezoning request (6 -0) with the following change to Subsections 35.7.9.5.I.1, 35.7.10.5.17, and 35.7.13.5.I.1: The use of � ceinentitious siding is also peg initted on new construction and accessory buildings. The Development Review Committee recommends approval of this request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On February 8, 2016, the Historic Landmark Commission held a public hearing and recommended approval of the rezoning request (8 -0). On February 10, 2016, the Planning and Zoning Commission held a public hearing and recommended approval of the rezoning request (6 -0) with the following change to Subsections 35.7.9.5.I.1, 35.7.10.5.17, and 35.7.13.5.I.1: The use of - ceinentitious siding is also permitted on new construction and accessory buildings. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family - Friendly Community Related Goal: 4.2 Seek clean and healthy neighborhoods in Denton EXHIBITS 1. Staff Analysis 2. Oak - Hickory Historic District Map 3. Bell Avenue Historic Conservation District Map City of Denton Page 3 of 4 Printed on 2/12/2016 File #: DCA15- 0007a, Version: 1 4. West Oak Area Historic District Map 5. Ordinance Respectfully submitted: Aimee Bissett Director of Development Services Prepared by: Ross Culbertson Senior Planner City of Denton Page 4 of 4 Printed on 2/12/2016 Item ## Planning Report DCA15 -0007 / Amended Historic District Standards Planning and Zoning Commission February 10, 2016 REQUEST: ..Title Hold a public hearing and consider making a recommendation to City Council regarding amending Section 35.7.9.5, 35.7.10.5, and 35.7.13.5 of the Denton Development Code to include additional Facade Materials as architectural requirements to the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District. (DCA15 -0007, Amended Historic District Standards, Ross Culbertson) ..Body APPLICANT: City of Denton BACKGROUND: The Denton Development Code (DDC) defines two historic districts within the city, being the Oak - Hickory Historic District per Section 35.7.9, and the West Oak Area Historic District per Section 35.7.13; in addition to a separate historic conservation district, the Bell Avenue Historic Conservation District per Section 35.7.10. Each district contains standards for the protection and preservation of structures within the district boundary with defined procedures for submitting a Certificate of Appropriateness (COA's) to the city's Historic Landmark Commission for any construction, alteration or improvements made on any property within the district. In review of past COA applications, the issue has been raised consistently regarding the need to clarify and amend the DDC's historic district standards to include the use of cementitious siding as an appropriate architectural facade material for new construction. The Historic Landmark Commission has received several requests for the use of cementitious siding as an exterior facade material on new accessory buildings within the Oak - Hickory Historic District precipitating the request. The term " cementitious siding" refers to cement fiber board products used as an exterior siding material (in place of hardwood siding) that is manufactured and tested to be fire and insect resistant and impervious to wind and water. The James Hardie Company is a prominent US manufacturer of cement fiber board siding to which "hardie- board" has become a generic colloquial term for this material. The Oak - Hickory Historic District and the West Oak Area Historic District list the permitted facade materials (per Sections 35.7.9.5.I.1 and 35.7.13.5.I.1) as, "brick, wood siding, wood, stone, and stucco. " The firm application of these materials is required in order to comply with the Secretary of the Interior's Standards for the Treatment of Historic Properties (36 CFR Part 68) for certain Preservation, Rehabilitation, Restoration and Reconstruction of original structures seeking historic treatments. Staff has applied the strict adherence of permitted facade materials and the Historic Landmark Commission has continuously upheld the standards on COA applications for new accessory structures in providing exacting continuity to primary structures on the property. Yet, mandating the use of wood siding for new construction (i.e. garages, workshops, storage buildings, or infill residential homes) has become an economic burden for the owner in constructing these structures and has caused concern over the longevity and durability of cladding new exterior building facades with wood siding if not required for historic preservation purposes. The Bell Avenue Historic Conservation District also lists the permitted facade materials (per Section 35.7.10.5.F) as verbatim to the other historic districts, yet includes a second sentence stating, "Artificial facsimiles of these materials will have to be considered on a case by case basis. " Although this provision exists, it does not clearly define where "facsimile" materials are to be applied and can be construed to mean application on the original structure; thus potentially affecting the integrity of the contributing structure. In a Work Session on September 14, 2015, HLC Commissioners considered the addition of hardie- board as an approved facade material within historic districts. During that discussion, Commissioners expressed support for a change to the permitted facade materials. Commissioners specifically stated that the wording should be concise to avoid future misinterpretations, and should allow for flexibility for future facade treatments not related to hardie- board. Additionally, HLC Commissioners suggested that staff hold a neighborhood meeting to solicit further feedback from property owners. A neighborhood meeting was held on October 29, 2015 for property owners within all three districts. Attendees expressed support for the proposed amendment, and also indicated a strong interest in a more comprehensive update for the district codes. In an effort to facilitate the code amendment supported by property owners and HLC Commissioners, staff is of the opinion it is reasonable to amend the historic district standards within the DDC, by way of an amended ordinance, to permit cementitious siding as an approved facade material yet specify its application to only new construction. Additionally, the amendment would clarify with cohesive and consistent language the architectural facade materials for all historic districts. CONSIDERATIONS: 1. Staff conducted a survey of cities identified as Certified Local Governments (CLG) within the DFW Metroplex regarding whether or not the use of cementitious siding or Hardie -Board is permitted. The survey findings are as follows: Arlington — Cementitious siding is not restricted in Arlington's two National Register Historic Districts. They do not have local historic districts, only historic buildings. 1. Recommend fagade repairs use original material types. 2. New construction should use "complimentary" materials to distinguish old from new. Dallas - Cementitious siding is permitted on accessory buildings in the Junius Heights District. Cementitious siding is permitted on the bottom two laps of siding on existing structures (to combat wear and tear of moisture and backsplash), on both main and accessory structures. Granbury - Cementitious siding is permitted on new construction. Grapevine - Cementitious siding is permitted on new construction only. Fort Worth - Smooth finish Hardie -Board siding is permitted on infill and accessory structures in historic districts. It is also permitted on lowest six inches of skirting on historic residences to combat wear and tear of moisture and backsplash. Planning Report Project Number Page 2 of 5 Mansfield — Does not have defined historic districts, only historic buildings. Hardie -Board siding is permitted on accessory structures Plano - Cementitious siding is permitted on new construction only. Waxahachie - Cementitious siding is permitted on new construction only. The surveyed results indicate all cities permit the use of cementitious siding or Hardie -Board on new construction, with some caveats. Arlington, which does not have local historic districts, permits the use of "complimentary" materials on new construction to distinguish old construction from new construction. Dallas permits its use on accessory buildings in one district only. Both Dallas and Fort Worth permit it on the bottom two laps or six inches of siding on existing structures as a deterrent to wood rot and moisture damage. Based on the survey results, staff recommends the application and installation of smooth sided cementitious siding to only new construction buildings within Denton's historic districts, considered on a case -by -case basis by the Historic Landmark Commission and only with an approved Certificate of Appropriateness. 2. Historic preservation activities are not compromised with the addition of cementitious siding materials. The DDC lists methods and procedures for restorative work within the historic district sections which comply to the Secretary of the Interior's Standards for the Treatment of Historic Properties (36 CFR Part 68) and the National Park Services' Guidelines for Preserving, Rehabilitating, Restoring and Reconstructing Historic Buildings. The guiding standards prohibit artificial or facsimile products unless the restorative work clearly differentiates new work from the original construction. 3. New construction of homes and accessory structures that are clad in cementitious siding and which are designed to reflect period architecture are shown to enhance the context of historic district neighborhoods and spur investment towards true preservation treatments to contributing historic structures. 4. On July 23, 2015, Development Services mailed a survey to residents within the historic district neighborhoods to seek input in favor or against allowing cementitious siding for new construction. The results indicated general support for the amendment yet additional questions were raised over the application and compliance of the code amendment throughout the three distinct districts. Development Services further held a community meeting on October 29, 2015 to clarify the code amendment's intent. While more questions were raised over a broader need to comprehensively amend larger components of the Historic District Standards for each district, attendees expressed support for the proposed amendment. To date, the City has received 21 citizen responses to the survey with a majority in favor to the use of cementitous siding for new construction and one response not in favor for the Code Amendment. 5. The Historic Landmark Commission and property owners within historic districts have consistently indicated support for a code amendment that permits the use of cementitous siding specifically for new construction and accessory buildings to further protect existing historic structures. Planning Report Project Number Page 3 of 5 6. Per Sections 35.3.2.A and 35.3.3.A of the DDC, Denton Plan Amendments shall have a public hearing with action by the City Council after a recommendation from the Planning Commission. PROPOSED REVISIONS: Staff is recommending the following revisions to the architectural regulations (per Sections 35.7.9.5.I.1, Section 35.7.10.5.E and 35.7.13.5.I.1) to the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District. The proposed code amendment is italicized and regulation edits are shown with a strikethrough. Oak - Hickory Historic District, Section 35.7.9.5.I.1 1. Generally. The e4y permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is peg initted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All facade treatments and materials must be typical of the style and period of the main building. Bell Avenue Historic Conservation District, Section 35.7.10.5.E F. Facade Materials. The e4y permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will ha-ve to be considered on a case by case basis as material technologies progress. All fagade treatments and materials must be typical of the style and period of the main building. West Oak Area Historic District, Section 35.7.13.5.I.1 1. Generally. The e4y permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All facade treatments and materials must be typical of the style and period of the main building. STAFF RECOMMENDATION: Staff recommends approval of the Denton Development Code amendment as submitted. 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 for open meetings scheduled for the Historic Landmark Commission, the Planning and Zoning Commission and City Council to discuss this item. Planning Report Project Number Page 4 of 5 ATTACHMENTS: Oak - Hickory Historic District Map Bell Avenue Historic Conservation District Map West Oak Area Historic District Map Prepared by: Ross Culbertson, Senior Planner Respectfully submitted: Aimee Bissett Director of Development Services Planning Report Project Number Page 5 of 5 Bell Avenue Historic District UUULip►NE ;,?ISITY DR me A0DUWAN N Bell Avenue Conservation DistrictIl W E s� 0 50 100 200 p � C(I)-FY ����uiuuuuuuuu�iiiu��llllll�ll�llllll�llllllllllllllll�ui� DENTON � Lbeve@oNivart^rrrT Sz:;irviiacss US III1heeCitlyvoffDento�n ands Rav�een madeoa valPa��e to 1�ie publlchbased on �he Pu��ic �n ormethon�AtL�t The �i1y o{�Dentonl me�Cteseevery a Ih� I,peo uceeang publushMile os{�ou ien,ueriOteccuoate informet4orippossslbleh q 4 o warranliesthezpiegsea of Implled, are provided for the data herein, Its use, or Its Interpretation. Utilization of this map indicates understanding and acceptance of this statement. III S:ALegal \Our Documents \Ordinances \16 \11ardie Board_DCA 15 -0007 Ord inance.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, AMENDING THE DENTON DEVELOPMENT CODE TO MODIFY THE ARCHITECTURAL REGULATIONS FOR PERMITTED FACADE MATERIALS FOR HISTORIC DISTRICTS IN SUBCHAPTERS 35.7.9.5.I.1, 35.7.10.51, AND 35.7.13.5.I.1; AND PROVIDING FOR A PENALTY IN TIIE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THEREOF; PROVIDING A SAVINGS CLAUSE, A SEVERABILITY CLAUSE, AND AN EFFECTIVE DATE. (DCA15- 0007) WHEREAS, pursuant to Ordinance No. 2002 -040, the City Council of the City of Denton, Texas, adopted the Denton Development Code ( "the Development Code "); and WHEREAS, the City desires to amend Subchapters 35.7.9.5.I.1, 35.7.10.5.F, and 35.7.13.5.I.1 in order to modify the architectural regulations for permitted facade materials within the Oak - Hickory Historic District, Bell Avenue Historic Conservation District, and the West Oak Area Historic District; and WHEREAS, the Historic Landmark Commission (HLC) has received several requests for the use of cementitious siding, including but not limited to "Hardie Board ", as an exterior fagade material; and WHEREAS, the HLC held a work session on September 14, 2015 to consider the addition of Hardie Board as an approved facade material within the historic districts and expressed support for a change to the permitted fagade materials; and WHEREAS, a neighborhood meeting was held on October 29, 2015 for property owners within all three districts and attendees expressed support for the proposed amendment; and WHEREAS, on February 10, 2016, the Planning and Zoning Commission held a public hearing, in compliance with the laws of the State of Texas, after giving the requisite notices by publication and otherwise, and recommended approval (7 -0) of the Development Code Amendments to Subchapters 35.7.9.5.I.1, 35.7.10.5.F, and 35.7.13.5.I.1; and WHEREAS, on February 16, 2016, the City Council likewise conducted a public hearing as required by law, and finds that the request meets and complies with all substantive and procedural standards set forth in Section 35.3.4 of the Denton Development Code, and is consistent with the Denton Plan and the Denton Development Code; WHEREAS, the Planning and Zoning Commission and the City Council of the City of Denton, in considering the Denton Development Code Amendment, have determined that the amendments are in the best interest of the health, safety, morals, and general welfare of the City of Denton, and accordingly, the City Council of the City of Denton is of the opinion and finds that said Denton Development Code Amendments to Subchapters 35.7.9.5.L1, 35.7.10.51, and 35.7.13.5.1.1 are in the public interest and should be granted as set forth herein; 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 hound to be true. SECTION 2. The Development Code Amendments are indicated below and will be incorporated in each Subchapter: Oak - Hickory Historic District, Section 35.7.9.5.I.1 shall be replaced with the following: 1. Generally. The permitted fayade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All fayade treatments and materials must be typical of the style and period of the main building. Bell Avenue Historic Conservation District, Section 35.7.10.5.1' shall be replaced with the following: F. Facade Materials. The permitted fayade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All facade treatments and materials must be typical of the style and period of the main building. West Oak Area Historic District, Section 35.7.13.5.1.1 shall be replaced with the following: 1. Generally. The permitted facade materials are brick, wood siding, wood, stone and stucco. The use of smooth sided, cementitious siding is permitted on new construction and accessory buildings. Artificial facsimiles of these materials will be considered on a case by case basis as material technologies progress. All facade treatments and materials must be typical of the style and period of the main building. SECTION 3. If any provision of this ordinance or the application thereof to any person or circumstance is held invalid by any court, such invalidity shall not affect the validity of the provisions or applications, and to this end the provisions of this ordinance are severable. SECTION 4. Any person, firm, partnership or corporation violating any provision of this ordinance shall, upon conviction, be deemed guilty of a misdemeanor and shall be punished by fine in a sum not exceeding $2,000.00 for each offense. Each day that a provision of this ordinance is violated shall constitute a separate and distinct offense. SECTION 5. That an offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Denton Code of Ordinances, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 6. 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 , 2016. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY FI-VA 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 #: Z15- 0029a, Version: 1 Legislation Text AGENDA INFORMATION SHEET DEPARTMENT: Department of Development Services ACM: Jon Fortune DATE: February 16, 2016 SUBJECT Hold a public hearing and consider adoption of an ordinance regarding amending Subchapter 35.7.5, the Fry Street Overlay District, to create a new sub district and development standards for a mixed use building on approximately 1.7 acres. The subject property is generally located between Oak Street and Hickory Street and 125 feet west of Fry Street. The Planning and Zoning Commission recommends denial of this request (6 -1). The applicant has requested that this item be postponed to next City Council meeting, March 1, 2016. BACKGROUND The applicant is requesting an amendment to Subchapter 35.7.5, Fry Street Overlay District that would establish a new subarea within the Fry Street Overlay District on approximately 1.7 acres between Fry Street and Avenue B. The proposed subarea would accommodate a five -story mixed use development. Based on the information provided by the applicant, the project would be 58 feet in height, include retail uses on the ground floor and multifamily uses above, a total of 83 dwelling units (300 bedrooms), and 222 off - street parking spaces. The Fry Street Overlay District is currently broken into two subareas, A and B. The U Center at Fry Street is located in subarea B which was an amendment to the Fry Street Overlay District approved by City Council in 2010 to accommodate that development's density and height. The proposed development is located within subarea A. The proposed development exceeds the maximum height and does not meet the parking requirements of subarea A. The following is a summary of development regulations as stated in DDC 35.7.5.2 and the proposed changes for Subarea B -1: Proposed Subarea A Subarea B Subarea B -1 Maximum Building Height: 3 Stories, 45' 4 Stories, 55' 5 Stories, 58' Maximum Density (units /acre): Minimum Unit Size* 72.5 88.2 Parking * Pei initted Density is based on a ininiinuin unit size allowed by applicable development regulations (height, lot coverage, landscape area, setbacks) * *Subarea A and B follow the parking requireinents of the Fry Street Overlay District. The ainendinent to Subarea B did not include a reduction in parking. Subarea B -1 is asking for units with 2 or inore bedrooins to City of Denton Page 1 of 3 Printed on 2/12/2016 File #: Z15- 0029a, Version: 1 require .75 spaces in parking whereas Subarea A and B require I space for units with 2 or inore bedrooins. No ainendinents will be made to other parking ratios in the Fry Street Overlay District. In an effort to alleviate these constraints, the applicant is requesting the creation of subarea B -1, to raise the maximum height, reduce the required parking spaces, and establish the proposed density. 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 denial of this request (6 -1). The Development Review Committee recommends denial of this request. PRIOR ACTION/REVIEW (Council, Boards, Commissions) On January 27, 2016, the Planning and Zoning Commission recommended denial of the rezoning request (6 -1). STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action - oriented road map that will help the City achieve its vision. The foundation for the plan is the five long -term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family - Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Economic Development Related Goal: 3.4 Encourage development, redevelopment, recruitment, and retention EXHIBITS 1. Staff Analysis 2. Site Location 3. Zoning Map 4. Future Land Use Map 5. Draft Fry Street Overlay District Amendment 6. Fry Street Overlay District Redline 7. Project Narrative 8. Public Notification Map Respectfully submitted: Aimee Bissett City of Denton Page 2 of 3 Printed on 2/12/2016 File M Z15- 0029a, Version: 1 Director of Development Services Prepared by: Ron Menguita, AICP Long Range Planning Administrator City of Denton Page 3 of 3 Printed on 2/12/2016 Planning Report Z15 -0029 / Fry Street Overlay District Amendment City Council District 3 Planning & Zoning Commission January 27, 2016 REQUEST: ..Title Hold a public hearing and consider making a recommendation to City Council regarding amending Subchapter 35.7.5, the Fry Street Overlay District, to create a new subdistrict and development standards for a mixed use building on approximately 1.7 acres. (Z15 -0029, Fry Street Overlay District Amendment, Sophie Huemer) ..Body OWNER: 902 Avenue C LLC APPLICANT: Rob Baldwin, Baldwin Associates LLC BACKGROUND: The applicant is requesting an amendment to Subchapter 35.7.5, Fry Street Overlay District that would establish a new subarea within the Fry Street Overlay District on approximately 1.7 acres between Fry Street and Avenue B. The proposed subarea would accommodate a five -story mixed use development. Based on the information provided by the applicant, the project would be 58 feet in height, include retail uses on the ground floor and multifamily uses above, a total of 83 dwelling units (300 bedrooms), and 222 off - street parking spaces. The Fry Street Overlay District is currently broken into two subareas, A and B. The U Center at Fry Street is located in subarea B which was an amendment to the Fry Street Overlay District approved by City Council in 2010 to accommodate that development's density and height. The proposed development is located within subarea A. The proposed development exceeds the maximum height and does not meet the parking requirements of subarea A. The following is a summary of development regulations as stated in DDC 35.7.5.2 and the proposed changes for Subarea B -l: Proposed Subarea A Subarea B Subarea B -1 Maximum Building Height: 3 Stories, 45' 4 Stories, 55' 5 Stories, 58' Maximum Density (units /acre): Minimum Unit Size* 72.5 88.2 Parking * Permitted Density is based on a minimum unit size allowed by applicable development regulations (height, lot coverage, landscape area, setbacks) * *Subarea A and B follow the parking requirements of the Fry Street Overlay District. The amendment to Subarea B did not include a reduction in parking. Subarea B -1 is asking for units with 2 or more bedrooms to require .75 spaces in parking whereas Subarea A and B require I space for units with 2 or more bedrooms. No amendments will be made to other parking ratios in the Fry Street Overlay District. In an effort to alleviate these constraints, the applicant is requesting the creation of subarea B -1, to raise the maximum height, reduce the required parking spaces, and establish the proposed density. SITE DATA: The proposed development is comprised of eight parcels totaling 1.7 acres with approximately 220 feet of frontage on W. Oak Street and approximately 280 feet of frontage on W. Hickory Street. The subject properties are 130 feet west of Fry Street and 175 feet east of Avenue B. USE OF PROPERTY UNDER CURRENT ZONING: The proposed development is located in the Fry Street Overlay District, Subarea A, which has a base zoning district of Downtown Commercial - General (DC -G), one of four districts that comprise the Downtown University Core. The purpose of the Downtown University Core zoning districts are to encourage mixed use developments and pedestrian friendly places. Within the Downtown University Core zoning districts, are several Special Purpose Overlay Districts where "specific lands and structures, by virtue of their type or location, have characteristics which are distinct from lands and structures outside such special districts" (DDC 35.7.1). Special Purpose Overlay Districts located in the Downtown University Core include the following districts. • Fry Street Overlay District • West Oak Area Historic District • Oak Hickory Historic District The Fry Street Overlay District's purpose is "to promote the public peace, safety, cleanliness, and general welfare for community members and patrons of the Fry Street District, by providing for regulations on off - street and remote parking, the location of solid waste containers, and the regulation of signs, setbacks, and residential and commercial density" (DDC 35.7.5.2). Multifamily residential uses are permitted in the Fry Street Overlay District however, the density and height of the buildings is further restricted by the overlay. SURROUNDING ZONING AND LAND USES: North: Property to the North across W. Oak Street is located in a Downtown Residential -2 (DR- 2) District and is developed with commercial parking and multi - family residential uses. East: Property to the East is located in a Downtown Commercial- General (DC -G) District and is developed with retail, restaurants, and a church. South: Property to the South across W. Hickory Street is located in a Downtown Commercial - General (DC -G) District and is developed with an institutional use, the University of North Texas campus. West: Property to the West is located in a Downtown Commercial - General (DC -G) District and is developed with a restaurant, retail, and quick vehicle servicing uses. COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: DC -G is one of the most permissive zoning districts within the Downtown University Core and encourages a mix of uses. The Fry Street Overlay District does not restrict any uses, but does provide the following changes to applicable standards. • A relaxation of parking requirements for commercial uses • Standards that encourage both vertical and horizontal mixed use developments • Restrictions on the height and density of multifamily The area has primarily developed with commercial uses and has multifamily developments to the east and north. The multifamily to the north lies within a Downtown Residential -2 (DR -2) District, where up to 30 dwelling units per acre is permitted. Subarea B's density permits 72 units per acre and represents the current density provided for in the U Center student housing development. The proposed development would be the densest development in the Fry Street Overlay District at 88 units per acre (where one bedroom is equal to half a dwelling unit). COMPREHENSIVE PLAN: The future land use designation for the subject properties per Denton Plan 2030 is Neighborhood/University Compatibility. This land use designation applies to residential and commercial areas adjacent to the University of North Texas (UNT) and Texas Women's University (TWU). Denton Plan 2030 acknowledges that increased enrollment at both institutions increases the need for student housing (Denton Plan 2030, pg. 195). The purpose of the Neighborhood/University Compatibility designation is to ensure that additional university facilities and housing is of compatible form and density to serve both the university and the abutting single family neighborhoods. To accomplish compatibility, developments of the Neighborhood/University Compatibility designation should: • Provide a gradual transition in scale, use, character, and intensity between university and neighborhoods; • Encourage uses that are in close proximity to one another to encourage walking and bicycling; • Maintain the character of the area by making sure that new development is sensitive to the surrounding built and natural context in scale and form, and • Adequately address parking needs and mitigate impact to adjacent neighborhoods. Additionally, the Denton Plan 2030 encourages the use of small area plans for the Neighborhood/University Compatibility designation to regulate development standards; guide zoning and regulatory adjustments associated with overlays; and to ensure compatibility of redevelopment (Denton Plan 2030, pg. 195). CONSIDERATIONS: 1. The applicant is requesting to create a new subarea within the Fry Street Overlay District on approximately 1.7 acres between Fry Street and Avenue B. The proposed subarea would accommodate a five -story mixed use development with associated development criteria: Proposed Subarea B -1 Maximum Building Height: 5 Stories, 58' Maximum Density (units /acre): 88.2 Parking * Residential Units with 2 or more bedrooms require .75 parking spaces 2. The proposed development would be the densest development in the Fry Street Overlay District at 88 units per acre (where one bedroom is equal to half a dwelling unit). Subarea B's density is 72 units per acre. The multifamily residential use is a compatible land use with the surrounding area, however, the density and height are not compatible. 3. The total parking required is 330 spaces for all residential and retail uses. The current site plan reflects 220 spaces. This reflects a 110 space deficit and the site plan reflects a ratio of .73 spaces per bedroom. Parking for the Fry Street Overlay District parking regulations are written so that there is adequate parking for residents and a relaxed parking standard for retail (1 space per 400 square feet as compared to 1 space per 300 square feet for general retail and 1 space per 100 square feet for restaurants in DDC 35.14). The first amendment to the Fry Street Overlay District was able to comply with all parking standards of the District. While less parking does align with the goals of creating a more walkable and pedestrian- minded environment, reductions in the requirement on a site -by site occurrence in not a comprehensive approach to analyzing the impact of parking reduction on the Fry Street Overlay District. 4. A Traffic Impact Analysis (TIA) is required for this project to determine if development will negatively impact traffic on surrounding streets. The Developer has not yet submitted a TIA for staff review, and therefore, the proposed development's impact on traffic is presently unknown. The site plan must also meet all requirements for solid waste which has not been reflected on the site plan. 5. The fire department's current status remains "Return for Review" because the applicant has been unable to verify aerial apparatus access to the building. The fire department requires aerial apparatus fire access for any buildings over 30 feet in height. Aerial apparatus access requires a 26 foot fire lane positioned 15 to 30 clear feet alongside the building. This site needs to be redesigned to allow for the aerial access. Currently, neither Oak nor Hickory Street would be allowable to use as aerial access since there is a large volume of traffic on both streets as well street parking. 6. While the development does increase the stock of student housing, the proposed amendment and associated development conditions are not consistent with the Denton Plan 2030 for the following reasons: • The development's inability to adequately address parking needs of the development, potentially impacting the surrounding neighborhoods; • The potential impact of the density on the surrounding street infrastructure; and • The inconsistency of form and character with the surrounding area which is a primary goal of the Neighborhood/University Compatibility Designation and the Denton Plan 2030. 7. A Small Area Plan for the Fry Street area was adopted in 1999. However, few of the goals of the plan have been implemented. On January 26, 2016, Planning presented, during Work Session to the City Council, the importance of Small Area Planning and the intent to begin the process of creating and implementing a new Fry Street Small area plan in accordance with the goals of the Denton Plan 2030. The plan would take into consideration the community's vision for the area, need for adequate transportation and parking, infrastructure, and architectural compatibility of the Neighborhood/University Compatibility area to better facilitate redevelopment and reinvestment development projects that meet the needs of the university and the adjacent neighborhoods. Staff has concerns about continuous amendments to the Fry Street Overlay District standards without fully understanding the impact of higher density /intensity projects on: • Infrastructure, • Transportation and Parking network, • Neighborhood compatibility. 8. Per Section 35.7.3. of the Denton Development Code, Special Purpose Overlay Districts are established to protect and enhance certain specific lands and structures which, by virtue of their type or location, have characteristics which are distinct from lands and structures outside such special districts. Changes to and Overlay District must enhance or conform to the purpose of the Overlay District's goals and objectives. As submitted, the proposed development only further amends the district to conform to a specific development proposal without comprehensive analysis of impact to the adjacent neighborhoods. 9. Two neighborhood meetings were held. The first neighborhood meeting requested by a City Council representative and the second was hosted by the developer. The first was held on September 29, 2015. The second was held on November 12, 2015. The neighborhood expressed a level of comfort with Subarea A of Fry Street Overlay District as written. Concerns raised by attendants of the meetings included increased traffic along Oak and Hickory, increased parking in single family neighborhoods adjacent to the project, and lack of a shade study for height of the building. STAFF RECOMMENDATION: Staff recommends denial of the requested amendment as it further compromises the Fry Street Overlay District standards. 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, 27 notices were sent to property owners within 200 feet of the subject property, 71 courtesy notices were sent to physical addresses within 500 feet of the subject property, a notice was published in the Denton Record Chronicle, and signs were placed on the property. Two neighborhood meetings were held. The first was held on September 29, 2015. The second was held on November 12, 2015. PROJECT TIMELINE: Application Received: 1st Submittal Sent to DRC Members: Comments Released to Applicant: DRC Meeting with Staff- 2 nd Submittal Sent to DRC Members: Business Days under DRC Review: Business Day out to Applicant: Total Business Days: 12/02/2015 12/02/2015 12/18/2015 12/31/2015 Pending 10 Pending Second Submittal 10 EXHIBITS: • Site Location • Zoning Map • Future Land Use Map • Draft Fry Street Overlay District Amendment • Fry Street Overlay District Redline • Notification Map • Project Narrative Respectfully submitted: Beverly Zendt Development Review Committee Administrator Prepared by: Sophie Huemer Associate Planner h � Nw Z15 -0029 Site Location /Aerial Map 11 o N 4J ,h 1 o oo zoo SITE ' s Parcels DENTON Development SerWces • GIS Roads Date: 12/7/2015 he City of Denton has prepared maps for departmental use. These are not offcial maps of the City of Denton and should not be used for legal, engineering or surveying purposes but rather for reference purposes. These maps are the property of the City f Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided or the data herein, its use, or its interpretation. Utilization of this map indicates understanding and acceptance of this statement. Z15 -0029 Site Location / Zoning Map a t t a. � r r i r f i f / i u i 11 � i J / / f � � f ,f / r r � r / r r i f � f f i ff 1 f i i l � 1 � 1 1 1 1 1 r 1 f r1 f f f f / / i f � , rrii� � / � l i � l i , I 1 1 I f f i1 i �r r. l r r r� .......................... r r r r r r r r r 1 0 r r r �� � r�rrtrrrrrr /� r r� r r, / G t / � � r i i r i � r i � r � r r / J 1 r / r 1 r � / r 1 / /1 r r. MEN � r i / r r / r i rr rr �� r � r 1 �t 1 1 1 � 1 11111�11� / �1�111111111r1, l i r 1 r f r � 1 1 / f f r 1 .r / l mill l _ � 1 > � L l l � � �� � sir r l 1 1 r l a � I r i �J JJ DR —2 1 rrr rrrrrrrrr i i i 1 I r i / i / f / rrrrrrrrrrrrr rrr r r l r r i f f 1 / f i / �� / i / / � � 1111111111111. SITE � DC -G DR -2 W. N E,'' s zooeer Parcels DC -N DENON Roads �� -- s:� ,l Development ServIices • GIIS Date: 12/7/2015 f Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided 1[he City of Denton has prepared maps for departmental use. These are not offcial maps of the City of Denton and should not be used for legal, engineering or surveying purposes but rather for reference purposes. These maps are the property of the City or the data herein, its use, or its interpretation. Utilization of this map indicates understanding and acceptance of this statement. Z15 -0029 Site Location Future Land Use Map p, 10 ✓ .a ry "M 'N"N", M 'v 0, r' J "I'll" . . . . . . . ... . r. "M V ✓ is t SITE Future Land Use W, E I o 2GO reer Parcels Low Residential Neighborhood / University Compatibility Area DENTON Roads Government / Institutional Development SerWces • GIS Date: 12/7/2015 City of Denton has prepared maps for departmental us,- These are not official maps of the City of Denton and should not be used for legal, engineering or surveying pu,p...s but rather for ,Ie,,n,, purposes. These maps are the property of the City Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effort to produce and publish the most current and accurate information possible. No warranties, expressed or implied, are provided [h', the data herein, its use, or its interpretation. Utilization of this map indicates understanding and acceptance of this statement. 35.7.5 Fry Street Overlay District 35.7.5.1 Fry Street District Established There is hereby established a special zoning overlay district to be known as the Fry Street District. The Fry Street District is defined as that area approximately 12.42 acres in size which is bounded by Welch Street to the east, Oak Street to the North, Ave B to the northwest, Ave A to the southwest, Mulberry Street to the south, and Hickory to the southwest. All buildings, structures, sites, and properties within the designated district shall be subject to the restrictions, limitations, and provisions of the Fry Street District regulations as provided for in section 35.7.5, and its subsections. The district is further divided into subareas A and B, as depicted in Exhibit 35.7.5.A. Each subarea is subject to distinct regulations, where noted herein. 35.7.5.2 Purpose and Intent The purpose and intent of this overlay district is to promote the public peace, safety, cleanliness, and general welfare for community members and patrons of the Fry Street District, by providing for regulations on off -street and remote parking, the location of solid waste containers, and the regulation of signs, setbacks, and residential and commercial density. Legend F,, Street Overby D.11C1 W11' 5W.a 8 Exhibit 35.7.5.A. Fry Street Overly District Subareas 35.7.5.3 Off - Street Parking The provisions of Subchapter 14 shall apply to the Fry Street District, except as follows: A. Remote parking. Remote off -street parking to serve a building or use within the Fry Street District may be provided on a tract or parcel of land other than on which the building or use being served is located, provided that the required off -street parking space shall be within one thousand (1,000) feet of the building or use being served and shall provide convenient pedestrian access to the building or use being served. B. Non - residential, including restaurant, retail, private club, on- premises sale of beer and /or wine: One space for each four hundred (400) square feet of floor area or one (1) space for each six (6) seats under maximum seating arrangements, whichever is greater. C. Multi - family residential — Subarea A only. Multi- family residential development in subarea A shall be required to provide parking according to the following schedule: 1. Efficiency units: One and one - fourth (1.25) space 2. Units with 1 bedroom: One and one -half (1.50) space 3. Units with 2 or more bedrooms: One space for each bedroom 4. Fraternities, sororities, boarding and lodging houses. One (1) space for each bedroom D. Multi - family residential — Subarea B -1 only. Multi- family residential development in subarea B -1 shall be required to provide parking according to the following schedule: 1. Efficiency units: One and one - fourth (1.25) spaces 2. Units with 1 bedroom: One and one -half (1.50) space 3. Units with 2 or more bedrooms: 0.75 space for each bedroom 4. Fraternities, sororities, boarding and lodging houses. One (1) space for each bedroom 35.7.5.4 Area and Height Requirements The provisions of Subchapter 5 shall apply to the Fry Street Overlay District, except as modified for each subarea below: A. Minimum lot area — Subareas A and B -1 only: A. Residential uses: Six thousand (6,000) square feet. B. Non - residential uses: No minimum lot area. C. Mixed uses, including residential: No minimum lot area. B. Minimum lot depth — Subareas A and B -1 only: 1. Residential uses: One hundred (100) feet. C. Minimum lot width — Subareas A and B -1 only: A. Residential uses: Sixty (60) feet. D. Maximum building coverage — Subareas A and B -1 only: 1. Residential uses: 50% 2. Non - residential uses: 100% 3. Mixed -uses that include residences: 80% E. Floor / Area Ratio — Subareas A and B -1 only: 1. Residential uses: 3 :1 2. Non - Residential uses: 2 : 1 3. Mixed -uses that include residential: 3 : 1, provided that residential uses shall comprise the top story of any structure F. Required Yards — Subareas A and B -1 only: 1. Residential uses: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: Minimum of 10 feet 2. Non - Residential uses: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: No required yard 3. Mixed -uses that include residential: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: Minimum of 10 feet for any floor that includes residences G. Height Regulations. 1. Subarea A only. No structure may exceed 3 stories. Overall building height, including HVAC equipment, roof systems, vent stacks, chimneys, etc., may not exceed 45 feet in height. 2. Subarea B only. No habitable structure may exceed 4 stories, with an overall building height of 55 feet, including HVAC equipment, roof systems, vent stacks, chimneys, etc. 3. Subarea B -1 only. No habitable structure may exceed 5 stories, with an overall building height of 58 feet, including HVAC equipment, roof systems, vent stacks, chimneys, etc. H. Residential densities. 1. Subarea A only. The maximum number of apartment units that can be constructed on a site, while observing regulations including floor area ratio, building coverage, parking, height and setbacks, shall require a minimum land area in accordance with the following schedule: a. Efficiency 1,000 square feet b. One bedroom apartment: 1,200 square feet c. Each additional bedroom per apartment: 300 square feet 2. Subarea B only. The maximum residential density of subarea B shall be 72.5 units per acre, where one (1) bedroom is equivalent to one -half (0.5) of a residential unit. 3. Subarea B -1 only. The maximum residential density of subarea B shall be 88.2 units per acre, where one (1) bedroom is equivalent to one -half (0.5) of a residential unit. L Parking Structures — Subareas B and B -1 only. No parking structure may exceed 5 stories, or 60 feet in height. Mechanical equipment, including HVAC equipment, roof systems, vent stacks, and satellite dishes, may be mounted on the top story of parking structures, provided they are not visible from any adjacent public right -of -way. 35.7.5.5 Multi - Family Uses Multi - family residential uses shall be allowed within any zoning district within the Fry Street District. 35.7.5.6 Solid Waste Containers A. Location. Solid waste containers in the Fry Street District shall be located off the street in centralized locations, to the rear of buildings served by each container, and shall be screened with devices made of masonry or wood. B. Consolidation. Each owner, occupant, tenant, or lessee of any business, commercial, or institutional property, or other property not served by residential solid waste collection service, shall contract with the City for shared or consolidated commercial solid waste collection and disposal services, unless otherwise required by ordinance. C. Subarea B shall provide adequate area to accommodate two (2) trash compactors to serve the Subarea, in a location specified by the approved site plan for the subarea. 35.7.5.7 Sign Regulations The provisions of Subchapter 15 of the Denton Development Code, as hereafter amended, superseded or replaced, shall apply, except as modified for each subarea below: A. Prohibited signs. Ground and monument signs are prohibited within Subarea A, but may be permitted in Subarea B, consistent with the limitations of 35.7.5.7.B.2, below. B. Allowed signs 1. Wall signs. Wall signs in the Fry Street District may be permitted, subject to the following additional restrictions and limitations: a. Mounting and Orientation. All signs in Subarea A of the Fry Street District shall be wall mounted signs, mounted parallel with, and not perpendicular to, the face of the wall upon which the sign is secured. Wall signs in Subarea B may be mounted perpendicular to building faces, provided they do not encroach into public rights -of -way. b. Residential — Subarea A only. Signs associated with residential uses in subarea A of the Fry Street District Signs shall be limited to the purpose of indicating the name of the residential development (apartment, condominium, etc.) or for informational or regulatory purposes. c. Mixed -uses that include residential — Subarea A only. Signs associated with mixed uses in subarea A of the Fry Street District shall be allowed only on those stories of a building that include non - residential uses. 2. Monument signs — Subareas B and B -1 only. Monument signs, not exceeding 15 square feet of effective area, may be permitted at entrances to mixed use developments, as depicted in the site plan for Subarea B (Exhibit 35.7.5.B) and the site plan for Subarea B -1 (Exhibit 35.7.5.X). u. ii ® m ..a r, m . ' � 3 i, �= 6 /i 1 tz a /fit) ■ � a H q we; n , . .^ � � � ratr 5 r x aaxrr Exhibit 35.7.5.13. Subarea B Site Plan Y' Sr LE, T " =3P' Ui4'x3B" ET) ,r 6 UNT EOR'. zalc4,T UNIT TABUTAfiUON- 55tGIYY WNIi NAME UNPTYpE MET A—{SFJ 1,IMi (AIINi BEE MSUNi EPERCFNiA6E 1GiAA AREA Y6ftEAM,OWM1NN Al 9t ln,a IG`9 9— 'G 1'1% /lit Y1'K L0 hl i'n I.{ %`, 14 A ",h50 '. 17% UI 4,14W 14'Zl 91 172 60 046 Ylw� IIJ 4t rI1Ln 1,4:YJ 11 F k4S 20% %fJ3A Ps " ",a {tl TOTALS 03 300 VXYA .111331 UNIT AVERAGE NET SF'. F' ,.IX)�EPUfE-0 ' ',Cl OE S.aU4tiEFU f va'� UOPPaYY�R Ea1tU�fFA � "a'AtMdtut0iur'11U4.ACk. P'/Aa ExtFRaYN' L!x'FNMiF 1.341 4' WM1H'k4 "ENGL E '9'AI;E. tfNXEN xU'Y PROJECTOATA UNIT AVERAGE NET SF'. ACREATiE ..... PEN5rt1Y. 1.YP Ab4 ACFES' &AME U,.ffi ii-E -A WKNG 2,09 41NkT YF 961HdACXi PAWIpN{: hPBiAirE PA.—I li-I. NANKIN. S "I UU, -4 SpAU15 WA- 91 +ACN9 SPACESJEEPS TOTAL APARTMENTS GROSS SF: 150091 TOTAL GARAGE GROSS SF: 77670 Exhibit 35.7.5.13 — Subarea B -1 Site Plan A201- 06 ARCHITECTURAL SITE PLAN 3. Design — Subareas B and B -1 only. Signs in Subarea B shall be in a style and size consistent with the conceptual designs provided in Exhibit 35.7.5.0 and the conceptual designs for Subarea B -1 (Exhibit 35.7.5.X). Exhibit 35.7.5.C. Subarea B Conceptual Sign Renderings {� J fk �.� 1 � � "�? �� z'. f Exhibit 35.7.5.C. Subarea B Conceptual Sign Renderings — Continued IIUCRORY STREET ENLARGED ELEVATION 1 (MOM FRY TO PRIVATE OWVE 1 Exhibit 35.7.5.X — Conceptual Plans "11111 D�0\ ^ 0 N 11 111111m Em UNT STUDENT HOUSING mn xUMCHRSYS^ PARTNERS ARCHITECTS 'r Oct 16,2015 DENTONJX HPA#15457 MAIM UNT STUDENT HOUSING mw xmwPHREYSx PARTNERS ARCHITECTS L, Oct 16,2015 DENTONTX HPA#15457 1:11qua- wimm —imalli gill Immil MAIM UNT STUDENT HOUSING mw xmwPHREYSx PARTNERS ARCHITECTS L, Oct 16,2015 DENTONTX HPA#15457 35.7.5.8. Landscaping Requirements for Subareas B and B -1 only: A. Landscaping. Subarea B shall provide landscaping as depicted in Exhibit 35.7.5.D and the landscape plan for Subarea B -1 (Exhibit 35.7.5.X). a �I },+M �� Jr m �S Cal t1> S �nbrd ao-k WEST f}O STRT { ■ yy 5y r.. tT K 5•.,Eal „� �c� .IEE� ......... pr..+i, _._ N w % u ^ t C4J C m rt rze wn ro I :. 1 (51 Gh cxarxE � �h : ros$o.. " u w i �c.�xerac.rad� L wSTR-EET _ 09 OR P�„ y+m+ �l..v�+ 9.,`"Ne l '"' Ru +� `y`�"r. w � o�fl_.. -.,. � �-.. .- #6. - --• ... Ts6�w „� —n- w. ' Y iY! k11GY «a o e Exhibit 35.7.5.D. Subarea B Landscaping Plan Add Exhibit 35.7.5.X — Subarea B -1 Landscaping Plan 35.7.5.9. Site Plan Requirements for Subareas B and B -1 only: Construction shall substantially conform to the site plan shown at Exhibit 35.7.5.B and the site plan for Subarea B -1 (Exhibit 35.7.5.X). 35.7.5.10. Architectural Standards for Subareas B and B -1 only: The following requirements apply to Subarea B, in addition to any other requirements provided by code or ordinance: A. Residential Units fronting Welch Street shall incorporate sloped roof pitches. B. Each principal facade or massing area shall incorporate at least two (2) of the features identified on the image board (Exhibit 35.7.E.), including but not limited to: 1. Store front design 2. Awnings 3. Stoops on the street level 4. Accent bay windows 5. Cornice details 6. Brick facades with flat roof lines 7. The incorporation of a bench and street tree in front of the building 8. Arch details 9. Shutters. CORNICE DETAIL RESIDENTIAL OVER RETAIL IDENTITY WITH DIFFERENT COLOR PAVED ST. WITREE &BENCH STOOPS ON STREET ARCH DETAIL BRICK FACADE STORE FRONT DETAIL AWNING DETAIL RESIDENTIAL W.I SLOPED ROOF TO THE EAST OF WELCH SHUTTERS IMAGE BOARD Exhibit 35.7.5.E. Subarea B Architectural Image Board B.Parking Structures will be provided with a facade designed to mimic the adjacent buildings within the subarea, so as to assist in integrating the structure into the balance of the subarea, and to assist in camouflaging the structure from the public right -of -way. 35.7.5.11. Minor Amendments Upon request of the applicant, the Director of Planning and Development, or his designee, may authorize minor amendments to the site or landscape plan so long as such minor amendments do not change the land use or substantially change the character, development standards, or design of the development as shown on the approved site or landscape plans. For purposes of this provision, a "substantial change" shall mean a change which will increase the number of proposed dwelling units or bedrooms, height, or number of stories; or decrease the amount of required off -street parking spaces. The Director of Planning and Development, or his designee, shall make such authorization only in writing and such document shall be placed in the ordinance file governing the specific plan. 35.7.5.12. Conflict with Other Regulations To the extent the provisions of this article conflict with any other ordinances of the City of Denton, the provisions of this article shall control. All provisions of other City of Denton ordinances not in conflict with this article shall remain in full force and effect. 35.7.5 Fry Street Overlay District 35.7.5.1 Fry Street District Established There is hereby established a special zoning overlay district to be known as the Fry Street District. The Fry Street District is defined as that area approximately 12.42 acres in size which is bounded by Welch Street to the east, Oak Street to the North, Ave B to the northwest, Ave A to the southwest, Mulberry Street to the south, and Hickory to the southwest. All buildings, structures, sites, and properties within the designated district shall be subject to the restrictions, limitations, and provisions of the Fry Street District regulations as provided for in section 35.7.5, and its subsections. The district is further divided into subareas A and B, as depicted in Exhibit 35.7.5.A. Each subarea is subject to distinct regulations, where noted herein. 35.7.5.2 Purpose and Intent The purpose and intent of this overlay district is to promote the public peace, safety, cleanliness, and general welfare for community members and patrons of the Fry Street District, by providing for regulations on off -street and remote parking, the location of solid waste containers, and the regulation of signs, setbacks, and residential and commercial density. Legend F,, Street Overby D.11C1 W11' 5W.a 8 Exhibit 35.7.5.A. Fry Street Overly District Subareas 35.7.5.3 Off - Street Parking The provisions of Subchapter 14 shall apply to the Fry Street District, except as follows: A. Remote parking. Remote off -street parking to serve a building or use within the Fry Street District may be provided on a tract or parcel of land other than on which the building or use being served is located, provided that the required off -street parking space shall be within one thousand (1,000) feet of the building or use being served and shall provide convenient pedestrian access to the building or use being served. B. Non - residential, including restaurant, retail, private club, on- premises sale of beer and /or wine: One space for each four hundred (400) square feet of floor area or one (1) space for each six (6) seats under maximum seating arrangements, whichever is greater. C. Multi - family residential — Subarea A only. Multi- family residential development in subarea A shall be required to provide parking according to the following schedule: 1. Efficiency units: One and one - fourth (1.25) space 2. Units with 1 bedroom: One and one -half (1.50) space 3. Units with 2 or more bedrooms: One space for each bedroom 4. Fraternities, sororities, boarding and lodging houses. One (1) space for each bedroom D. Multi - family residential — Subarea B -1 only. Multi- family residential development in subarea B -1 shall be required to provide parking according to the following schedule: 1. Efficiency units: One and one - fourth (1.25) spaces 2. Units with 1 bedroom: One and one -half (1.50) space 3. Units with 2 or more bedrooms: 0.75 space for each bedroom 4. Fraternities, sororities, boarding and lodging houses. One (1) space for each bedroom 35.7.5.4 Area and Height Requirements The provisions of Subchapter 5 shall apply to the Fry Street Overlay District, except as modified for each subarea below: A. Minimum lot area — Subareas A and B -1 only: A. Residential uses: Six thousand (6,000) square feet. B. Non - residential uses: No minimum lot area. C. Mixed uses, including residential: No minimum lot area. B. Minimum lot depth — Subareas A and B -1 only: 1. Residential uses: One hundred (100) feet. C. Minimum lot width — Subareas A and B -1 only: A. Residential uses: Sixty (60) feet. D. Maximum building coverage — Subareas A and B -1 only: 1. Residential uses: 50% 2. Non - residential uses: 100% 3. Mixed -uses that include residences: 80% E. Floor / Area Ratio — Subareas A and B -1 only: 1. Residential uses: 3 :1 2. Non - Residential uses: 2 : 1 3. Mixed -uses that include residential: 3 : 1, provided that residential uses shall comprise the top story of any structure F. Required Yards — Subareas A and B -1 only: 1. Residential uses: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: Minimum of 10 feet 2. Non - Residential uses: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: No required yard 3. Mixed -uses that include residential: Front: Minimum of 30 feet from centerline of street. Side: No required yard Rear: Minimum of 10 feet for any floor that includes residences G. Height Regulations. 1. Subarea A only. No structure may exceed 3 stories. Overall building height, including HVAC equipment, roof systems, vent stacks, chimneys, etc., may not exceed 45 feet in height. 2. Subarea B only. No habitable structure may exceed 4 stories, with an overall building height of 55 feet, including HVAC equipment, roof systems, vent stacks, chimneys, etc. 3. Subarea B -1 only. No habitable structure may exceed 5 stories, with an overall building height of 58 feet, including HVAC equipment, roof systems, vent stacks, chimneys, etc. H. Residential densities. 1. Subarea A only. The maximum number of apartment units that can be constructed on a site, while observing regulations including floor area ratio, building coverage, parking, height and setbacks, shall require a minimum land area in accordance with the following schedule: a. Efficiency 1,000 square feet b. One bedroom apartment: 1,200 square feet c. Each additional bedroom per apartment: 300 square feet 2. Subarea B only. The maximum residential density of subarea B shall be 72.5 units per acre, where one (1) bedroom is equivalent to one -half (0.5) of a residential unit. 3. Subarea B -1 only. The maximum residential density of subarea B shall be 88.2 units per acre, where one (1) bedroom is equivalent to one -half (0.5) of a residential unit. L Parking Structures — Subareas B and B -1 only. No parking structure may exceed 5 stories, or 60 feet in height. Mechanical equipment, including HVAC equipment, roof systems, vent stacks, and satellite dishes, may be mounted on the top story of parking structures, provided they are not visible from any adjacent public right -of -way. 35.7.5.5 Multi - Family Uses Multi - family residential uses shall be allowed within any zoning district within the Fry Street District. 35.7.5.6 Solid Waste Containers A. Location. Solid waste containers in the Fry Street District shall be located off the street in centralized locations, to the rear of buildings served by each container, and shall be screened with devices made of masonry or wood. B. Consolidation. Each owner, occupant, tenant, or lessee of any business, commercial, or institutional property, or other property not served by residential solid waste collection service, shall contract with the City for shared or consolidated commercial solid waste collection and disposal services, unless otherwise required by ordinance. C. Subarea B shall provide adequate area to accommodate two (2) trash compactors to serve the Subarea, in a location specified by the approved site plan for the subarea. 35.7.5.7 Sign Regulations The provisions of Subchapter 15 of the Denton Development Code, as hereafter amended, superseded or replaced, shall apply, except as modified for each subarea below: A. Prohibited signs. Ground and monument signs are prohibited within Subarea A, but may be permitted in Subarea B, consistent with the limitations of 35.7.5.7.B.2, below. B. Allowed signs 1. Wall signs. Wall signs in the Fry Street District may be permitted, subject to the following additional restrictions and limitations: a. Mounting and Orientation. All signs in Subarea A of the Fry Street District shall be wall mounted signs, mounted parallel with, and not perpendicular to, the face of the wall upon which the sign is secured. Wall signs in Subarea B may be mounted perpendicular to building faces, provided they do not encroach into public rights -of -way. b. Residential — Subarea A only. Signs associated with residential uses in subarea A of the Fry Street District Signs shall be limited to the purpose of indicating the name of the residential development (apartment, condominium, etc.) or for informational or regulatory purposes. c. Mixed -uses that include residential — Subarea A only. Signs associated with mixed uses in subarea A of the Fry Street District shall be allowed only on those stories of a building that include non - residential uses. 2. Monument signs — Subareas B and B -1 only. Monument signs, not exceeding 15 square feet of effective area, may be permitted at entrances to mixed use developments, as depicted in the site plan for Subarea B (Exhibit 35.7.5.B) and the site plan for Subarea B -1 (Exhibit 35.7.5.X). u. ii ® m ..a r, m . ' � 3 i, �= 6 /i 1 tz a /fit) ■ � a H q we; n , . .^ � � � ratr 5 r x aaxrr Exhibit 35.7.5.13. Subarea B Site Plan Y' Sr LE, T " =3P' Ui4'x3B" ET) ,r 6 UNT EOR'. zalc4,T UNIT TABUTAfiUON- 55tGIYY WNIi NAME UNPTYpE MET A—{SFJ 1,IMi (AIINi BEE MSUNi EPERCFNiA6E 1GiAA AREA Y6ftEAM,OWM1NN Al 9t ln,a IG`9 9— 'G 1'1% /lit Y1'K L0 hl i'n I.{ %`, 14 A ",h50 '. 17% UI 4,14W 14'Zl 91 172 60 046 Ylw� IIJ 4t rI1Ln 1,4:YJ 11 F k4S 20% %fJ3A Ps " ",a {tl TOTALS 03 300 VXYA .111331 UNIT AVERAGE NET SF'. F' ,.IX)�EPUfE-0 ' ',Cl OE S.aU4tiEFU f va'� UOPPaYY�R Ea1tU�fFA � "a'AtMdtut0iur'11U4.ACk. P'/Aa ExtFRaYN' L!x'FNMiF 1.341 4' WM1H'k4 "ENGL E '9'AI;E. tfNXEN xU'Y PROJECTOATA UNIT AVERAGE NET SF'. ACREATiE ..... PEN5rt1Y. 1.YP Ab4 ACFES' &AME U,.ffi ii-E -A WKNG 2,09 41NkT YF 961HdACXi PAWIpN{: hPBiAirE PA.—I li-I. NANKIN. S "I UU, -4 SpAU15 WA- 91 +ACN9 SPACESJEEPS TOTAL APARTMENTS GROSS SF: 150091 TOTAL GARAGE GROSS SF: 77670 Exhibit 35.7.5.13 — Subarea B -1 Site Plan A201- 06 ARCHITECTURAL SITE PLAN 3. Design — Subareas B and B -1 only. Signs in Subarea B shall be in a style and size consistent with the conceptual designs provided in Exhibit 35.7.5.0 and the conceptual designs for Subarea B -1 (Exhibit 35.7.5.X). Exhibit 35.7.5.C. Subarea B Conceptual Sign Renderings {� J fk �.� 1 � � "�? �� z'. f Exhibit 35.7.5.C. Subarea B Conceptual Sign Renderings — Continued IIUCRORY STREET ENLARGED ELEVATION 1 (MOM FRY TO PRIVATE OWVE 1 Exhibit 35.7.5.X — Conceptual Plans "11111 D�0\ ^ 0 N 11 111111m Em UNT STUDENT HOUSING mn xUMCHRSYS^ PARTNERS ARCHITECTS 'r Oct 16,2015 DENTONJX HPA#15457 MAIM UNT STUDENT HOUSING mw xmwPHREYSx PARTNERS ARCHITECTS L, Oct 16,2015 DENTONTX HPA#15457 1:11qua- wimm —imalli gill Immil MAIM UNT STUDENT HOUSING mw xmwPHREYSx PARTNERS ARCHITECTS L, Oct 16,2015 DENTONTX HPA#15457 35.7.5.8. Landscaping Requirements for Subareas B and B -1 only: A. Landscaping. Subarea B shall provide landscaping as depicted in Exhibit 35.7.5.D and the landscape plan for Subarea B -1 (Exhibit 35.7.5.X). a �I },+M �� Jr m �S Cal t1> S �nbrd ao-k WEST f}O STRT { ■ yy 5y r.. tT K 5•.,Eal „� �c� .IEE� ......... pr..+i, _._ N w % u ^ t C4J C m rt rze wn ro I :. 1 (51 Gh cxarxE � �h : ros$o.. " u w i �c.�xerac.rad� L wSTR-EET _ 09 OR P�„ y+m+ �l..v�+ 9.,`"Ne l '"' Ru +� `y`�"r. w � o�fl_.. -.,. � �-.. .- #6. - --• ... Ts6�w „� —n- w. ' Y iY! k11GY «a o e Exhibit 35.7.5.D. Subarea B Landscaping Plan Add Exhibit 35.7.5.X — Subarea B -1 Landscaping Plan 35.7.5.9. Site Plan Requirements for Subareas B and B -1 only: Construction shall substantially conform to the site plan shown at Exhibit 35.7.5.B and the site plan for Subarea B -1 (Exhibit 35.7.5.X). 35.7.5.10. Architectural Standards for Subareas B and B -1 only: The following requirements apply to Subarea B, in addition to any other requirements provided by code or ordinance: A. Residential Units fronting Welch Street shall incorporate sloped roof pitches. B. Each principal facade or massing area shall incorporate at least two (2) of the features identified on the image board (Exhibit 35.7.E.), including but not limited to: 1. Store front design 2. Awnings 3. Stoops on the street level 4. Accent bay windows 5. Cornice details 6. Brick facades with flat roof lines 7. The incorporation of a bench and street tree in front of the building 8. Arch details 9. Shutters. CORNICE DETAIL RESIDENTIAL OVER RETAIL IDENTITY WITH DIFFERENT COLOR PAVED ST. WITREE &BENCH STOOPS ON STREET ARCH DETAIL BRICK FACADE STORE FRONT DETAIL AWNING DETAIL RESIDENTIAL W.I SLOPED ROOF TO THE EAST OF WELCH SHUTTERS IMAGE BOARD Exhibit 35.7.5.E. Subarea B Architectural Image Board B.Parking Structures will be provided with a facade designed to mimic the adjacent buildings within the subarea, so as to assist in integrating the structure into the balance of the subarea, and to assist in camouflaging the structure from the public right -of -way. 35.7.5.11. Minor Amendments Upon request of the applicant, the Director of Planning and Development, or his designee, may authorize minor amendments to the site or landscape plan so long as such minor amendments do not change the land use or substantially change the character, development standards, or design of the development as shown on the approved site or landscape plans. For purposes of this provision, a "substantial change" shall mean a change which will increase the number of proposed dwelling units or bedrooms, height, or number of stories; or decrease the amount of required off -street parking spaces. The Director of Planning and Development, or his designee, shall make such authorization only in writing and such document shall be placed in the ordinance file governing the specific plan. 35.7.5.12. Conflict with Other Regulations To the extent the provisions of this article conflict with any other ordinances of the City of Denton, the provisions of this article shall control. All provisions of other City of Denton ordinances not in conflict with this article shall remain in full force and effect. Narrative Fry Street Overlay District Proposed Amendment for EDR - UNT Project The purpose of this amendment is to create a new 1.70 -acre subdistrict in the Fry Street Overlay (Subdistrict B -1) to allow for the construction of a new mixed -use development. The proposed mixed -use project will have retail uses on the ground floor and multifamily uses above. A total of 83 dwelling units are proposed for the property. There will be a total of 300 bedrooms and 222 off - street parking spaces. The proposal has two main components: 1. Increase the maximum permitted height to 58 -feet; and 2. Reduce the required off - street parking for the multifamily use to 0.73 parking spaces for each bedroom. The property is currently developed with commercial uses and surrounded by commercial uses to the east and west. University campus uses are located south of Hickory Street. Mixed density residential uses are also located to the north, east, and west. The property is located within a Neighborhood /University Compatibility Area on the Future Land Use Map. The proposed mixed -use development complies with the Denton Plan 2030 because it is a compact development with a mix of uses, provides additional housing choices, and compliments the thriving university area. We believe that the proposed off - street parking requirements are adequate and appropriate for this site based on the project location, our experience with other projects EDR has developed, owned and operated and the driving habits of the expected tenants at the project. The Denton Unified Development Code clearly states that the purposes of the off - street parking standards are to ensure the new developments provide "adequate and reasonable" parking to support the use. The Unified Development Code goes further to state that where a literal interpretation of the off - street parking standards would not clearly achieve the purpose and intent of the standards, the developer can seek a variance to the standards. In this case, we are convinced that a literal interpretation of the off - street parking standards does not constitute the current market demand for parking for collegiate housing nor does it further best planning practices. The American Planning Association recognizes that a project's proximity to a major use has an impact on the amount of parking required. In this case, our location directly across the street from the University of North Texas, clearly suggests that our tenant will not need an automobile to attend classes or visit university supporting retail and commercial uses in the area. The Walk Score rating for this address is high which means that the people living in this area do not have to rely on private automobiles. The general purpose of off - street parking regulations is to make sure that there is adequate parking so the parking demanded by a certain use is not forced onto adjacent properties or into residential neighborhoods. Our research and experience of similarly situated projects clearly demonstrates that what we are proposing meets the market demand for the proposed use at the proposed location. EDR is in the business of providing housing in proximity to major universities. Their experience is that providing one parking space per bedroom is not warranted and this experience is based on their projects across the country and in universities in Texas. At their project at Texas State University, they are providing 69% of the standard parking. This project shares similar characteristics to the proposed project. Both these projects are similar to the proposed project and there is no reason to assume that the tenant characteristics would be different. In Denton, the UCenter at Fry provides all the parking as required by the Denton Development Code and their management has told us that the top level of the parking garage is normally empty. At the 33 Degrees North project, they provide 70% of the required parking and our conversations with their management reflect that this is adequate to meet their needs. If they cannot serve their tenants parking needs, they will not be able to lease their units and the project would not be successful. This project is well designed and throughly reflective of the current best planning practices today. We are in an excellent location that truly allows for our tenants to walk, bike or take public transportation for their needs. We are confident that the proposed design is reasonable and adequately address the parking needs for the project. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO File #: ID 16 -230, Version: 1 Legislation Text Agenda Information Sheet SUBJECT William Jones regarding complaints against the Building Inspector and Police Department. City of Denton Page 1 of 1 Printed on 2/9/2016 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 www.cityofdenton.com DENTO Legislation Text File #: ID 16 -264, Version: 1 Agenda Information Sheet SUBJECT Willie Hudspeth regarding City Hall. City of Denton Page 1 of 1 Printed on 2/12/2016