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Home My WebLink About2018-04-03 Agenda with BackupCit of Denton City Hall Y 215 E. McKinney St. Denton, Texas 76201 �'�, �u www.cityofdenton.com ��'��"�-�'� Meeting Agenda City Council Tuesday, April 3, 2018 11:30 AM Work Session Room & Council Chambers After determining that a quorum is present, the City Council of the City of Denton, Texas will convene in a Work Session on Tuesday, April 3, 2018 at 11:30 a.m. in the Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which the following items will be considered: 1. Citizen Comments on Consent 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 clari�ication of agenda items listed on the agenda for Anril 3, 2018. 3. Citizen Comments on Ethics Related Work Session Renort Items The City Council has agreed to suspend the Rules of Procedure for citizen comment on Work Session Report Items related to an ethics ordinance. This section of the agenda allows citizens to speak on Work Session Report Items related to an ethics ordinance only. Each speaker will be given a total of three (3) minutes to address any item related to an ethics ordinance he/she wishes that are listed on the Work Session Report. A Request to Speak Card should be completed and returned to the City Secretary before Council considers this item. 4. Work Session Reports A. I)CA17�0011 Receive a report, hold a discussion, and provide staff direction concerning the proposed e revisions to the Denton Development Code regarding environmentally sensitive areas (Subchapters 3, 17, and 23). Attachments: Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2- Public Camments and Staff Respanses Exhibit 3- Subchapter 17 Redline Versian Exhibit 4- Subchapter 17 Clean Versian Exhibit 5 - Presentatian B. II) 18�515 Receive a report, hold a discussion, and provide direction regarding current City of Denton facilities and how to proceed with planning for future needs. Attachments: Exhibit 1- CitV Hall Master Plan.docx Exhibit 2 - Presentatian.pdf C. II) 18�527 Receive a report, hold a discussion and give staff direction regarding a Citizen Comment Pilot Program for Section 3.B. items ("Receive Scheduled Citizen Reports from Members Page 1 Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 of the Public") of the City Council's Regular Meeting Agenda, which pilot program was enacted by Ordinance No. 2017-402. Attachments: Exhibit 1 Aqenda Infarmatian Sheet D. II) 18�531 Attachments: E. II) 18�SF�0 Attachments: F. II) 18�508 Attachments: Exhibit 2 2017-402 Rules af Pracedure-2.pdf Exhibit 3 CC Rules af Pracedures-Draft ardinance Permanent-04032018.pdf Exhibit 4 CC Rules af Pracedures-Draft Extensian 04032018.pdf Receive a report and hold a discussion and provide direction regarding the appointment of an Alternate to the Board of Directors of the Denton County Transportation Authority. Exhibit 1 AIS DCTA Alternate Exhibit 2 - DCTA Alternate.pdf Receive a report, hold a discussion, and give staff direction regarding the G. Roland Vela Athletic Complex capital project. Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2 Presentatian.pdf Exhibit 3 Cast Praiectian.pdf Receive a report, hold a discussion, and give staff direction on a draft ethics ordinance from attorney Alan Bojorquez. Exhibit 1- Ethics AIS Wark Sessian.pdf Exhibit 2- Ethics ardinance Draft C clean.pdf Exhibit 3- Ethics ardinance Draft C redlined.pdf Exhibit 4- Public Camment.pdf G. II) 18�S1F� Receive a report, hold a discussion, and give staff direction regarding the development of an ethics policy for all City of Denton employees. Attachments: Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2 - Ethics Palicv Exhibit 3 - Presentatian Following the completion of the Work Session, the City Council will convene in a Closed Meeting to consider specific items when these items are listed below under the Closed Meeting section of this agenda. The City Council reserves the right to adjourn into a Closed Meeting on any item on its Open Meeting agenda consistent with Chapter 551 of the Texas Government Code, as amended, or as otherwise allowed by law. 1. Closed Meeting: A. II) 18�432 Deliberations regarding a Personnel Matter - Under Govemment Code Section 551.074 Deliberate and discuss the evaluation, duties, discipline, procedures, and contracts of the City Manager and City Attorney. page Z Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 ANY F1NAL ACTION, DECISION, OR VOTE ON A MATTER DELIBERATED 1N A CLOSED MEETING WILL ONLY BE TAKEN 1N AN OPEN MEETING THAT IS HELD 1N COMPLIANCE WITH TEXAS GOVERNMENT CODE, CHAPTER 551, EXCEPT TO THE EXTENT SUCH F1NAL ACTION, DECISION, OR VOTE IS TAKEN 1N THE CLOSED MEETING 1N ACCORDANCE WITH THE PROVISIONS OF §551.086 OF THE TEXAS GOVERNMENT CODE (THE `PUBLIC POWER EXCEPTION'). THE CITY COUNCIL RESERVES THE RIGHT TO ADJOURN 1NT0 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 1N A CONTINUATION OF THE CLOSED MEETING ON THE CLOSED MEETING ITEMS NOTED ABOVE, 1N 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. II) 18�499 Denton Arbor Day B. II) 18�500 University Day C. II) 18�501 Child Abuse Prevention Month 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 Publia This section of the agenda permits any person who has registered in advance to make a citizen report regarding a public business item he or she wishes to be considered by the City CounciL This is limited to no more than four (4) speakers per meeting with each speaker allowed a maximum of three (3) minutes to present their report. At the conclusion of each report, the City Council may pose questions to the speaker or may engage in discussion. Such questions or discussion shall not exceed two (2) minutes. If the City Council believes a speaker's report requires a more detailed review, the City Council will give the City Manager or City Staff direction to place the item on a future work session or regular meeting agenda and advise staff as to the background materials to be desired at such meeting. 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 two speakers per meeting with each speaker allowed a maximum of four (4) minutes. Such person(s) shall have filed a"Blue Card" requesting to speak during this period prior to the calling of this agenda item. NOTE: If audio/visual aids during presentations to Council are needed, they must be submitted to the City Secretary 24 hours prior to the meeting. Page 3 Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 4. CONSENT AGENDA Each of these items is recommended by the Staff and approval thereof will be strictly on the basis of the Staff recommendations. Approval of the Consent Agenda authorizes the City Manager or his designee to implement each item in accordance with the Staff recommendations. The City Council has received background information and has had an opportunity to raise questions regarding these items prior to consideration. Listed below are bids, purchase orders, contracts, and other items to be approved under the Consent Agenda (Agenda Items A— M). This listing is provided on the Consent Agenda to allow Council Members to discuss or withdraw an item prior to approval of the Consent Agenda. If no items are pulled, Consent Agenda Items A— M below will be approved with one motion. If items are pulled for separate discussion, they may be considered as the first items following approval of the Consent Agenda. A. II) 18�412 Attachments: B. II) 18�41F� Attachments: Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for household hazardous disposal services with Green Planet Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6618-awarded to Green Planet Inc., in the three (3) year not-to-exceed amount of $216,350). The Public Utilities Board recommends approval (6-0). Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2 - Pricinq Tabulatian.pdf Exhibit 3 - Cantract.pdf Exhibit 4 - ardinance.pdf Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the purchase of substation Remote Terminal Unit (RTU) software and Human Machine Interface (HMI) software, with Subnet Solutions, Inc., which is the sole provider of this software. In accordance with Texas Local Government Code 252.022, provides that procurement of commodities and services that are available from one source are exempt from competitive bidding; and if over $50,000 shall be awarded by the goveming body; and providing an effective date (File 6500 awarded to Subnet Solutions, Inc. in the three (3) year not-to-exceed amount of $307,980). The Public Utilities Board recommends approval (6-0). Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2- RTU Cast Camparisan.pdf Exhibit 3- Subnet Sale Saurce Letter.pdf Exhibit 4- Department Justificatian Mema.pdf Exhibit 5 - Cantract rev.pdf Exhibit 6 - ardinance.pdf C. II) 18�425 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and the United Way of Denton County for the purpose of expenses for Denton County Barriers Fund; providing for the expenditure of Page 4 Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 funds therefor; and providing for an effective date. ($200) Attachments: Exhibit 1- Aqenda Infarmatian Sheet - United Way �arriers Fund.dacx Exhibit 2- ardinance United Way-Dentan Ca �arriers Fund.pdf Exhibit 3- Aqreement United way-Dentan Ca �arriers Fund.pdf D. II) 18�42F� Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and The University of North Texas for the purpose of hosting the African Cultural Festival; providing for the expenditure of funds therefor; and providing for an effective date. ($350) Attachments: Exhibit 1- Aqenda Infarmatian Sheet - U�IT Cultural Festival.dacx Exhibit 2- ardinance unt african cultural festival - Capy.pdf Exhibit 3- Aqreement unt african cultural festival.pdf E. II) 18�4F�7 Consider approval of a resolution authorizing the city manager to execute a Memorandum of Understanding on behalf of the City of Denton with the Denton Independent School District, relating to the School Resource Officer program; increasing the DISD reimbursement from $199,085 to $404,390; and providing an effective date. Attachments: Exhibit 1- AIS - DISD MC7U Exhibit 2- Resalutian - DISD MaU Exhibit 3 - DISD MCU F. II) 18�488 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract # 515-16 for the acquisition of one (1) replacement 2018 Case model 590SN Extended Reach Backhoe for $92,89724 for the Denton Municipal Electric Distribution Depariment; providing for the expenditure of funds therefor; and providing an effective date (File 6763 - awarded to Associated Supply Company, Inc., in the amount of $92,89724). The Public Utilities Board recommends approval (6-0). Attachments: Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2- Pricinq Camparisan and Quates.pdf Exhibit 3 - ardinance.pdf G. II) 18�489 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract# 515-16 for the acquisition of one (1) replacement Kubota model SVL95-2SHFC compact track loader for $63,497.59 for the Water Distribution Depariment; providing for the expenditure of funds therefor; and providing an effective date (File 6764 - awarded to Zimmerer Kubota & Equipment, Inc., in the amount of $63,497.59). The Public Utilities Board recommends approval (6-0). Page 5 Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 Attachments: Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2- Pricinq Camparisan and Quates.pdf Exhibit 3 - Justificatian Mema.pdf H. II) 18�492 Attachments: L II) 18�49F� Attachments: J. II) 18�497 Attachments: Exhibit 4 - ardinance.pdf Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Maintenance and Repairs of TXDOT Street Lights with Standard Utility Construction, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6640 awarded to Standard Utility Construction, Inc. in the three (3) year not-to-exceed amount of $300,000). The Public Utilities Board recommends approval (6-0). Exhi_bit_1_Aqenda Infarmatian Sheet T54DaT Street Liqht Mtnce �W030518 (JF Exhibit 2 - Pricinq Evaluatian.pdf Exhibit 3 - Cantract.bdf Exhibit 4 - ardinance.pdf Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the supply of Distribution Gang Operated Air Break ("GOAB") Switches for Denton Municipal Electric to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 6623-awarded to Techline, Inc., in the three (3) year not-to-exceed amount of $166,000). Exhibit 1-Aqenda Infarmatian Sheet.pdf Exhibit 2- Evaluatian Sheet.pdf Exhibit 3 - Cantract.pdf Exhibit 4 - ardinance.bdf Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Veterinary Services for the Linda McNatt Animal Care and Adoption Center with RSVP Services, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6624 awarded to RSVP Services, Inc. in the four (4) year not-to-exceed amount of $1,180,000). Exhibit 1- Aaenda Infarmatian Sheet.bdf Exhibit 2 - Pricinq Evaluatian.pdf Exhibit 3 - Cantract.pdf Exhibit 4 - ardinance.pdf K. II) 18�530 Consider approval of a resolution confirming the appointment of Kenneth W. Hedges, by the City Manager, as Fire Chief for the City of Denton Fire Department, and declaring an effective date. Page 6 Printed on 3/30/2018 City Council Attachments: L. II) 18�545 Attachments: M. II) 18�590 Attachments: Meeting Agenda Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2 - Resalutian April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a three (3) year Professional Services Agreement with Sawko and Burroughs, P.C., for Professional Services related to collection of delinquent taxes on behalf of the City of Denton; and establishing an effective date. (File 6770) Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2 - Cantract.pdf Exhibit 3 - Staff Memarandum.pdf Exhibit 4- March 20 Presentatian. Exhibit 5 - ardinance.pdf Consider approval of a resolution of the City Council of the City of Denton, Texas, nominating Council Member Keely Briggs to the National Environmental Justice Advisory Council; and providing an effective date. Exhibit 1- Aqenda Infarmatian Sheet.dacx Exhibit 2 - Resalutian.pdf Exhibit 3-�Iatificatian af Request far �Iaminatians .pdf 5. ITEMS FOR INDIVIDUAL CONSIDERATION A. II) 18�494 Attachments: Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for a utility assistance program supporting low-income households; providing for the expenditure of funds therefore; and providing an effective date (RFP 6669- awarded to Interfaith Ministries of Denton Inc. in the three (3) year not-to-exceed amount of $375,000). The Public Utilities Board recommends approval (6-0). Exhibit 1- Aqenda Infarmatian Sheet.pdf Exhibit 2 - Pricinq Evaluatian.pdf Exhibit 3 - Cantract.pdf Exhibit 4-Staff Presentatian Exhibit 5 - ardinance.pdf B. II) 18�533 Consider approval of a resolution of the City Council of the City of Denton, Texas, appointing an alternate representative to the Board of Directors of the Denton County Transportation Authority; providing a repealer; and providing an effective date. Attachments: Exhibit 1 AIS DCTA Alternate.pdf.docx Exhibit 2 - DCTA Letter.pdf Exhibit 3 Resalutian DCTA �d Alternate.pdf Exhibit 4- Presentatian DCTA Alternate.pdf 6. PUBLIC HEARINGS page � Printed on 3/30/2018 City Council A. II) 18�524 Attachments: B. Z18�0003a Attachments: Meeting Agenda April 3, 2018 Hold a public hearing regarding a draft ethics ordinance from attorney Alan Bojorquez. Exhibit 1- Ethics AIS Public Hearina.bdf Exhibit 2- Ethics ardinance Draft C.pdf Exhibit 3- Presentatian.pdf Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a zoning change from Neighborhood Residential 2(NR-2) to a Community Mixed Use General (CM-G) District on approximately 3.11 acres and an initial zoning to a CM-G District on approximately 326 acres, the subject site is generally located north of Teasley Lane, approximately 300 feet east of Old Alton Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request. Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2 - Staff Analysis Exhibit 3- Site Lacatian M Exhibit 4- Future Land Use Map Exhibit 5 - Zaninq Map Exhibit 6- Prapased Zaninq Map Exhibit 7- Cambarisan af Permitted Uses Exhibit 8-�Iatificatian Map and Respanses Exhibit 9 - Applicant's Praject �Iarrative Exhibit 10 - Planninq and Zaninq Cammissian Minutes Exhibit 11 - Draft ardinance Exhibit 12 - Staff Presentatian C. Z17�0029a Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a change in zoning classification from Neighborhood Residential 2 (NR-2) district and use classification to an Employment Center Commercial Downtown (EGC) district and use classification on approximately 1.79 acres of land located on the south side of West University Drive/U.S. 380 approximately 820 feet west of the intersection of West University and Thomas J. Egan Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 5-1 to approve the request. A supermajority vote by Council is required for approval. page g Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 Attachments: Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2 - Staff Analvsis Exhibit 3- Site Lacatian Map Exhibit 4- Existinq Zaninq Map Exhibit 5- Future Land Use Map Exhibit 6- Prapased Zaninc� Map Exhibit 7- Camparisan af Permitted Uses Exhibit 8- Gas Well Plats Lacatian Map Exhibit 9 - �Iatificatian Respanse Map Exhibit 10 - Staff Presentatian Exhibit 11 - Planninq and Zaninq Cammissian Meetinq Minutes Exhibit 12 - Draft ardinance D. Z17�0032a Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a change in zoning classification from Neighborhood Residential 6 (NR-6) district and use classification to a Neighborhood Residential 12 (NRMU-12) district and use classification with an overlay on approximately 8.887 acres of land generally located on the southwest side of Colorado Boulevard, approx. 315 feet northwest of San Jacinto Boulevard, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request with conditions. Attachments: Exhibit 1- Acaenda Infarmatian Sheet Exhibit 2 - Staff Analysis Exhibit 3- Site Lacatian M Exhibit 4- Existinq Zaninq Map Exhibit 5- Future Land Use Map Exhibit 6- Prapased Zaninq Map Exhibit 7- Cambarisan af Permitted Uses Exhibit 8 - �Iatificatian Respanse Map Exhibit 9 - Staff Presentatian Exhibit 10 - Planninq and Zaninq Cammissian Meetinq Minutes Exhibit 11 - Draft ardinance E. I)CA17�0011 Hold a public hearing and consider adoption of an ordinance regarding proposed d revisions to the Denton Development Code, specifically to repeal and replace Subchapter 17 Environmentally Sensitive Areas (ESAs), amend Subchapter 3 Procedures related to appeals, and amend Subchapter 23 Definitions by adding new and replacing definitions. The Planning and Zoning Commission voted 4-2 to approve the revisions with conditions. The Committee on the Environment recommended approval 3-0. (DCA17-0011, Environmentally Sensitive Areas, Deborah Viera) Page 9 Printed on 3/30/2018 City Council Meeting Agenda April 3, 2018 Attachments: Exhibit 1- Aqenda Infarmatian Sheet Exhibit 2 - Staff Analvsis Exhibit 3- Subchapter 17 Redline Versian Exhibit 4- Subchapter Clean Versian Exhibit 5 - Public Camments Exhibit 6 - Presentatian Exhibit 7- Februarv 7, 2018 Planninc� � Zaninq Cammissian Minutes Exhibit 8- Februarv 21, 2018 Planninq � Zaninc� Cammissian Minutes Exhibit 9 - Draft ardinance 7. CONCLUDING ITEMS A. Under Section 551.042 of the Texas Open Meetings Act, respond to inquiries from the City Council or the public with specific factual information or recitation of policy, or accept a proposal to place the matter on the agenda for an upcoming meeting AND Under Section 551.0415 of the Texas Open Meetings Act, provide reports about items of community interest regarding which no action will be taken, to include: expressions of thanks, congratulations, or condolence; information regarding holiday schedules; an honorary or salutary recognition of a public official, public employee, or other citizen; a reminder about an upcoming event organized or sponsored by the governing body; information regarding a social, ceremonial, or community event organized or sponsored by an entity other than the governing body that was attended or is scheduled to be attended by a member of the governing body or an official or employee of the municipality; or an announcement involving an imminent threat to the public health and safety of people in the municipality that has arisen after the posting of the agenda. B. Possible Continuation of Closed Meeting topics, above posted. CERTIFICATE I certify that the above notice of ineeting was posted on the bulletin board at the City Hall of the City of Denton, Texas, on the day of , 2018 at o'clock (a.m.) (p.m.) CITY SECRETARY NOTE: THE CITY OF DENTON CITY COUNCIL WORK SESSION ROOM AND COUNCIL CHAMBERS ARE ACCESSIBLE 1N ACCORDANCE WITH THE AMERICANS WITH DISABILITIES ACT. THE CITY WILL PROVIDE SIGN LANGUAGE 1NTERPRETERS FOR THE HEARING IMPAIRED IF REQUESTED AT LEAST 48 HOURS 1N 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 1NTERPRETER CAN BE SCHEDULED THROUGH THE CITY SECRETARY'S OFFICE. Page 10 Printed on 3/30/2018 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: DCA17-0011 e, Version: 1 AGENDA CAPTION Receive a report, hold a discussion, and provide staff direction concerning the proposed revisions to the Denton Development Code regarding environmentally sensitive areas (Subchapters 3, 17, and 23). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: AGENDA INFORMATION SHEET Environmental Services Todd Hileman April 3, 2018 SUBJECT Receive a report, hold a discussion, and provide staff direction concerning the proposed revisions to the Denton Development Code regarding environmentally sensitive areas (Subchapters 3, 17, and 23). (DCA17-0011, Environmentally Sensitive Areas, Deborah Viera) BACKGROUND Staff proposes numerous amendments throughout Subchapter 17 that would address identified deficiencies and conflicts with the current code. Subchapter 17 has not been revised since its adoption in 2002 in comparison with other DDC subchapters and criteria manuals that have gone through extensive changes. Subchapter 17 supported and complimented numerous standards contained throughout the original DDC, many of which had been revised and no longer fit together. In numerous occasions applicants have brought to staff's attention unclear language that has made the development review process complicated and less certain. The proposed amendments were vetted through numerous Committee on the Environment (COE) meetings (Aug. 2016 - Sep. 2017), the Planning and Zoning Commission held three work sessions and two public hearings, and public input has been received (Exhibit 2). On March 19, 2018, the COE recommended the approval of changes (Exhibits 3 and 4) and directed staff to bring the proposed changes as a work session item for the full City Council to review. Staff also proposes a new appeal process for staff determinations on environmentally sensitive areas (ESA) field assessments. Currently, there is no appeal process identified in Subchapter 3 Procedures. In keeping with all the proposed changes, staff has identified new terms and current definitions in Subchapter 23 in need of change. PRIOR ACTION/REVIEW (Council, Boards, Commissions) A public hearing was held before the Planning and Zoning Commission on February 21, 2018, and the Commission recommended approval of the revisions with conditions [4-2]. June 6, 2016: Presentation to the COE regarding Amendments to Subchapter 17 August l, 2016: Presentation to the COE regarding code corrections to Subchapter 17 September 12, 2016: Presentation to the COE regarding code language clarifications to Subchapter 17 October 3, 2016 December 5, 2016 Part 1 Presentation to the COE regarding code language clarifications to Subchapter 17 Part 2 Presentation to the COE regarding code language additions to Subchapter 17 Part 1 January 17, 2017: Presentation to the COE regarding code language addition (Part 2) and policy changes (Part 1) to Subchapter 17 February 6, 2017: Presentation to the COE regarding code language policy changes to Subchapter 17 March 6, 2017 April 3, 2017 Part 2 Presentation to the COE regarding code language policy changes to Subchapter 17 Part 3 Presentation to the COE regarding code language policy changes to Subchapter 17 Part 4 August 14, 2017: Presentation to the COE regarding all proposed changes to Subchapter 17 September 1 l, 2017 Presentation to the COE regarding Undeveloped floodplain ESAs January 24, 2018 Planning and Zoning Commission work session regarding proposed changes to February 7, 2018 February 21, 2018 March 19, 2018 Subchapter 17 Planning and Zoning Commission continuation of work session, and public hearing regarding proposed changes to Subchapter 17 Planning and Zoning Commission continuation of work session and public hearing regarding proposed changes to Subchapter 17 Presentation to the COE regarding proposed changes by the Planning and Zoning Commission 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: 5.4 Manage land use and preserve open/natural spaces EXHIBITS 1. Agenda Information Sheet 2. Public Comments and Staff Responses Compilation 3. Subchapter 17 Redline Version 4. Subchapter 17 Clean Version 5. 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E N ;o � v o ¢ �E � -o � v � .� v v � � � � io � io v v � t � \ �, � v o � -o .`° -o -o .� 3 �- - o v y v �� o v � v o � °' r' 0 c > t ro .� v U a y ' O N Q N N'N � > N N Y� Q 0 0 a� N H i i� 0-6 0 � � �fl t0 I� o� O� O .ti � � � � � � � � The following list explains how the proposed Code changes are depicted on the redlined document. l�i��r�� I,i ��.;,��r: Deleted code language vetted through the Committee on the Environment. � iu�a'�� i liu� ��'�: Proposed new language vetted through the Committee on the Environment. p: Planning and Zoning Commission (P&Z) recommended changes. P&Z proposed changes are included on the Summary of Comments for each page. Subchapter 17 — Environmentally Sensitive Areas Q1 Sections: 35.17.1 Puipose��:�� 35.17.2 Applicatiom,�� 35.17.3 EnvironmentallySensitiveAreas I^',�tit�^�� .��c�<<<c��;i Ai;i��ia;,�,�2 35.17.5 �d�dla�tr4�l •W9;ilm�,l'„��r��trvel�lea<<��,�1��< \C��rw„�le<��r<�� 3 3 .17.4 Envuonment �' Sensi <^c�a I+��t�a^i�� `��;i�w<I,•Pa�<I�� f�fiE�i��i�l \i��r�� 35.17.6 d7c^��t I+��I��^�d 1�+��J>ell�lrP<<� 1 ... [... 35.17.7 V��d� ti�x��^I�>Im��l��-Floodplain Development Standards��:�� 35.17.8 Riparian Buffer and Water Related Habitat Development Standards�:�� 35.17.9 Upland Habitat Development Standards��:�� 3 .17.10 � �k�� w��:� l�a rQq �: I ... .�� ` � ��. � P1 M1I914 NfN�9'"N"v)4'K"VM�7K"91l �151Y�h4 rPW"4 �� Il'�14I"ffl�} yl��lfl4 1��,4'�,,,' 35.17.11 �`�ai,lk��.,,r��7, �,lsir��:lrPa�:l^,.A�,t<C��;ilr�';�S I��rr��rt�<<�l;,l,ll�' `^,<<��S�lr��< .AC�t,,�,i, 1'I�,i��, �.�.1. .I�' .....�I�aw��w��QQ��a 4��rr��,wr7�a,,.��i�4��,��,rdr��a�,kw�e^rPl'�r:��.,. 35.17.1 Purpose� This Subchapter is adopted for the following purposes: A. Manage and protect environmentally sensitive areas within the City,,,, rP�. �a �^Il��rP^. �d� �;itl ^.+i��Li r�� rP^. QLi;��t �'Ir4�'4'4" v)4"4 fW��?W"4 `.'iv)I;➢."��4' iPl4"91�Cf:i44v ifl��"�l e'v4" ��"P'I"`➢91 l�`�rv.fW��r�� B. Protect the natural and ecological resources that are essential elements of the City's health and community character and which provide irreplaceable plant and wildlife habitat C. Establish a development framework for the City that is respective of private property rights, while encouraging them to be used responsibly for the benefit of the entire community; D. Preserve and enhance the City's distinctive community character and quality of life by ensuring that its natural and built environments are consistent with the communitv vision and values embodied in The Denton Plan. E. Establish regulations that conform to the requirements of the state and federal government regarding air quality, water quality and environmental protection. R This Subchapter is adopted pursuant to authority vested under the City's charter, and Tex,i� 1��, � x��< c��7�<,„,�� .?+��. � �+�ti'�tCode, Chapters 211, 212, and .7�i-�€;1. 35.17.2 Application� A. The standards of this Subchapter shall apply to all land and all development within �d.�,e ��t�Li�.r�� the coiporate limits of the City, except as otherwise specifically provided for in this Subchapter. B. The floodplain standards of this �pter shall apply to all land and all development within the extrater�torial jurisdiction of the City. Q C. The type of regulation applicable to the land depends upon the classification in which the land is placed, as provided in this Chapter. If those regulations conflict with other regulations of this Subchapter, the more stringent of the two regulations shall apply. II:�� 0 Summary of Comments on Redlines with P&Z revisions.pdf Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:52:35 PM P&Z recommends adding the ESA acronym at the end of chapter title, in accordance with Public comment 1. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:52:47 PM P&Z recommends renaming section as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:44:31 PM P&Z recommends renaming section as Definitions as new definitions has been added under this section, in accordance with Public comments 9, 24, 27. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:53:18 PM P&Z recommends adding ETJ acronym, in accordance with Public comment 5. ;; : Number: 5 Author: 113144 Subject: Text Box Date: 3/7/2018 7:26:29 PM .� ��:�� , �� Status 113144 None 3/7/2018 7:27:51 PM 35.17.3 �a;,u�n�r�a�m�u�n�rr��u�n�`,.��y ��u�n��`��r� ��w�,.�.� ��w��`�.��,.� I�1"i,�u�n��,.�� N�� ,�tltl<<<<�� <<�...�,�<<<<<��r� .. .. B ...- �� ! � tl�< c�<��,,,rr< r,�<<�,�� < �,I�c��1�� < ��;�;I�Ir�I�<tl x�� I,r� y„I�� ;� �t< c�, ;�II < < � � . �:��rr��r,x<<��;� �� ,<<��r�r��<r �c��;�� ,,,� ��. ." I.. t ' A e��r,�l�,�� rll, l}��< I��rt��r,�<<�t,�ll�� y<<�,;�rlr��< \�<;�� c�r�„<c�r;� Ai;�r,n;�l. �`� l;,<c�< ll,<�< r� E��,ilrE�l I�<l� <<<� ;� 3c��r�r�� <l f��c;.l� r�,, a, � �� I �: f�'< \C'<-, ,(�C'�l< � i, l'i< I��C'��'f,f��r'�, ��f l i�c yn �a i� �rl< � �'ir�, `^,i� ��..isil�rlc„C�si��t si..]�rC��r,r��.�� f l'i<,, ��rr��.d�rt�<<�lsi �' `^,<<��r�� .r,i si��i.� �,li;ill ;i;)rlrl�:,• 1 �� Environmentall Sensitive Area � view�� . Revie� � Required. ^ Z _ .. „ �� , � . � � . � tally Sensitive Areas Review is required for all development except for the following. .kl�l^�t¢�;idt�>,w d�� , __ _. , Property that does not contain any environmentally sensitive areas as depicted on the City's Environmentally Sensitive Areas Map. 2. Grading, filling, cutting or other earth-moving activity on any lot involving less than ?ti7 E�nI��E� �;ic�tl� f��s� c�� tl< <�<<;i�, I�c��!<E,:t� ��c;...fiftv (50� cubicvards f��c��tia�� c��t;l„<<�<<;il Irc,��i<E��; 3. Activities such as ordinary maintenance and landscaping operations, individual home gardens, repairs, and additions or minor modifications of a single-family dwelling, except as required by the Development Code. 4. d7c^ti��q��^,wd ��f t��7,1c,,...d�;i�q�tl�� 1�0�>�7��^, ;i�t rP el�^��,z�� f�� Li�>�7�e,..��a�? ;i�ra�� ,�>w� ��:��a�� ,d�o�r:��l I�� I�c��7�<<<��d...rP,w��! �,d�o;i�l�� I�t ^,ail�rj-t��d Q�> Qd�ot f��l�>^��<<�g^, w��^^,d��r��l<<>,w�,.w, ;i. ....`l d�o� L��r7�� ,d�o;i��l,..��d I>� .I. ><�rP��d �i�� I,�^ 4�s��tr�>,w�r��,w�rP�4�� ya ��,<<<ti�� .kw~�^;i �.,. I>. ....��ai,��a��i,.��, �, ;��,,�Q�laitr� el ��K�"d�o� w��^ �qx��w��^ Qd�o;i,��;. ,>��^ Li�>��q�� , I��.w��7��dd��l.,�� Qd�ot��...�i �d� ti��^��>Im�7�� Q ��,w �>w��d� a,,..�,; I�;��,�.;��.,, 1�7�^ o,w'�^rrl� ,�..�^^."�^tiwl v�-1 "l7�^ r't''��'fo'�>tiw�7��tiw"rrld4' �i��^t�,flfti'�,...kw'�^rr��.e. �� ...."1 d�ot el��t �4<<��7, ^�l=��rPl4 I�t <<��.,��7�I^�r�ri,wa��^ �a tl��:?�o ;i�l �>Q4�,�^a� el�^ti�trl��l^�q��^�� a�t �7,i�l;il��>,w�,.,. el. ....�,,�^I^Qt�� d�rP��d� ,, ,t �^Qt�� QrP��d,�, �da�;it,w d�:it ��d^,, ;i,"ael �>Qd�ot w�..i��a��7�^, ��-3� �>,w-^,tic,,.,�� ;i ,lt �a��-,Plt w� la�t ��1�7�t ��Q �l�irP�l ,w�>Q..:I�t I>ai�4t "0 fdvio3f� "l7�" r7r�1��'fC'>l�i�rl�"tivl;l�l4'��-r`^v�"tiv",ilfti�x�� .�W"4;1��:^ ��'��:��-The applicant can demonstrate to the Director of PlanninQ a Development's satisfaction that the subject property contains no Environmentally Sensitive Areas. Q 4 B. �:;��n��q�d�rta��9 Application Required. Nt�fr�C'��t;ilfr�t� ;i.x C'<��nf�'crt r�t� l'��5 fft�;i j3.,.;il ;it�t �;,fl< I3 ;itd.,.a..i<a�. f�,l, �ttn,l�... �< I3C'r��:;14 <t ..�t;t flfr�t�;i.�. ft�fr�C'�tt,�ilfr�t� t<:.� �tt<t��., ,ilrlrC��;rC��;il< ;i��tl ��<r�<,;,;iC��' l�� I�C��<,, �I'i< ;ilrlrl<<r�;il<<�� r�;i�' ;il,��...1�< C�<�jn,jr<tl..k as��7�1^��^lt,,.el rPlml^�ra,,.;i1t�� d��t� I��o��>rw�7�t ��1r�lle,, `'v4"fl"wil�l��ti4" .�.N"�"rv."� rk4"`.'i4�;G ^we'151�I ai^�)91151if1 l�fl4" v`➢��v)�"e' f91$*��"�� . ��. .�. �7��"rP91 m'�➢f11��4f91iflf7, l��aC�y" ;v)��v)"�rr:�f91$^, f91�`>�N"i1lrPlf`➢f�'k��'� ;i. ....ly�a�;idt��rw^, ;i,wel....�^^.Q�^,wl....��f� rPl4 4��to��q��^,wl;i�4��,. �,�^,w,�dt'kt .ka��^��^, ;i, �dc.,d�i��^�d tr�� ld�ot, `�i�il><�d�orPl^ttw,r,,� .�W9rPl�lmt,'�agq ��d� I r�'w��o��>,w�r��t ��QrPl44� .,`^v�^��^,tl�ti�� .kw��^;i w... ,LirPll I�r�� I>rP�,��...,>,w ld�ot,... l��^,wl�»"w 4��o��,w�7�t ��Qr:��14� `^v�^,w^��l�ti��,,, �a� rP�, '��.,Y;ilm ;i,we��...dd�ot Q��^�t. >d� ll�ir w...�,i�l><�d�o;i��mlt a�, I�i�t� �7�;i4� ;i� �r�> I�t ^,aa��^Iml�^�q�t r��d�^�d I>4� �,rPll�i�^a��,w��47 ;i,wel a�t:,,,��tt �� t,wgq�, el��a�ai�7��^,wl;idt��....,aia�d�o rP�,.w, fi�^�el ti,x.��w�rfi��rPd��, `^v�^��lz��>,w ffVJ...,��td4rP��l..Imta��7��d....el�^I�,wt;idi�>,w,;i�^a��ri� ImLi��l�>�g^,a�;ilmLi4�..� 1 r'.`'rB �.��-t'4 �'�J➢i"""w��.?v'vsl" Plt"�4r914 sl"t" rPC''ktv fPlt"fl"E�f4' r'fl`.'f�q"'➢91i11t"fl�'rP�l4' `'yy"9�1.`�iliti'4 .�.�g"�4 rP"�r��r�� I>. k�,d�^Q�^a��7��"wrPd��, I>�� Qd�ot V:.,.�,. .�a��7�� ;;�Imw...�>d� I��g^,ts��^t a��a�..r�i ��airPl�d��el t,w��*�>��q��^��Q��r�i� �,��t,wd�,l �a tll�r...;:�� <I��I<<��;�� a�<<fi���,��,was�� f� j„a��i,<I��<<��rPl �,� � Q4��d�, rP��d �,� ;�Q��,.,,...,,6� l�'14" �,�'>�r�, 51914v rPf�'k� f91Plfa'rPl�i�`➢91 v)� 1��P4" �`➢a'rPlfC➢91 `➢v 519'k�,�� 41W'v �Pl�im'lf`➢9151��T�:�v4"1I5191P1�y�:^ �� ....��ailti��;�1.��7 ��a� Iro��r�dg^,� ^, ;i�a��el ;i,�,��as�trPlt el �rPr��d �dt^,Qait��l>rP��a�t ,��t,w ��d��>�w��q�rP��,...�a �ll�i ll�i� l�a�rPt��g^,�^ C�w�rd��t��;:�� W 9 rP, w a i rP 1.,,�. _ _ _ ,w;i� ��I;i,w^, rP��d ,li�el�t ��rP, w��^Qla�r��rtel t,w Q�1�it ;ilml^�r�r�;il>I�^ ,�^rdt��, ��ld�o�, `�va�r�d��d�o;ilmlt,.�,r,,� C. Criteria for Approval: II:�� 0 Page: 2 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:55:03 PM P&Z recommends renaming the process as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:54:50 PM P&Z recommends renaming the process as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:01:33 PM P&Z recommends adding the following sentence, in accordance with Public comment 35: Protective fencing shall clearly mark and delineate all ESAs to be protected and preserved for the duration of the land disturbing activities on the property. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:59:29 PM P&Z recommends adding a phrase at the end of the sentence in accordance with Public comment 15: The applicant can demonstrate through an Environmentally Sensitive Area field assessment application the subject property contains no Environmentally Sensitive Areas or their location is not as depicted on the ESA map. Number: 5 Author: 113144 Subject: Text Box Date: 3/7/2018 7:29:24 PM II:�� 1li< c�<,„,�jn�r<�t�<��1� ��f�;{r� I��r,e��t�<<�l�ll�� `^y<<��,�1��< .Ac;�,;i� c�<��<<,„,�� li;ill...l�< tl<<�r�<tl �t�<1...:�� li<<� ll.;ti< .AIrlrl�€;;i��, CI4 filr)Cl'�lI"SIl4'�:,"'1 �'IQ �v)�]:`➢"�,4 ifl$^, �'W'v14"W"f51 :��'IrP�I v}4�...I➢"w4"4v �vJW" l�'14" fTlrPfl51f74"fT'�➢4 fl1 rPfl4�'r �'"N"v)l4m?.{iv)fl v)�....I ti1tifCv)P"1i114"91151�1:4'� `�v4"1 I ",V l°l \'4"��',�; 1. 4'f��'�i.o"`➢,wf7�t f��irPl44� `��"�"w",tdtti't .��k�w"�";I `�l;l,",eIrPW"�d",. �`I LI�" d7t�"��'Qv)W" v)f�:.l'IrPf�f�rf��, rPf��d d��"ti'�"�`>I^��r��"f�l �Llr��ll ;IImImW"��k�c�,, ��1�,�� I^,��I��,��d el�,^��t I��I^�qt��,wl �a d�,t:,.,w Qd�,t ,..klml^��a�rP��i "1 li <....I ;i �� tl ....tl < �� < �..�� Ir �,� <..r� l ;i E� �, � �� l � .... e;..�� r7� Ir I z,< �:Ik^r�7��>,w�,dw�rP��t�a ^, �I�ik�...l�i,w:l :Ik��ti�a �`>I^vq�r��d �i��r��.,Qdv� Q � Qr��^��r7�1^��^�ar..with therequirements of this Subchapter for floodplains, Riparian Buffers, Water Related Habitat, and Upland Habitat and all other federal, state or local laws ,i Ir;ic��,,.��f� �I�i< f,i��;il Irl;i�,.��c� �<<< �31;i��. �1��?�o�^ ;il^I^��i�.^�rP�� ,Li��4 �q��-Qd�o� f+�ll��a <<�� a,��,��i��r�^�7��^��Q �.,. a. ld�ot..:l rwti��r��'��7�t,wl;i�4.,,. `^v�^,w^,td�i�tit .kw��^;�.�, d�o;i��t I��^�^�� I^w��^�^w�l�� el��dtdlt�d.�P,w�d <<��dz��;idt�d �»"w Qd�ot a�t��i�to�tel Iml��rP��.,,. �,1��. The land disturbing activity will not cause damage to Environmentally Sensitive Areas I+�<�r:��d�^el +�� I��a�+�l^�^w�dt�^��-adjacenttotheareas �>d,��-�d��i�w�l�;��,wa��^<<� I�<;,, tl«�nc�l�,<t,l. "�„�. 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V' �'14 fl ,(�'14 '�f14 �'7�s1f1 sl�'7��,I"�)l';I� ��)„I" sl fl�)fl;;;,I"4'�f414 flCfsl� 4I41'4i,�,�)�'7fi14 fIC 4."s.�'7fC4 S,.l �'14" I f"'I`.'fC`➢9pf1°1�E fl"rP�l4' '�"y491"�f"iti4:"��.�.W"4 rP ��4 tif4""0�� rPl�lma��>��^el I>4� Q��d�ot l��r�^r�l�>w� ^,d�o;u�ll t^�I^trc,.��^ 4�t r:�w� rPf�d�^w� �d�ot elrPlt,,...��f� ;ilml^m��ti�;i� ai�"wlt ,�, ll��^ rPl^Im�«,.rP��d d�o;i��- �q�rPel��....rPl^Imlr��;id��>�„�. d��>a� ;i....d�i��;il I�lrPl d�,;;�...tl�i�^ �d�^��-t I��I^�q�t,.;,,wl. �16,��^ 4��to��,w�7�t ��Q��114� `^v�^,w^��l�ti��^ .ka��^rP a�t ti�«^�� ,LirPl4 �r�:F�l^tr��,,, j��i�^�� f�i,w;il..lm�;id ;ilmE�w��ti�rPl. � ^.^. I� t r�,.,y.,. E. Credit. �t��' I;,,t��'f�'r�t��,�,t<t�l;i �'...��y<t�,flf�,.� .�C'4;i L..'i;il f, I3C„�<,<C'�'<t....�tt;i�' �<...n,<t lr�c7 �,iC'tl, �t��<lft�,r„ I. 1;it�tl,a�;ilr< ,�it�tl �l C�<ry, (`�,it��l�;�' C�<�jnrr,t, rtt<t�l, ��t�l�,irt�<;.tl rt� `^ynl��li�,il�rl<�. � a�. ",. .. � I..� .e C�<��<C��';,�n;iC�< f��, I I�`^ \�t,< a�;it��l3�'I:I,. ��f (C'<< a��,it��r�'�� r �< �r��'<t� f��.. ! �� I y. lC<. ,i. ,, t�< ,��ia�,,iC�< <�� .. ��1 ��f �r}.<,<C��<t.... . ,.... � ,�e t� f��C'<c<C'�',��n�.iiC'< f��(��f�I�rC'�,crC'�'<tl I�`'y.A (C'<< a,r�,it��l�r�'.��:I,.�.. �•...1�' �� ,iC�t f<<��f �,i��t��.i`�''�,il�r< r��ttlrl� �' ��I�,I I�< <7r�'�� ... � o i,�,iC�< f`��l��f t��t� ��<t,;.,IrC�<,<C��;,<t I�`^y.l'I:I� r�•..�)t�< ,�lia,,iC'< f��t,��f ,it�t..h°�`,il�r< a'�.<t rl,�� r.., �< :��t� f��C'<c<C'�"��n.. ... .. � . , ?. 1';is�l.l;i��tl tletl�E�;i<<<�r-� <<� ;iE�E�os�tl;i��E�<� v <<I, �I�ie 1';ic�l.l;ir-�tl l�<tl�€:;i<<<�� ;�s�tl<<�;i��E�e . ' � 4 ,�7 si��tl;iC�tl ..<<�;ir�r��C;tl;i��r�< ��,,�ll'i ,nl�e i;i rl<C�..11..��4'..I rwti�tr��.� . �. 7C"s.,ft�,i,< ��.. .. ` ��' I .. � '7vqtk^tiwlsi�l�;�' `^vk^tiw^,v114'k^ .�a'a��. "v'vsi" v^�..I^w'�>"k^a�t�aa�;�. �7�;i4� I��^ ai�,ael...t�>�arPa��d,..�q��^tl�,w� ld�ot l�r:�,wel,a�;il�� ;i,w�d�l��^�^ (�;ir'��I^4� a�c,r��i��o��^�q��rr�l�, ��>,�'wlrPa,wtel....t,w `�i�l��d�o;ilml��,,. �;,.� ll�i�^ 1�;iw�d�l;i,we��.. d7�^elta=.ridt�>,w ;�i��w�d elw�rP�i�,w;i�7,t w��^Q�aitrt �7�t.;,,,wl �.,. 35.17. Environmentally Sensitive Area Classifications� Q Z The following are used to define the classifications of I��P��d rPa�� r:��, Qd�o� tr��-^��>,w^.Qw�rPz��d �<<> I��i��l�d<<��7;-��%i,w�d I;i,ae=1 elt ��i�a�4�>t;wQ,, ;i��tti�tdt�+��r� Qd�o ^ 3 �d �I�ir��t ��>�q�l^w�^�i^,�^ Q4�o�r��EnvironmentallvSensitiveAreas E��7�Irc�«<<�� li<� I��r��r��7�<<��;ill.�� `^y<<��T��<� .... � c c -,i , 1tiTap: Q ' . .... . . .. A. Developed Floodplain. �. � . /, ' �)t)4 '7.��Iffl� ��)i�.. ,� A ..., \C'<� �7j rl'ir�� l:�< � � � .Arr�t�n�,i ( ..��,it�a�< �� r �,ir4.� r,i...�,i. flfl �'<<,i�� f I., �� 'ira..i L i< t��,iln�,i ,lC'<<,ir��:tt i�,i, �<�r� �'.. �� I �� I��' x� �., C'<< <,fot�<t ;it�t, �,f7e< C' <�, 7[.,�fl, a� �i;i.:,ia�l< C'f,lla�, r�f ;i r�;ilnC';i e�,,7;it�t�< � . ��t�t ��C'�.�, f ��,��,i[t� i�,i;�, �<<t� ,t�7�t��f[a�;ir;7( �'rtt��'�„[f[<t��, 1 �.�.91�' �4W"4rP PI4"v1�.f14"PI rP", �fP �vv)J➢4v��51f91 �e4il"e'1ffl l�'14"��1 r'.�'¢B �.��-vf)f) �'�"5V:�7" �vv)J➢4v��51f91. ll�x�l4,4" rPW4�i:1", e'1rPti'Q��.14'�'"im'S1��'' v}44"fl aPe�15191f14"�f."��4"4v `➢P�r dd�o� I;i,��+� � 4�itr��w � do� �� r:��w� ;i � d�o;i �� I�� ^;�;��-graded, filled, or otherwise clisturbed. � Undeveloped Floodplaim. . . I �. '; i. Iflfl �<;iC� f1��G�llrl;ir�� tli;il ,iC't.� � ,.�� . � , _ � � .� Areas wi t e FE1�T� I c...,,Ar��n;i..,.( 'i;i��E�<:...I �� r„ ir�� i.�.„.: 67 ➢`"I �� 5 Riy arian Buffeped and in its natural state• � 6 p II �a�� 0 Page: 3 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:03:11 PM P&Z recommends deleting item 5, in accordance with Public comment 14. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:07:22 PM P&Z recommends adding new definitions under this section, in accordance with Public comments 9, 24, 27. Renaming this Section as Definitions would be appropriate. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:13:07 PM P&Z recommends adding new definitions under this section, in accordance with Public comments 9, 24, 27. Adding a phrase referencing the new terms at the end of the sentence would be appropriate: The following are used to define the classifications of Environmentally Sensitive Areas comprising the Environmentally Sensitive Areas Map and other related terms used throughout this Subchapter: Number: 4 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:16:21 PM P&Z recommends adding a definition for nuisance in accordance with Public comment 55, as follows: Physical or environmental conditions resulting in regular and/or continuous problems affecting the health, safety, and quality of life of citizens. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:35:44 PM P&Z recommends adding a definition for Streams in accordance with Public comment 24, as follows: Linear geographic feature that conveys flowing waters. Headwater streams are the uppermost, low-order streams of a watershed and comprise the majority of streams in the United States, both in terms of number and length. Streams can be perennial, intermittent or ephemeral. Number: 6 Author: 113144 Subject: Text Box Date: 3/7/2018 7:30:26 PM ..,, II: � �� .. � � � : i,� e< i C~t a,�. �7 � � r � �t� �7 , �� leas �� fL7f�� ,,,.(lfl f<<L,r �tt<;i�n�,<t fC'r��tX„ ��1 7� I,t <� r�f ,t, i< �lC'<;l,.�tt a�<t�l<,'„C' f��<. �" I.l i t C';ift1 C<;il<,5 l 7;it� �?,,,�< �� n;is,,,., 1�7f �)Illf�14I4741� �44,; () �?I"�}tI)4I�f4�14.f4v4fl1fi�f4"4v rP�„�If�1�vf) �4"y((�.v�Nfv)fll I1v�14 "IwdW"4"rP171 m'4�IId4"'W'(�1i14 �v�`�➢N,"' w1N"�"t�1i11.�r� 4vW"�Iff V9"1<*ll•P �➢51��1f1 '➢�v��"�W"4^�Id4�)p,., dd�o;i,w ��,w�^ ,Qli�rP�t�t �7��I��,..;i,w�d .�fV..i�^�^l d�a��>��q� rP��4� ^�tw��^rP�7�^, Q�d�o;id �da�;itE'�� ,ia�t;i^, �>d� �>,w�^ ^,��i�;iw��^ �7.�:i1�^ ��w� �t,.�,�,. NQ rPl.r.�� t��i��dt , rP��..riw��^;i�� t�e�^rwl�� 2 a'u�:��rPa'vrPt� (��riw��aig*�'i �i:�rw�' .�a'�r��4' ��>w'Im��f� 4�t�E7,zrw��^w', `��a�"��t� f�l d 1'� a'�7^.,t" 1'w��a��,.�,�,.,., � Water Related Habitat. Areas designated for wetland, <<�E�Intl�ra,,;,,,,,tree and understory preservation and including significant stands of predominately nativewaterrelatedhabitat �t ,il�� <<�e�lntl<� ;�r�� ;ic�<;i�s �tl<<�<<t�ietl ;i��r_tl ;i�r�a;i<<E� �<<<��s �I�ic��n�l�i ;i�� 1s��7�� s��r� ��f� �J Upland Habitat. 5 Areas, a minimum of ten acres is size, that contain remnants of the �^��.Q�^a��Cross Timbers Habitat� �6 35.17. � ..............� Official Maps� A. Environmentally Sensitive Areas Map: The official map that identifies areas identified as Environmentally Sensitive Areas. B. Environmentally Sensitive Areas Map Amendments. I. "1'l�< �,�;�I�...�,�;�� I�<'...nl�tl;�<<tl, ;�tl�,�<<��c�;�<<��<I�� l�<<� �� I��,.A..11<Itl ;��„<��,�<<�� «E��t,l„�,E�<<tl f��.c�;� l�c��l�,<c��;��t'I, ;�I�I�c��c�<tl l�� I t `^y< C~��rE�<r`�•. �I,< l�7rr<E�l��c�.,.��f�17<��<;,1��r7�<<�.. ?. li<��«<<�t�s,;it�tl ;i�tx<t�tl�tt<ra,l� l�� 1 I:,, AY \ I ;�, .At�t�n;i;l �`l'i;it�a�� < I��nt�cl;iC�«� ��f,l I��Il�,l;i�ta, . 1 I��I�rl;ir�� rt�;i„]r� �li;ill:.,.E�;in�< ll„!, I `,.A� l�� I�< c;�;itljn,l<:,tl ;iE�E��c�t,;l<<�,�;I�:.•. " .� � � ��I<tl <<� `r,nl�E�li;ilrt<C� �!.�.. �. `�y,,,l��;i��<<.til;ir7�<<�<,Ir7�<<��,�f��l�i< rr�,,ilr�li;ill,,,.f��ll�� ,t,li< ✓"��u��7�.Ar7�<;,��tlr7�<<�tl'c��<<t�l,;nc�� tl<<;.., 1'a��><��^elaia�t �dc„rdrP�l�^�d <<„�. �,vail><�d�o;:��lmlt w�.". " � � � .__. . _ ; � ... �_ . rPti�rP�l:�l>��^ elt I��r�wt rPl<<��7..�� ,�, � �� C. l�:o�dau�uo;:�pro�a:o�rn�,..1 �+a�o��.�raoa� /�i4,�%=na, ll�aa��a /�,,a:,�,oro�a�o�r,��l"�✓�uaq� �,�'q~�Vru^��n^u�aVrR�.��, � ��rtl<<�E�<� ll�i;il I��,;��rr��rt�<:,��l;ill� <��nrr<t:.,I�C'r��C' (�� I�rl�,i((rt�.�e ��f�I�rC'��r<C'(�' �� <t� (�'i<C'�, r, C"<`�i,�?t��,il�l< <:�:� 1 r< < �,�.�.<<.�.r7�<,;��l�.;ic~<.x .... c � � � e��l�.,;i, �IrIrC��'<,;41 I��' ll'i<: y<r�,r([�'< .AC'<;i,.h.;i,t<L3ra�(<t ��ra ('i< <�ff�„�a��;i � y,A \I;ilr..�tt;i�'t��L, �< ;ia�a�ia;,C';i(<. I� y,.A fr< t .� .. �i,,< ,,�t�.� c I,� �� ll�`^ Y,-ilr<<�tl<.,l<C��t�<<��r�,�7e��li;iC;iC�<;i,;iC�t j t, l7rr<e�t,��C'��f 17,��'< <�Irrr�,<t�( `^y<C".�.ra�<,„ ,��,Fi ,n r<t,<t < ('i<: �ffra�r;i.�, y.A \��rt� ... ,n �<E�� (�� (�'i<. I. NS,�f��C��t�;il,�� le<�li;a�r<t.'I, � )IA .... I�i,; s. �'7 f C41 l f�... ,., 'l . . ��'7 �'74 41 � S. f��t., rP�� I rw�k��tr��q��^��wl;i�l4� �,c„r,w^,�Q��.��a�trP^, I��t�a, Q�d�ot �dt��,��^;idt�� ,�;.q� ��,��...�iw��^;i, ��'�� ll�i�^ ,�1��^ �q�rPl^,....,;�, ,;I��.,��ti��^�d I;�� ll�i� 1��.��c^��1�>w� �>f� 1'�;i,wr��r,wg^, ;i,we��l d7t��trl��l^�q��^,wl,,y�,d�o;i�4 ,i��l^tw��tel� ld�ot l�t��d�� lil�rwti��r��r��^,wl;i�4�,...�,,�^��,�1��-�^ .�a�t;i�� `�Y;ilm <<�'a el��rta�:q�t,w��,.�, �ad�,;id....,iw��;i, ;is,,�� ,,,I�j��„�l l�> ll�i�� a�t��„�r��,�t��d, �d� ll�ir, ��;.d�,;il�d��a��r:�, rPl�lm�«,�,��d l�>;i I��,��>I�y��,��,�.el��ti�t��E��q��,w�.,. D. Text Applicability. The text of this Subchapter, inclucling def�nitions, describes a egulates the protected areas shown on the City Environmentally Sensitive Areas Map as a referenc Q 11 E. Field Boundary Delineatiom. The boundaries of all environmental areas shall be clearly marked in the field for the duration of the land disturbing activities the property. "1 d�o�^ I�J>�ai��elrPw�t��, �,d�o;i�4 d�� 7�;iwJ��:�� el ;i ��e�l� ��Qtt�i��ll�� t�� I�i��`�td�^ d7c�.��Q,�� a��lt w�rr4.. �YrPrwair¢�I��. �12 ��.�� ....�� °��. II:�� . z3 �. •' I Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:40:45 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:14:17 PM P&Z recommends adding a definition for valley storage in accordance with Public comment 50, as follows: Water storage capacity of a stream and is a volume that is measured below the base flood elevation. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 1:48:43 PM P&Z recommends revising the Water-related habitat definition, in accordance with Public comment 28 as follows: Areas designated as wetlands, and trees and understory vegetation containing 50 percent or more of predominately native bottomland hardwood. Bottomland hardwoods occur on the first terrace of floodplains and flats along channels. Periodic inundation prevents establishment of upland species and maintains the functioning of this type of vegetation. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:01:03 PM P&Z recommends adding a definition of wetlands in accordance with public comment 27, as follow: Area that is inundated or saturated by surface or ground water at a frequency and duration sufficient to support, and that under normal circumstances do support, a prevalence of vegetation typically adapted for life in saturated soil conditions. Wetlands generally include swamps, marshes, bogs, and similar areas. Includes adjacent and isolated wetlands. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:50:25 PM P&Z recommends revising the definition of Upland habitat as follows: Contiguous areas ten acres or larger of Cross Timbers habitat. Number: 6 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:50:33 PM P&Z recommends adding a definition for surface water bodies in accordance with Public comment 24, as follows: Term to include streams, ponds, lakes, and freshwater wetlands. Number: 7 Author: 113144 Subject: Sticky Note Date: 3/6/2018 3:07:42 PM P&Z recommends replacing the language about amendments to the FEMA 1% Annual Chance Floodplain maps in accordance with Public comment 29, as follows: Substantial amendments of the map shall follow the Zoning Amendment Procedure detailed in Subchapter 3. Substantial amendment is defined as changes impacting the whole city, excepting changes caused by the publication of new flood insurance rate maps (FIRMs) by FEMA. Number: 8 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:07:08 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Information Required; Number: 9 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:08:10 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Expiration; Number: 10 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:08:22 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Appeals; Number: 11 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:14:55 PM P&Z recommends replacing the word "areas" with "ESAs" and adding 's after the word City in accordance with Public comment 34, as follows: The text of this Subchapter, including definitions, describes and regulates the protected ESAs shown on the City's Environmentally Sensitive Areas Map as a reference. Number: 12 Author: 113144 Subject: Sticky Note Date: 3/6/2018 3:11:35 PM P&Z recommends relocating this requirement under Sec. 35.17.4.A in accordance with Public comment 35. Number: 13 Author: 113144 Subject: Text Box Date: 3/7/2018 7:30:58 PM � .� II:�� , �L"'^�4`.'4"�`➢�?��114f11 ,�' �f•l�'IV91 l�'14�r,� ��"`.'Q�v�j�'q�"4v 1�vJJ➢4v�'"�51f9"p."� rP"w f4vtr`f11f:f44v C➢91 1v'14 I". ti1ti'iCv)fP��114"91151�14'' �'v4"91"wf1E'k4 .�.W"Qrv."� �h151�? �.�e'151�� ,.��7�I^14�..��a�ll�i `^var-1,><�d�o;ilmlt�� ",.�.I')....d7w�rPa,w;io,t. ��;iw...�atl4 �ds�^r�l�,w�7, ;ie'��el I^w��a�d�:�i��dt�>,w...�atll�ir,w e��l�^ti�t��l^��d f?��J>��ll^�;it,w^, ��d�o;i�l: �,.��7�I^14� �� tdd�o �,i�l��d�o;il^Q��a,...^,.�.�'�r ��,��;i , 4`� �^Il,�� l�a��l4t��, rP��el 1'm�^��alai��l�,;.;,,,;�.,., 35.17.7 �� F/oodplain Development Standards� l I��t�...f[< t �'<��'�f[a��,i([��r� �,iC'<<,i� t,;�<`�,'� 7 �.,, ��..� .. I��., i [f[<t...�,ia�a��C't ��r�,�e ( r�;il<„t �,i, 1 I��\Y \ I c� At�t�n�,i...� i�,it�a�<' 1�� ,irt� �� I��r t�< E'��.`� ,, o�� l i<°. 4."s.f`�lff;;!r,�,l t'�)fl4lf,�f�)fl'� �I'�,.;I,�41'41�)�344I �)I" �,,.fl4l4l'41�J„�'744I ��)�J4I�'71�Ifflti.v, e�'14" �v)�I��Iv)^�,4 fflti}, 1�3 �4 � 51f14'v 51y'rfti'fl�[�f�"� rPW"4 51��°9`➢"�,44"4I f9�`1 r�'14�.�, � f14v4 �k�'4"�`➢�?4 PI��-1 �v)J➢4v�'"�:r�lifl s191P1��-sli"�" f91 rv�el4vflfv)fl �j"➢ l�'14" i"�","i"Va'lf`➢9�`1", �v)W" PI�`.'4 �v)�'qfT�1K"91l '➢�� v��`➢J➢4v�'"�sII�91", m'v)fl"��4f914 PI f9'p��-l�'IVi7� `^vail��(,��rrPl^Q�^a�. `^v��lt elt^,Qar�trl>rP��t ^�?�o;i�4 I>�� :dt I�,wt rPl��^el �� ll:��^ a��>�q�l�l��t d�^�d ;ilm��ra�;idt�>,'�;. d��a� I r,'k��tr��q��,wl;i�4�� ,��^��,�1��.„�kw��^;i, w�c^'ti�«^�a�.w, �. ][��°o�°V,�u��°a8 ll�V,�u�uaBp�Vna;an�„ �' I L ill E��t��31�� ll��...`,nl�E�li;i��. ` ` �. ��4,,,,,4��)I'7fi14,,.Ill \' f1�7f11 l�'14 ��E,l'4��)'744„I 1 ��)t)4I,,,,��Iffl'�'��'L 3 �� 3l< C� ",.7.�.J 17C��,ir�i,,i,7�< ,l�,ir��t �,iC�t �,... �r �, 7 7� I I I °�C', ;it�tl ... I ��II�'., rt��l�tl<,�. _. ,<E;:(�r�� ,.7... .£y;irr..r<,�� i<,',.1� err;iC'�,,.;i�� nff<, il<C�C'<,�.;il<t '��i�.�rl;il,;it„< <�<,l<t'.. r;iC�lr;i,�'��C�� } 1�41'41�)Ir441 f7�J,t)4llrlsllfl,,,,,1 4y.\,.t. �. �x;i�;, �� <II tIC;iIIr��,�7e ;i��,<,I IrC��ln,e�lr�� ;(,lir�� tl<�::<I��Ir<tl fl��llrl;i,i��, ,li;ill�,.E��rt�lrl�:..�� rll�i `^,ial�E�li;ilrl<,�.C" ",.7.''...��x;i, �`� �,Il,, l�I"fllffl,,} slfl4l lp]"�)4II14'(f�J,fl,. II"�,, Ulo�aB�t,�:V�up��:a;,9,,,ll'V�u�uaBy;�Vnaao;m, l�'14 I"4SlI"ft'lf�)fl`� ��)I" ��),f)4II'7��IffIS t'�)fll�llf�7,441 ffl l�'11'� �"yll�}!'�I�II'714I...,,,, � l. Permitted Uses and Activities. � .I . ..:r ';ill�� <.< � I 7I ..�1 l�C';i�ta o`^ I 1 7< f�� rt�� <C~[ttrlL<t n�<� �it�t ia�l[;��rlr<�,iC~<,� . ��ve �.� ` �� 7 ' 1 ? u� � i,i �r(< C' , i� < y(�,ir�t �,iC't � '�i.�"�:., r rr� e�� rt� �r r�,it� ��< �� r i i< yn �� 7�I�'71.,C I" �'l() �)�....1�'14 ��)4'�4 �)� �.�i;4lffl�lflt'4 �: e e'14 �`)7Iv)^�,4 ffltil...�'"4 N"i11f114�:�'4I I➢"w4"� °�4f14v 51a'lf'":'flft � rPW"4:��.511Iv)"�' 44�'v f� f91 y'')i11�?7f5191a�,,4" �e4 frv'1 r°r`"1C�.�' ��N"rP[YA'evti,74 a'v�4vEr`". . �,l'�, The planting of any new trees or vegetation. b,�;�. Restoration or enhancement of floodplains, riparian buffers, water related habitats, upland habitats, .... wetlands and streams as required by federal and state standards. €,;,�:y�. The placement of public or private utility facilities such as sewer, storm water, water, electricity, gas, or other utilities as long as ll�ti< tl«lnc�l�<tl ;ic�<;4,,.« c�<�l��s,�<tl l�� 7;�<<��7��,<,�,w �a�14 ��1 d�o;i��...rP ,wt�7,;id�ti�t �:q�lmr:��d �>,w ��r��to��>��r��^��1;i�4��...�,�^��^,tl�ti�� rPa�t;i.�� and when adequately flood proofed. < 4��. Measures to remove or a ate nuisances, ��i< c��, r7�� `,i c, �f� r��,i��< I�rl�,i�� I�r<E�r<�,,,,,,,or any other violation of federal,stateorlocallaw ��,�x�l�i �I�i< � r rc��l��f��l�i< l��r<E�<<�c��f� 1��zr��7�<<��;il `^y<c��E�<�. � <,.,5. Parking lots, subject to the limitations on fill ,i� �,�r<E��f�i<tl,,,,<<� `^y<E�<<,�� ",,7.1 ?. .Iti.?, � and constructed of peivious materials. �,�G�. Parks, open space, recreational uses, trails, walkways and bike paths. � ":, �k�,�, ..`^�.tormwater�lia,.;ilrl��E��ralc��l,l^a�� 1w�e^silvq^��^rwl d�si��rl.�dlQk^��. � ' ;i�� i, .��7 s � . it��. ��t�,tC'na�lfr�t�...'�f C�r�;it t,iA� ft <�,T�ldf<t r�t� l 7< `�.,��'� �f fl�' L, �y . i`' 1,,;,i< t f,ln� �<t ;iC'<;:F,i, ;iC'< C'<;,lr�C'<t L,��., _ . .. . i,,,,,,,,,,,,,,,,,,,,,,,, Routine repair and maintenance of e�sting structures, roadwavs, drivewavs, utilities, and accessorv uses. i�Y��. Agricultural��activitv��permitted��-through °�,i�i��tl<,;,,,,,,1'<c��7�<<�,ffl,,,,,(NWP 40'�,��-Agricultural��-Activities I�nC's,n;it�( `^y<:,a�(<<�t� ff},f ��f�(�'i<:,.( I<;it� �`i;i(<C'.Ae;( ��C';it�� (�'i<C' f,<tl<C';il Ir„<C'�tt�(,. c>a' rPt��'....�>"v'o�^w' ��w'�qtt" r¢.�, a'�^tjai�o'��01>e,,, 1 I �,`�Y � ��a� `^i��^a�l�� 1��f1 d Imi�a�^,��i;irwl 1�> id'ot (`�t rP�a�� 4`� rPlt w,.. k��, 1,,;,,��-0. Any action taken by federal, state, or local officials in an emergency to mitigate an e�sting or potential hazard. 4 � 7�� . �Gas �w llu drillingf �- and �prod cti na�� shall compl�� with � Subchapt�� . p. y I � er . 2 Gas -Well Drilling and Production. .I ` r�. l:.r ;ia�lr�'[,:lr<, ,n ��,<a�l lr� rrttrl;ilrr�tl,, ;i, r�nl..r��<t rt�..:sy<a�lrr�t�..r?,.7.1 Iti.?,.�. }� l I�i< c�< E�� < c�� . (,.n �'<C'l�.:F,it�t �C'ft�..�'�<,;i, r�t�€7�;i, l,7< t f,lnt.,�<t ;iC'<�,,;iC'< C'4�,lr�C'<t lr� �ttft�f�tt,1,.,< <C'r�,�r�t� it�t �rC'r��ttr�l<'� C�<<li;a�r� �tt<t�;t� ��nll��:�<tl �t� `^yr:t�'l<<�t� "�.7...1 . .Iti.;d:.,. ?Gu. Prohibited Uses and Activities: The following prohibited uses and activities are not allowed in �i � l;,,ndeveloped floodplains: II:�� 0 Page: 5 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:12:27 PM P&Z recommends deleting the last sentence in accordance with Public comment 40. Number: 2 Author: 113144 Subject: Rectangle Date: 3/7/2018 7:15:05 PM Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 4:10:54 PM P&Z recommends deleting last part of sentence and relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comment 6. References to the ESA Criteria Manual have been incorporated in Sec. 35.17.7.B.3 Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:16:52 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual and revising the language in accordance with Public comments 6 and 47, as follows: The construction of a private driveway, as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensitive Area subject to the Director of Environmental Services approval. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:17:56 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comments 6 and adding a sentence as follows: Culverts and bridges as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensitive Area subject to the Director of Environmental Services approval. Culverts and bridges are exempt from the limitations in fill set in Section 35.17.7.B.3. Number: 6 Author: 113144 Subject: Text Box Date: 3/7/2018 7:34:35 PM II:�� :�I �. l�"�,1t'4 fil4 fIL� �751f141�ff..1�.„,w �'7I"r)t�.f,'�'�fflS? 51,1;451'�, 51f14'��r)I"'�lr)1„�I,74 r)� �ISI�SII"4Ir)Ia,'� V' S1'�14,,,.v„� flm'v)fl�'rPf914 PI rPP'14v a'�➢91��51if14"4'v ��a�a rP^. ��f�� d�o�i.� rPa�:�l��i� � vq�r,��ta a�rrPl^,��:�� Handling or processing areas for the receiving and storage of hazardous waste. Hazardous waste and solid waste landfills. }��;�. Land disturbing activitv not authorized b�� a l.`^,.,,,,,,,, Ac��7��,,,,,,,,Coip ��f� I,,,��,,7<<�<<s„��,,,,,Section 404 Permit or Letter of Permission rP�a��d I�� I�i��,.l�,r�^a�d�>w� rP^, I�rPa.,t �>d�dd�o�.�,wti��r��q��^,wdrPll�� ^��,<<<�� rPa��^rP a�,��,ti�«^��. €�,.,�:y�. Any new structures or additions, including garages and caiports, and storage sheds located within the area mapped as Undeveloped Floodplain. <I �1, Tree and understory vegetation removal, except as allowed by Subsection 35.22.5.�.8(c� ;is�tl :7.7. I'). f.l �.�, .. .. .., ", �;,,. Standards for Fill in Undeveloped Floodplains. � The following are standards for fill in the l aa,�ndeveloped floodplain: �,l'��• Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. }�. ,,, Up to 15% of the floodplain valley storage mav be filled if the stream drains less than one square mile in areapursuanttothisSubchapter, `�ynl��Lti;ilr<<c� I') l�c�;i<<�;�,,��< `^y�;i��t;l;ic�tl�,,r,andfederallaw. €� . Nf�,iticl<<<<��;il 1�11 �, ��<€;<,,;ic�� I�<��tl �I�i< Ir<c��7,�<<<<tl ;i�r��n��, <<,�';i, ;il��<, �li<,.i��ll �7�;i<<,�,s��;il, �7�ia,,� I�< <�I�,�;i<<�<t��. 1� <tl �rl< L3<C�`^ynl��;li;il�l<C� �,'1 17C�;irt�,i�7e<'. ,C'r��tt a'ii.(,lft�f7e ��C"..< �,a�;i�';il[,��t� r�t�l1',lr� l�7< <,,:°,l<t�l ;ill,�� <tl lr�..'�C'<;il< ;l,t� <I<�';iL. . ,. `'yl;ii�tl;it'CI�. c�ly�:�. Excavation to balance fill shall be located on the same parcel as the fill unless it is not reasonable or practicable to do so. In such cases, the excavation shall be located in the same drainage basin and as close as possible to the fill site, so long as the proposed excavation and fill will not increase flood impacts for surrounding properties as determined through hydrologic and hydraulic analysis. e�. Fill and other material imported to the lot shall be limited to the following: ��. Poured concrete and other materials necessary to build permitted structures �>,��w�� d�o�^ �+�t�. ��1,�>�• Agb egate base and paving materials. <<<�:��. Pervious materials as allowed in Subchapter 13��, Site Design Standards. z,c�,e.�l��. Plants and other landscaping mate�al. _ �r�d. Nd rv�a� flfv�t�� ff t��-tiw4m4^,�;i�r4' 744'v�r'�� l'i�^ (��4i"fllfll4��' rrfll�>^ir'�l^, ft� (I�;� ;i>�>��4^��-f�>f" �f14^.�. ,ot"'v ��ti"4;ii11� �t'irr�t ��da�;it�� ;ir'�� ;iw��^;i g;��t;id�^a� 11�ei;i,w �>,w�.,, ,Qli�rPa�c,.. �7��4�^, �1��i�^�� d�ill....�7�;id�^w�r;a�l, �7�i�,�,..l�t �>I�Q��P�,w�^el d��^��q� a�ail�t<<��7, ,;,,r �.�m�rrti'rrlt�>tiw v�t��...1�> 1�7�^ �r:�"�^tiwl ;i�8�<>^a�^al l>..m�w'�^;i"�^ rv��t� �^��^t';ii�^al ^,t14 f��w' Im4 w'�qti""�^al Irrti'aal alt^,"i^a��fr>tt�f7, rra�"1�t'tl�'.,., �,��'��. Adequate drainage shall be provided for the stability of the fill. „�7fr. Ar�� flll ��<,�,E�<,,;ic��,.l��c�<I<��<<<�,,7 ;i I,�,:n�ltl<<��? �Er;itl ,<<<...]r<c� `^,nl�e,�li;ilr<<c~..:I'1 l�c�;i��t:�;is?< `^,�;,4r�tl;ic�tl, ;li;ill I�<,„. ��;�<<tl ,a� f�;�c�;��..1��l�l<,„ f�c��,� I?��r��r�<<��;�II� �,<<��<<<�;< .Ac�<;��..<<� ��c�tl<,,,� <<� c�<tl�,;E�< <I,< <,r,,�l�;�E�< <��1�;�� fll� �� tl,<;�tlj;�E;<<��;�c�<��.l�ll Q�� w�rP�,,��...��l��rP<<��, ��,,,...;� I>„�4<�I�,wQq, �,�Q�� ,d�,;��l..l�� a�r��<I ��,..a��,,��,....�l,rP�,. �'i�4 W"f11fYYK�,'Kv Yv) Y'1"'I'k,''' _ 'P'fl4'fC'yf��1•V11K"91�517I�Fi�r �'yK"91"w4ri��k4 .^�.W"451':�� 4fl `➢N"Kv�'N" �`➢ W"�"K'�'vla'K" ��'1K"�.�I':11�'�51y'r vj� (�'151� �'f'�7 v)fl ��'I� rP4lV51y'K"f��lr 51N"4"517�e�� ' I 1.� ."' < .e �,tl n,<<��'�,;ilrlrC~��I�,t��;il< <�;it��<:, I. .�.II CI[��+�III"�}�Iflf,,,�f `+ ��) �I�Jt)4I'71�Iff'A`+ �I"�)fil '74I"filf��4s,41 �fll la'� l4 ti} „ 'r il'f�f4 `+ `+��1�I }4 I" 4 �'�I�,f� c<,7<l;ilf<�t� ;i, If,C<tl ft� 1�.�4< (�fl�'r�,l G�<t�lr�,1,�', ;�;ilf,;1'< 1''I;it�L.� f�l�.�. f d��. Culverts and Bridges��,� 1 ill f��c�E�nl��<c�r,;ii�tl I�c�itl,7t, ,Li;ill I�< I.<�;Ir< <<� �1,,< i,�ii�iir�ni,� i�<E;<,,;ic�� f��„�c�lrc��lr<,,.c� ii�,�;ill;;in��i�, ;ii�,tl i,�<<< s;ill c�<��ni,�<i,�<i�� . � ..�2 . �„ � ��n�l<<�,tl<<��,n..�� I�<<,.� I`1l c;�:<<�� < �,��tl�ctl�.,��nl��<c,��;��tII�,,�tl�7e<�;�,�< <�,<<„E3� f�c��,,�1,< I<<„<<;�<<<��<<� ,<E<<<�� ,.7.1 .;.li.",. < � . ��ailti�^�rl , ��a� Ir��r�d�7,� � ;d ,i,w4 ��,PQ� a�� ,a4. >w � w�.��^I� �el� ��Q�zd�a�d ��.,. lli� >df�.« t,i� �7�aalm, ,i�d >��la�d I^aaa_,ai,P��d l�� Qdo�, yaal��LirPlm��,,�,, i1141�1 f[>4" PI4""wffy914"PI v}�'..;�Pfl 491$^,if''k4"4"N". `"�l"t"QrPfll m'N"vJ"w�f91$^,� �.�e'151�� ➢4•...PI4""wif7,914".C�.I l`➢ 1v'14�,.. �15191PIrP�7"RI� v)� 1�•aCK" ��G"51f9'1.r�tiyy" �'v41v��m,��'IrP�'"14"G'�,�.'pt" "�,4e'v4i"�"��91`➢ v�`➢r�j�4l�e4sl4' �'I��i:l", v}y"491��-fPI491lf�f�4v, "v) �"^�i:1�� sl v)f�k��"��'14191PIS�°�"4v �vf�f)�� 4'Qsli" �v�)J➢4v "0 f"r�vv)I➢l s191�'" f91m'W"QrPirE f91 l�'14"��-1➢�"➢�"i"�"sl�'�.Y7�� dl�>y�al...?�,tt�7,Lid �,�lt��rPlt��a.�:� "id�,t ��s��g^,��tw�...�,d�,;i�l a��a��,tel��a� <<'�� ll�i�� el��.��7,�� Qd�,t..�^w��l>rPl��l:tl�� ll�irP�� Q4�,�� i��lti��a�l �a��.�14 I�� Irl��a�l��d I,�>e,,, 4v4v}p'��y.. f91 51 "i��"ti4N"�" v�r(➢r)4I 51914�'r 51m'a'�➢iYTi11v)4IrPl4�,..4""�.�?Qa'��"PI `➢°,'QW"��:`➢"�,4. l�i�l �`➢N" m'l•.➢�ti4"N"1� �i:1914v �➢W'v4'vQ*4"w ��'IrP�� v}4 ��4"��1 1v) le�a�tr' �q�t,w��va��ai�7� ;ill��a�^el, I>aa,d �, �.^.�,�r7�l�d d�w��>��q� Qd�o� li��q�tdrP<<<»��w^, <<� ,�a,,.tt��rw (.�)..;iI�J>��,.,. 35.17.8 Riparian Buffer and Water Related Habitat Development Standards� The following uses and activities are c�<,�;�iil;i << tl;a�ll+��a �^e�l�� in the Riparian Buffer and Water Related Habitats and are in P. addition to the restuctions for develo mentin this Subchapter,,,,,,,,, `�rdk^ l��a ��i�a�l>rP��e��a rP��;l �.�d�o�i�4 I>kr��-;Ik^Ir,wk^�it��^:I �>,w Qd��o�r ��s-�>�q�lml�^��.,�el rPl�lml«,.rP<<�� f�� 4��tr�>��q��,wdr��llt� `^v�^��^,��<<ti��^ .�a��,P^, a�^��.,,,,,w. II:�� 0 �. •' i Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:19:17 PM P&Z recommends simplifying Sec. 35.17.7.B.3 and relocating all technical information about fill to the ESA Criteria Manual in accordance with Public comments 51, 52, and 53. Proposed Sec. 35.17.7.B.3 reads as follows: a. Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. b. Up to 15% of the floodplain valley storage may be filled if the stream drains less than one square mile. c. In addition to meeting the requirement for fill set above, all fill activities in the Undeveloped floodplain shall comply with the Environmental Sensitive Area Criteria Manual, Subchapter 19 Drainage Standards, and federal law. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:45:47 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comments 6. Number: 3 Author: 113144 Subject: Text Box Date: 3/7/2018 7:35:18 PM .,. ��:�� A. Permitted Uses and Activities. 1 d�o�^ f��ll�>�a <<�gq...�i,��, ;i,we=1 ;i��l�ti�tdi� ,;iw��^ ;a�ll��at�d i�,w 4^'krl^rPw�i:rP,w I'uaid�6��t a� rP��d �`�`� rPlt w� I�� IrPlt�d IirPl>tl;id ,..ri,wel �,d�o;i,1��4 I�c,,,, PI4"�f914s1�4"PI `➢91 "r�v4 m'v)f11�3��4""4"PI s1�3��'"�fa'rPlf'➢ti"'1 v`'➢i" r"f'I'k'iCv)f1i11�911s1�14' �'1�E�91",f"iti4...:�.W"Qsl � p'C�r'ti�i4,�".v. ' - .� I I �7 ., . A I � . ,iE <Hrt�<<�l ��„ �rC�r��,il<r, C�t ,rt <<��tr�,i ��,iC�t'..,irt�<<�r1�6.<,� r��E� ia�,t r��,�7e �ii,:{ ��1 rr}��rl<t 1��....�,iC�t <<��, ��,iC�t �,.�C��,ir ,, -ir:.�,., E�l<;iC�r��,�7e�,.,.11�i;il ��?.iiltl C�t,iill r��tlr,tnC�l�r��.�'e:!��,il�r l�� If}' <<�f�ll�i� siC�tsi,l�iil r�� ?..r��,l;i��E�t, ,li;ill ll;i< IrC��l<,;.E��l��< I�n,if<C�: . _ _ ., _ . . � .... �, , � � �, � �.�tw��^;i�q� Ir�r:�;wl� �>w� a�i:lm;iw�trP,w I�>i�d�f�� w�^�:�� No disturbanceis permittedin delineatedwetlands. � " ]��4I"'� fl4"�1441, �'7�11„lf�l�l\' �)1,,,,\' �7�)�I\,,,,w,,.ffl'�f414 ��41'4 ��)�'74,4I ��)t)4�l'7��Iffl'� fYl�l\' �}4 4Ii'�IIII"�}44�,,,,Ill'7 l�) �„C,�,) ( �)� 3' �.v `^��...dl"fslfl )I... . . . 1�14 II4 I �;}Ill ffl flr), ffl'�lslflt',4 '��751�I ll"14 �'7I"r)141,t lfl'4 �}I1,��4I"V' f4�,1�"I �}4 4I4,',E�I"451'�44I„�}4�r)A' �,J �441 fY1451'�III"C4,� 451E'�"I �.74I�"Lillll44�I�1114I4�IC14711441\1�:�'411711141.'�� ° � �,�"�)4If'�lll"�};IflE�4 [,,,�2 4 f'4 fIl4I" �ffl4 �)� ��'14 4."s.f'�l�,ffl�}e f��7�1f;1f14 ��)I" 1114 �)Il(4I., 44I�Y4 �) \' �Il4I" �}t)4If4'�. 1 I.... .... .... .... .... ,.?,��. Repair, replacement or improvement of utility facilities where,,,,,^.�� ;a��:�� 1�he disturbed portion of the Environmentally Sensitive Area is restored, ,,-��and��, I>-e �� ._,w;idtti��....vegetation I�,� 4, tl ;i ,�„l� ��;i ,� �::,< <, c�� 7��<tl ��, w�� 7��>k.x.��d f�a��>�ra Qd�o� 4�r��r��,w�r��,wdrPl4e,, `��,w ��Qt��r��.�a�� rP��and replacedwith vegetation from the Citv Native P1antList. ��;f;,"��. Additions, alterations, rehabilitation, or replacement of e�sting structures that do not increase the e�shng stiuctural footprintin the Ripa�an Aiea or Water Related Habitat .A��t <Ir��nc�l, � r7�n�� I�,<r, ,<<�c�<tl ,��ka�a rP �a L��a w�e^ �I�iks...kdr�,daiw�l��rkd ImJ>w�QQ�� f� Qd�o�r �ia�a �i Q,...��a ^,Q��a�a:��...usmg nahve ve. �,<tl �,iC~��,i�� c c; getative cover. ti7,�. Stream, wetland, �parian and upland enhancement or restoration projects; ,G;��"��• Agricultural activity, inclucling buildings and structures is permitted outside of the environmentally sensitive areas, unless otherwise permitted through "��,<<<�� t�;l„< 1'<c��7��,�, ffl (N�X'P 40y�,, Agricultural . . a�`^y<E'lf��.. l7<(�<„,;it��`i;il<;�,C'.�a�lr�s';it��'r�l;,?<C'f<t<,';ill3<C'[t��:fL�>w'rrt��n' �>"�7k�p,...�maw'vqtvl��.�� Acttvihes I3nc��n;ir;, �r� ffl f��,� 9, a,��.t�i��rt^el �I,�>4' 1 I �Y-� ��w� �,t��r�1t�>rw dfl.�f �>w� rP^, ;:��I�>�a�^el �tgw 14'0�, �,�v��il><�d'o;ilm�� t��. ;�,,,G�. Routine repair and maintenance of e�sting structures, roadways, driveways, utility facilities, accessoiy uses and other development. �s.: ��c�nE�<<<�� f�c��tl�� ;�� «I<<�<<fl<cl �� i,<:..E�<<�� vi��l��l<<�� 1'i�� ;�� 1��7�;�� l�<� tl«�nc�l�<tl ;�c��;�� ;�c�< c�<�<<�c�<tI � � i -. = <<� �„<<�<<„x.,< <c��z,��,��t�..��c��„��<<: ��,< c�<E::��<c��, ��,< ��<<��„<;��;�w��,<,��<<«�< .�c�<;� �,��<,� ��,��<E� <<� <<,<. ;� ` , �, , � � .�; � l�rrca�l��C'.��f I�t��r��t�rtt<t��,i y<C��r,�<�;il�l�t�,��;i it�,� ,i� ��nl..r��<t rt� �y<a lr��t� ,.7.1 ti. f�.,,. 9,��°��. Measures to remove or abate nuisances, or any other violation of State statute, administrative rule, or Citv Code of Ordinances. l,,,f 1��. Anv action taken bv the City in an emergency to mitigate an e�sting or potential hazard. 1,,,,,1„��. Gas well di7lling and production within ripa�an buffers and water related habitats shall comply with Subchapter 35.22 Gas Well Drilling and Production. B. Prohibited Uses and Activities: The following uses and activities are not allowed in Riparian Buffers and Water Related Habitats: 1. Land disturbing activitv not authorized bv a l `�, .A,,,s��7��,Coip ��f� I�ra�7�<<�<< c��,,,,,Section 404 Permit of Letter o�rmission rP��d I�� I�i�� d7tr�^a�d��a •P^, Im;iw�� >f��l�i�^ ��,.� w��^ti�«^�a. 3 l�`�51,E'4 fil4 f1l„ �751f14I�ff1�7�,�,,,1'7I"�)E'4 C'�ff1�7�„ t)I" '�l�)I"'r1�74 �)� �'Id.�51I"4I�)Il�V';I'�14��fl�'`➢f11rP�1�91441 rP914"��'v)f1lrPff�'IK"4"�� ;i��^;i, ��f�1��o;i.�rPa�el��aa^, �7�;id��.,,�;il^, LirP��dlr,wg^, rPa��rP^, f��a� �d�ot a�ta��^t'ti��,wg^, rP��d ,l�>w�rPg^,��f�LirP.��a�el��i�,��;i,d��,,,. 3. Any structures, including storage sheds, garages and caiports, located witivn the area mapped as Riparian Buffer and Water Related Habitats. ` ` �. , � . • y<I�l[a� (sit�.c ,<I�r([a�..(sit�, t C'�[t� f[< t �, ,it�t ��.'i<C' f��C'r�t, ��f ��t:: ,[(< �� ,i.�r(<�� si(<�.(C'<si(rtt<,t�l.,. 35.17.9 Upland Habitat Development Standards� The following uses and activities are c��nl;i<<t,l,�i�l�>�a�e�l�� in the Upland Habitat and are in addition to the restrictions for developmentwithin this Subchapter. `^vt�� d��d+ia��l,>rP�� ^.d�o;i�4 I>�^ ��d� It,w�;id��el �>,w Qd�o��^ ^��>�q�lml��d�^e�l�� ;a�)�I^�ra�rPlt�>rw d��>w�l r�'wti�tr��r��trwl;i�d�' �t��,�l��,..kw�t^;i, s�^t^ti�t�^�a�.,. A. Permitted Uses and Activities. 1�'14" �`➢��1,`➢"�,4 ifl$^, �It3"w4"� 51914�v-51m'1f`.'flf�� 51N"�" rP��r➢'0 �"4v f9"p�� '"�5191P'� 1�rP�➢il5]:�{ � 5191PI 'wl�"IrP�� ➢4" 4�'r4"�ffl4"5114�r,�Pl `➢91 1�'I� a'�➢i11�?��.E1y"P�� ;il�l^�ra�rP�t�>rw d`��a� 6 rwti�tr��r7�trwl;i�d�n�' `^v�^��,�1[�'ti�^.kw�t^rP��. 4^'k�^��t^w,�.;, II:�� "'� 0 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:40:07 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:46:25 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:20:48 PM P&Z recommends clarifying that removal of vegetation for the purpose of removing drainage blockages is allowed as per Sec. 35.19.4.E.2, in accordance with Public comment 47. A new entry was added to the prohibited uses as follows: Tree and understory vegetation removal, except as allowed by Subsection 35.19.4.E.2. Number: 4 Author: 113144 Subject: Text Box Date: 3/7/2018 7:35:53 PM � .� II:�� .� l. I. ��-Residential development shall be designed to retain a contiguous fifty percent (50%� tree P�� . . p . �. . x ��;ilr��. ��f� nl?..I;i��tl 1:�.;il�rl;i�. cano w c s rema�n re orrnnan m its natur state. 1 c c� c c,,,,, i,� ;i, ��a ;it s;ie,„,<<�l IrC;, I �<, ��C� ,��;iC�r�<I�, r, ,1�.��s?I� ��lr�r,�� . �,tir�ii, L..!� r�C'<!..hl<t �< r� 3< C'1�.. <t�a�r�np,'� o � � �i , t t I.,.. 2• ...Non-residentialdevelopment�li;il,�.l�< tl<�„<<��<tl �,�� c�<<;i�,�,� �li�c��::.lr<c�E�<ra� '",fl o�c�<<: €:;i�� li�E�li ,1i;ill C�<�tx,��i<<� IrC�<t,l��t�<<�;i�'�,ll�� <<� �1�,��;ilnC�;il,.`�l;il<. 1'C�<,<C'.:}�;il<<��...��f� nlrl,;i��tl li,��il��l;i�., I I �<<. ��c�.l�;�c�E�<I�, r�. �.1��7�1�� e'r�t�lf€'�,.I�r�ii, 1�..`� fr�C'<..yl<tl ;iC;<<,i, r�ra itl �,iE.:<t�l j3�.r�3<C'l.. e��E��np,;,;i,�7e<tl. �q�rP�� a�t��'��>��t ;i,w.,�� >w�rPl4 ��>d�dd�ot 6:.�^I;i,wel Ii�rPl�tlrPt. ��,��.. Selective pruning E��tlnE,„,<< tl I�� c� n��t;l,< c� �li<....`�nlr< c��.d`�<<�� ?.l� ;i�� N��M:<< c��;i<<<��;il `^,��,E�<< <�� .�,;.. :,Ac�l��c��€;nl�nc�<:...;M`^y.A,,.€�<c�<<f<<;,.tl ;ic�l��s�«� I��PQli�;i�tfz��^el rP��dl�,«��^��e4...�a��^^,+i��,�Qq,��>,,..isallowedtoremove up to one-quarter of the canopy for the puiposes of a trees health. ��. ��a�a,.�,��a��,wQq....��f��d��l`>Im�7��,��;.< <<� Q4��,� ;iw��^�r:�, �,d�o;i�l...l>�^ i�<<1�.t.��el �,�;..�q�t,w��qxt.��^ <<7�I��.,;a�Q Q,;...td�o� ,w;id��ia�;al �"flti'iC`➢f1�114"f11. ��vl^w14"W"fflti��'�"�e'151�� v}4�p PI4""wif7,91�P1 1`➢ i11�4�f911rPf91 r4��-y�v)f11if7,I➢�@➢41^w vv)W"tr"�l4Pl rPW"4.".tA�:^ �r��. .�.¢7,5�"Vm'I➢�II➢N"S�P:� 51a'lf`.'il�h'", f91a'�41P'�fflf7, �➢41f��P1f91$^,� 51P'IPI ^w1N"41m,��.141N"�""� f"y..�?QW"f11f1C44v `➢411"�r�i4v4" v)� l"e'14"4"91tifP�"v)f1i114"91l`il�l4'� �,� ��,�Qt��.,, rPa��^rP,,....ai�� „��QLi�^a�� t�� I��^w��qxt�d�^el Qd�o�� >ai<qli +m;�;4`� 1' dfh�; .k�7,w�ta��i��ldaia�;i� :��`x��<<ti�tdt� ��..��a� rP��t�....,>Qd�o� w� I��a��7�t�t �P^, a�t^��ai�trt^el I��' 1��1 �Y� ��r �,�^��lt�»"w dfl f,��.,,;i^, rPll��^el trw ll.��ir, `�vi�l��l�irPl^ltw,r,. � r�<t�l ��C�,C;<,l��C�;il�e�t� IrC��<t,E'l,;i,;i�3IrC��<tl..l��' ll'i< l,��r<a�l��C:.��f�l�t��'�, �l;il `^y<C��''<�.�. .... 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"ld��,��^ i��l>i�tl�.el;il�l�^ ^,i�i�^ rPa�t;i .��LirPl4 I�t...�ml;ia�t�d ��,,,�Qd�otw� <<�....;i ��1 ��a,,..p��d, Qd�o;��d <<��>w��y�w�rPlt ;i...�^�^w��q�rP��t "'v)fl"�y"G'k��*.511f`➢91 4"5]:.��4 f114911��y..N"�"�lW"fm'1I".�4 y�'y`.�4�,.91rPf11 �, vj�t" "w41a'e'1 `>�l�'14"W" �Qti?"51� i114"y��'Y.tPfIV"wi11 1`> rP��`➢"�' v��v)W" l�'14" �r�`�.➢flf7 14"W"f'T'�P ��,w�,��a�k.x.;idt�>,w ��f�^,rP«d ;iw��;i,. `^vai��?�o �t�7;i� �'fi�t��d�o;i,w��r�q� �,LirPl�l..l��q�td rPr'��4� f�i�li�w,�.� IrP��d el��^,Qaia�l>t��o ;ia�l�ti�td�� >m,r "'v)fl�lW"I;➢'��lf`➢fl ,�' I�.l�'IV91 1�'14�r,�4"fl`.'iC`➢Y"'1f114f11rP��'�� "�4"fl"wilR�'ti4" rPW"QrP��51914v ^we'1�i:1�� N"4191 "�°i��f1v'1 l�'14"��-�5191PI rPfl4' �� d I>k^ I>r,a�4JQ,w�7, i�l^�,w ii��1: �,ai� � t ^,we>w�, ;i��el....,;�„�g^,��,��f� ll�i�^ ��aaw�w��^,wd ��,wt w�. �1��?�ot i�,wl>aa,�t4elrPl>��^ :�r�lt ;iw��^;�i...�q�rP�� I>t,...t,w��a�l^y��t�;id�^�d <<��i�� I�>Q , ��.f, �>�� a�'.,...;i��w��^ �� .�.��r�,. -�� Clustering Standards� 35.17.1„� ��li,,l<,:.,��,,7 ��f�t;,l<��<I��Ir��,:,,<<�l ,l,;�ill ��< i,l�l�,<tl 1��...�„<<��„<<,'< <<,,;r;i€;�l l�� l�,<:..��;ili,C�;i��..<<��tir„<<�l. �,:;,li,,l<C��,o ,l,;ill �,�,< tl<�<<?�� A,< < ( � �., �ttsift�l�ft� ;i a�r�r7lf�7nr�n�..fr�C'<,l<4I ;iC'<;�4.�. 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' ., . ImW"`➢Imt W"t�f�"", fL7�I��Pa'1�"�d I>e�,.;lrw I rwti'�to"`➢rwf7�t�"wl;l�d�' `�t�;��w �flf�'t �W"t;l�;�� . 35.17.1 �� Alternative Environmentally Sensitive Area Plans� . . /�:, /��a�au�uosa Il q,�uav �:�. II:: a�G�� 0 �V � Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:57:15 PM P&Z recommends clarifying that septic tank and associated equipment is only prohibited in areas destined for preservation, in accordance with Public comment 57. The sentence was revised as follows: 1. Septic tanks, septic tank drain fields, and other forms of on-site wastewater treatment are prohibited in areas set aside for required preservation. ;;;;:. Number: 2 Author: 113144 Subject: Text Box Date: 3/7/2018 7:36:34 PM II:�� $ lli< .`�I�<rii;i�n�< I ii��iu7�<ip;�;ill�� `�<4;;i�,i�i��< .,`�r<;i 1'I;�;�i ��rr��i�;l<�, �li<!...��S�rli��ii....�� ;i<I�.le;<�,�, �li<....<<,,7nl;i��E�ii�, �lir��n,,71i ;��. 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No. 2005-366, 12/06/2005) II:�� Z❑ Number: 1 Author: 113144 Subject: Text Box Date: 3/7/2018 7:37:16 PM II:�� Subchapter 17 — Environmentally Sensitive Areas (ESAs) Sections: 35.17.1 35.17.2 35.17.3 35.17.4 35.17.5 35.17.6 35.17.7 35.17.8 35.17.9 35.17.10 35.17.11 35.17.1 Purpose Application Environmentally Sensitive Areas Criteria Manual Environmentally Sensifive Area Compliance Review. Definitions Official Map Floodplain Development Standards Riparian Buffer and Water Related Habitat Development Standards Upland Habitat Development Standards Clustering Standards Alternafive Environmentally Sensifive Area Plans Purpose This Subchapter is adopted for the following purposes: A. Manage and protect envisonmentally sensitive areas within the City. B. Protect the natural and ecological resources that are essenfial elements of the City's health and community character and which provide irreplaceable plant and wildlife habitat; C. Establish a development framework for the City that is respecfive of private property rights, while encouraging them to be used responsibly for the benefit of the entise community; D. Preserve and enhance the City's distincfive community character and quality of life by ensuring that its natural and built envisonments are consistent with the communit�r vision and values embodied in The Denton Plan. E. Establish regulafions that conform to the requirements of the state and federal government regarding ais quality, water quality and envisonmental protecfion. F. This Subchapter is adopted pursuant to authority vested under the City's charter, and Texas Local Government Code, Chapters 211, 212, and 551. 35.17.2 Application A. The standards of this Subchapter shall apply to all land and all development within the corporate limits of the City, except as otherwise specifically provided for in this Subchapter. B. The floodplain standards of this Subchapter shall apply to all land and all development within the extraterritorial jurisdicfion (ETJ� of the City. C. The type of regulafion applicable to the land depends upon the classificafion in which the land is placed, as provided in this Chapter. If those regulafions conflict with other regulafions of this Subchapter, the more stringent of the ttivo regulafions shall apply. 35.17.3 Envrronmentally Sensitive Areas Criteria Manual In addifion to meefing the requirements expressly established in this Subchapter, all envisonmentally sensifive areas shall comply with the Environmentally Sensifive Areas Criteria Manual. Where there is conflict bettiveen a provision set forth in this Subchapter and a provision of the Environmentally Sensifive Areas Criteria Manual, the provisions of this Subchapter shall apply. 35.17.4 Envrronmentally Sensitive Areas Compliance Revrew A. Review Required Environmentally Sensifive Area compliance review for residenfial and non-residenfial development must be performed as part of a final plat applicafions and site plan applicafions, respecfively. Protecfive fencing shall clearly mark and delineate all ESAs to be protected and preserved for the durafion of the land disturbing acfivifies on the property. An Environmentally Sensifive Area review is requised for all development except for the following: 1. Property that does not contain any Environmentally Sensirive Areas as depicted on the City's Environmentally Sensifive Areas Map. 2. Grading, filling, cutting or other earth-moving acfivity on any lot involving less than 25 cubic yards for residenfial projects or 50 cubic yards for non-residenfial projects; 3. Activifies such as ordinary maintenance and landscaping operafions, individual home gardens, repairs, and additions or minor modifications of a single-family dwelling, except as prohibited by the Development Code. 4. The applicant can demonstrate tl�sough an Environmentally Sensifive Area field assessment applicafion the subject property contains no Envisonmentally Sensifive Areas or theis locafion is not as depicted on the ESA map. B. Infarmation Required Information as requised on the final plat and site plan checklists must be provided. Addifional informafion deemed appropriate and necessary to process the application may also be required. C. Criteria for Approval The requisements of an Envisonmentally Sensifive Areas review shall be deemed met when the Applicant demonstrates: 1. The land development acfivity complies with the requisements of this Subchapter for floodplains, Riparian Buffers, Water Related Habitat, and Upland Habitat and all other federal, state or local laws as part of the final plat or site plan. 2. The land disturbing acfivity will not cause damage to Envisonmentally Sensifive Areas adjacent to the areas to be disturbed. 3. The land disturbing acfivity complies with the requirements of Subchapter 18. 4. A weiland delineafion by a trained scienfist has been performed if encroachments into jurisdictional weflands are proposed, and a Section 404 Nafionwide Permit or a Letter of Permission from the U.S. Army Corps of Engineers has been obtained. 5. An alternafive Environmentally Sensifive Area plan has been approved for the subject development. D. Expiration The Environmentally Sensifive Area review shall expire when the final plat for residenfial development approval expires, or when the site plan approval for a non-residenfial development expises. E. Credit Any Envisonmentally Sensifive Area that is preserved may be used towards meefing: 1. Landscape and Tree Canopy requisements contained in Subchapter 13 a. One square foot of tree canopy will be given for every square foot of preserved ESA tree canopy (1:1�. b. Two square feet of landscape credits will be given for every square foot of preserved ESA tree canopy (2:1). c. One square foot of landscape credits will be given for every square foot of non-wooded preserved ESA (1:1) 2. Parkland dedicafion in accordance with the Parkland Dedication Ordinance 3. Drainage standards in accordance with Subchapter 19. 35.17.5 Definitions The following are used to define the classificafions of Envisonmentally Sensifive Areas comprising the Environmentally Sensifive Areas Map and other related terms used tl�soughout this Subchapter: A. Developed Floodplain Area within the FEMA 1% Annual Chance Floodplain (a.k.a. 100-year floodplain� for which the natural stream has been redesigned and no longer exhibits characteristics of a natzzral channel and�or its floodplain has been significanfly modified, graded, filled, or otherwise disturbed. B. Nuisance Physical or environmental condifions resulfing in regular and�or confinuous problems affecfing the health, safety, and quality of life of cifizens. C. Riparian Buffer Areas within 100 feet, measured from both sides of the stream centerline, with drainage areas greater than one square mile, and 50 feet from both sides of any streams centerline that drain areas of one square mile or less. This also applies to the outer edges of surface water bodies. D. Stream Linear geographic feature that conveys flowing waters. Headwater sireams are the uppermost, low-order sireams of a watershed and comprise the majority of sireams in the United States, both in terms of number and length. Streams can be perennial, intermittent or ephemeral. E. Surface Water Body Term to include streams, ponds, lakes, and freshwater weflands. F. Undeveloped Floodplain Areas within the FEMA 1% Annual Chance Floodplain (a.k.a. 100-year floodplain�, that are undeveloped and in theis natural state. G. Upland Habitat Contiguous areas ten acres or larger of Cross Timbers habitat. H. Valley Storage Water storage capacity of a stream and is a volume that is measured below the base flood elevafion. I. Water Related Habitat Areas designated as weflands, and trees and understory vegetafion containing 50 percent or more of predominately nafive bottomland hardwood. Bottomland hardwoods occur on the fisst terrace of floodplains and flats along channels. Periodic inundafion prevents establishment of upland species and maintains the fiznctioning of this type of vegetation. J. Wetland Area that is inundated or saturated by surface or ground water at a frequency and durafion sufficient to support, and that under normal circumstances do support, a prevalence of vegetafion typically adapted for life in saturated soil condifions. Weilands generally include swamps, marshes, bogs, and similar areas. Includes adjacent and isolated weilands. 35.17.6 Official Map A. Environmentally Sensitive Areas Map The official map that idenfifies areas designated as Envisonmentally Sensifive Areas (ESAs�. B. Environmentally Sensitive Areas Map Amendments 1. The map may be updated administrafively when an ESA field assessment is conducted for a property and approved by the Director of Development Services. 2. Revisions and amendments to FEMA 1% Annual Chance Floodplain maps shall cause the boundaries of Floodplain ESAs to be readjusted accordingly. 3. Substanfial amendments of the map shall follow the Zoning Amendment Procedure detailed in Subchapter 3. Substanfial amendment is defined as changes impacfing the whole city, excepfing changes caused by the publicafion of new flood insurance rate maps (FIRMs� by FEMA. C. Environmentally Sensitive Areas Field Assessments. Field assessments are required prior to platting of property when there is reasonable evidence that Envisonmentally Sensifive Areas, as depicted on the official ESA Map, may not be accurate. ESA field assessments, as approved by the Disector of Development Services, shall supersede the official ESA Map in determining what areas are subject to the requisements of this Subchapter as applied to a proposed development. 1. Information Required; Information as requised on the Envisonmentally Sensifive Area Assessment applicafion and checklist must be provided. Additional informafion deemed appropriate and necessary to process the applicafion may be required. 2. Expirafion; An Environmentally Sensifive Areas field assessment shall expire after ttivo years of its approval, or if the natural condifions of the ESA have been significanfly altered. 3. Appeals; Appeals to staff determinations shall follow the Staff Review Procedure detailed in Secfion 35.3.7. D. Text Applicability The text of this Subchapter, including definirions, describes and regulates the protected ESAs shown on the City's Environmentally Sensifive Areas Map as a reference. 35.17.7 Floodplain Development Standards Upon field verificafion areas designated as FEMA 1% Annual Chance Floodplain would be classified according to the exisfing condifions as Developed or Undeveloped floodplains. A. Developed Floodplain 1. Development within the Developed Floodplains shall comply with Subchapter 35.19 Drainage Standards. 2. Secfion 35.17.8 applies when Riparian buffers and Water-related habitats are nested, parfially or wholly, inside Developed floodplain ESAs. 3. Gas well drilling and producfion within developed floodplains shall comply with Subchapter 35.22 (Gas Well Drilling and Producfion�. B. Undeveloped Floodplain The following uses and acfivifies are regulated in the Undeveloped Floodplain. 1. Permitted Uses and Activities The following permitted uses and acfivifies are allowed if in compliance with the Subchapter 19 Drainage Standards and Chapter 30 of the Code of Ordinances: a. The planfing of any new trees or vegetafion. b. Restorafion or enhancement of floodplains, riparian buffers, water related habitats, upland habitats, weflands and streams as required by federal and state standards. c. The placement of public or private utility facilifies such as sewer, storm water, water, electricity, gas, or other utilifies as long as the disturbed area is restored to minimized erosion and promote the recovery of the Environmentally Sensifive Areas, and when adequately flood proofed. d. Measures to remove or abate nuisances, the removal of invasive plant species, or any other violafion of federal, state or local law, with the approval of the Disector of Environmental Services. e. Parking lots, subject to the limitations on fill as specified in Secfion 35.17.7.B.3 and constnzcted of pervious materials. f. Parks, open space, recreational uses, trails, walkways and bike paths. g. Storm water quality controls. h. Constnzcfion of roadways identified on the Mobility Plan as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area subject to the Director of Envisonmental Services approval. i. Routine repair and maintenance of exisfing structures, roadways, driveways, utilifies, and accessory uses. j. Agricultural acfivity permitted tl�sough Nafionwide Permit 40 (NWP 40�, Agricultural Acfivifies pursuant Secfion 404 of the Clean Water Act or any other federal permits. k. Any action taken by federal, state, or local officials in an emergency to mifigate an exisfing or potenfial hazard. 1. The constnzcfion of a private driveway, as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Envisonmentally Sensifive Area subject to the Disector of Envisonmental Services approval. m. Gas well drilling and producfion shall comply with Subchapter 35.22 Gas Well Drilling and Producfion. n. Fill acfivifies subject to limitafions as outlined in Secfion 35.17.7.B.3. o. Culverts and bridges as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area subject to the Director of Environmental Services approval. Culverts and bridges are exempt from the limitafions in fill set in Secfion 35.17.7.B.3. 2. Prohibited Uses and Activities The following prohibited uses and acfivifies are not allowed in Undeveloped Floodplains: a. Placement, handling, processing areas, and�or storage of hazardous waste. Hazardous waste and solid waste landfills. b. Land disturbing acfivity not authorized by a U.S. Army Corps of Engineers Secfion 404 Permit or Letter of Permission. c. Any new structures or addifions, including garages and carports, and storage sheds located within the area mapped as Undeveloped Floodplain. d. Tree and understory vegetafion removal, except as allowed by Subsecfion 35.22.9 and 35.19.4.E.2. e. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment. 3. Standards far Fill in Undeveloped Floodplains The following are standards for fill in the Undeveloped floodplain: a. Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. b. Up to 15% of the floodplain valley storage may be filled if the stream drains less than one square mile. c. In addifion to meefing the requirement for fill set above, all fill acfivifies in the Undeveloped floodplain shall comply with the Environmental Sensifive Area Criteria Manual, Subchapter 19 Drainage Standards, and federal law. 35.17.8 Riparian Buffer and Water Related Habitat Development Standards The following uses and acfivifies are regulated in the Riparian Buffers and Water Related Habitats and are in addifion to the regulafions for development in this Subchapter, A. Permitted Uses and Activities 1. Placement of private residenfial yard amenifies, including but not limited to: gardens, yards, trails, and clearings, that would result in distzzrbing up to 10% of the area, but in no instance shall the protecfive buffer width be decreased below 25 feet measured each direcfion from the centerline of the existing channel or the outer edge of surface water bodies. No disturbance is permitted in delineated weflands. 2. Riparian buffers nested, parfially or wholly, inside Developed floodplains may be disturbed up to 10% of the area but in no instance shall the protecfive buffer width be decreased below 25 feet measured each direcfion from the centerline of the existing channel or the outer edge of surface water bodies. No disturbance is permitted in delineated weflands. 3. Repair, replacement or improvement of public utility facilifies where the disturbed portion of the Environmentally Sensifive Area is restored, and vegetafion listed as invasive is removed and replaced with vegetafion from the City Nafive Plant List. 4. Additions, alterafions, rehabilitafion, or replacement of exisfing structures that do not increase the exisfing structural footprint in the Riparian Buffer or Water Related Habitat Any disturbed areas must be restored using native vegetafive cover. 5. Stream, wefland, riparian and upland enhancement or restorafion projects; 6. Agricultural acfivity, including buildings and structures is permitted outside of the Envisonmentally Sensifive Areas, unless otherwise permitted tl�sough Nafionwide Permit 40 (NWP 40�, Agricultural Acfivifies pursuant Secfion 404 of the Clean Water Act or any other federal permit. 7. Routine repair and maintenance of exisfing structures, roadways, driveways, utility facilifies, accessory uses and other development. 8. Constnzcfion of roadways identified on the city Mobility Plan as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area and subject to the Director of Envisonmental Services approval, and as outlined in Secfion 35.17.7.B.4. 9. Measures to remove or abate nuisances, or any other violafion of State statute, administrafive rule, or City Code of Ordinances. 10. Any action taken by the City in an emergency to mifigate an exisfing or potential hazard. 11. Gas well drilling and producfion within riparian buffers and water related habitats shall comply with Subchapter 35.22 Gas Well Drilling and Production. B. Prohibited Uses and Activities The following uses and acfivifies are not allowed in Riparian Buffers and Water Related Habitats: 1. Land disturbing acfivity not authorized by a US Army Corps of Engineers Secfion 404 Permit Letter of Permission. 2. Tree and understory vegetafion removal, except as allowed by Subsecfion 35.19.4.E.2. 3. Placement, handling, processing, or storage of hazardous waste. 4. Any stnzctures, including storage sheds, garages and carports. 5. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment. 35.17.9 Upland Habitat Development Standards The following uses and acfivifies are regulated in the Upland Habitat and are in addifion to the restrictions for development within this Subchapter. A. Permitted Uses and Activities 1. Residenfial development shall be designed to retain a configuous fifty percent (50%� tree canopy, which shall remain predominanily in its natzzral state. Preservafion of upland habitat configuous to forested areas on adjacent properfies or parcels is strongly encouraged. 2. Non-residenfial development shall be designed to retain thirty percent (30%� tree canopy which shall remain predominanfly in its natural state. Preservafion of upland habitat configuous to forested areas on adjacent properfies or parcels is strongly encouraged. 3. Selecfive pruning conducted by or under the supervision of an Internafional Society of Arboriculture (ISA� cerfified arborist is allowed to remove up to one-quarter of the canopy for the purposes of a trees health. 4. Enhancement or restorafion projects as approved by the Director of Envisonmental Services. B. Prohibited Uses and Activities 1. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment are prohibited in areas set aside for requised preservafion. 35.17.10 ClusteringDesign Standards Clustering of development shall be utilized to minimize impact to the natural environment Clustering shall be designed to maintain a configuous forested area. 35.17.11 Alternative Envrronmentally Sensitive Area Plans A. Approval Process The Alternafive Environmentally Sensifive Area Plan provides the option to address the regulafions tl�sough a flexible discrefionary process utilizing the Zoning Amendment Procedure ouilined in Subchapter 35.3.4. B. Criteria for Approval The goals and objectives which must be met, and by which the proposal will be judged are: 1. Mifigafion goals are obtained by creafing, expanding, and�or improving environmentally sensifive areas. 2. Mifigafion goals are obtained by preserving environmentally sensifive areas above the minimum requirements, exchanges bettiveen different types of ESAs, installing pollufion prevenfion controls, and�or implemenfing best management pracfices or any other approaches that result in the improvement of the environment being impacted. 3. Areas offered as mifigafion are linked to exisfing or planned open space or conserved areas to provide an overall open space system. 4. Development is arranged for maximizing access and ufilizafion of the envisonmentally sensitive areas by cihzens. 5. Areas offered as mifigafion are placed either in a lot or lots that incorporate a permanent conservafion easement, restricfive covenants, or such other legal mechanism to allow for the long term conservafion of said areas. Such legal mechanism shall limit any future land disturbing acfivity or construcfion within the envisonmentally sensifive areas and shall nzn with the land and be binding upon all successors and assigns of the current owner. 6. The Alternafive Environmentally Sensifive Area Plan shall demonstrate that the developer's alternahve proposal results in a high quality development meefing the intent of the standards in the Denton Development Code. C. Infarmation Required Information as requised on the alternafive environmentally sensifive areas plan checklist must be provided. Addifional informafion deemed appropriate and necessary to process the applicafion may also be requised. (Amended Ord. No. 2004-059, 03/02/2004) (Amended Ord. No. 2005-366, 12/06/2005) (Amended Ord. No. 2018-XXX, XX/XX/2018) e / W � 0 N M L Q Q ► � � ////�i�,, � /////i�,, ii�,, ii�,, .�uulllll IIIVm��. .�uulllll IIIVm��. .�uulllll IIIVm��. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-515, Version: 1 AGENDA CAPTION Receive a report, hold a discussion, and provide direction regarding current City of Denton facilities and how to proceed with planning for future needs. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� � City of Denton c�� H�� ""' 215 E. MCKinney StYeet �ar �� "�"' � Denton, Texas www.cityofdenton.com DEPARTMENT: AGENDA INFORMATION SHEET Transportation CM/ DCM/ ACM: Mario Canizares DATE: April 3, 2018 SUBJECT Receive a report, hold a discussion, and provide direction regarding current City of Denton facilities and how to proceed with planning for future needs. �A.CI��12C�iJNI� The current City Hall was originally constructed in 1967. In the mid 1980's an approximate 5,000 square foot expansion was completed providing the current total of area 35,062 square feet. Several renovations of individual areas and systems have been completed over the years, however the last major renovation was completed in 1997. When constructed over 50 years ago, the population of Denton was 39,874 and the total service area was less than 30 square miles. During the past 50 years, the population of Denton has more than tripled to a 2016 estimate of 133,808 and the service area has increased to nearly 100 square miles. When City Hall first opened, this facility supported key administrative activities and business functions for the City while field service crews and utility services staff were located at the City "Warehouse" or Service Center located at the southeast corner of Bell and Hickory. By the late 1990's, City administrative staff were located in four separate facilities; City Hall, City Hall East, City Hall West and the Service Center. The decentralization of key administrative services was necessary to accommodate space needs for new staffing levels to support municipal services of the growing community and was achieved by repurposing and utilizing available municipal facilities. Over the years, this decentralization of the key administrative and business functions has negatively impacted customer service. Residents, visitors, vendors and developers are confused when attempting to obtain services and frequently find themselves visiting multiple facilities to conduct business with the City rather than having the ability of conducting transactions at a single location or a"one stop shop." Additionally, time and distances issues between the various facilities creates pressure on efficiency, production and customer service as well as reduces the spirit of cooperation and collaboration between departments. The City of Denton commissioned a 2003 Master Plan developed by HOK. This was a comprehensive plan that addressed most of the City's facility needs and recommended the centralization of business functions to a single location by transitioning City Hall East into a one stop shop. Several of the goals and objectives of the 2003 plan were accomplished, but due to staff reductions in 2004 and 2005 and the economic downturn in 2008, a key goal of creating a one stop shop was not realized. At City Council's direction, Nelson + Morgan Architects were commissioned in Apri12016 to assist staff in the review of the 2003 Master Plan to address core administration facilities, review staffing needs and provide recommendations for anticipated growth. In November 2016, Nelson + Morgan and City staff presented aproposal that included a standalone expansion at City Hall of 118,333 square feet and renovation of approximately 13,553 square feet of the existing City Hall for an estimated cost of $60,000,000 for a total area of 131,886 square feet. This estimate included design costs, furniture, fixtures and equipment. The November 2016 proposal also included a recommendation to construct a five level, 600 space parking garage at the corner of McKinney Street and Oakland Street to meet the parking demands of the facility and downtown. The opinion of probable cost for the parking structure was $14,000,000. In August of 2017, at the direction of new city administration, City staff and Nelson + Morgan were charged with updating staffing and spatial needs projection data developed as part of the November 2016 proposal. The consultants met with departmental representatives and readjusted staff growth projections, revised space allocation projections to correlate with new administrative directives to reduce FTE counts, enhance work space efficiencies and embrace the following key goals: • Create a"One Stop Shop" to enhance customer service • Provide additional community meeting and gathering space • Improve work space efficiencies for interdepartmental collaboration • Preserve the historical integrity and architectural legacy of City Hall • Provide a new "front entryway" to City Hall • Scalable design concept for future growth • Enhance the campus concept connecting City of Denton facilities to downtown, and improve entryway to Quakertown Park • Serve as a catalyst for additional pedestrian oriented, high quality, and professional employment focused development in the downtown area • Promote positive image of the community • Transition CHE into a Justice Center • Eliminate lease property occupied by Development Services Based on this reevaluation, two options have been developed for Council consideration. Both options create a one stop shop by transferring essential administrative functions to a new municipal complex, relocation of Development Services from leased space to a permanent location and recommend converting the existing City Hall East into a Justice Center. O�tion l: The existing City Hall has approximately 35,062 total square feet with approximately 24,094 square feet that can be used in the reassignment and space calculations for the 2026 planning horizon. Modest efforts would be necessary to reassign and renovate the approximate 24,094 square feet to meet spatial guidelines and work place efficiencies. Operations identified to remain in the existing City Hall as part of Option 1 include: Cit Mana er's Suite Cit Attorne 's Suite Finance and Accounting Utility Administration Trans ortation Council Work Session Room Public Communications/DTV Reprographics 74,643 square feet of additional space is projected for operations that will not be located in the existing City Hall. Nelson + Morgan proposes the construction of an annex to City Hall southeast of the current Council Chamber, and connected by a corridor along the east side of the existing courtyard. It is contemplated the plans for the annex will be designed in such a way to provide flexibility for expansion in the future. In addition to creating a new front entry and formal entrance plaza for City Hall, the annex would allow the existing City Hall to maintain its status as the administrative center for the City and preserve the architectural integrity of the O'Neil Ford design. The annex would provide space for the following municipal services: New Council Chamber Ma or and Council Office Suite Customer Service Development Services Ca ital Pro' ects/En ineerin Buildin Ins ections Human Resources Risk Management Economic Develo ment Parks and Recreation Administration Gas Well Ins ections Fire Prevention Public Communications/DTV Community Development Option 1 also proposes the relocation of the Emergency Operations Center (EOC) to a basement level in the annex. This provides a safer, more centrally located, hardened facility to better respond to the needs of the community when the need arises. The current EOC is located at Central Fire, is not hardened and has space constraints. Design of this space is intended to provide flex space as a multi-purpose conference room and additional community meeting space when the facility is not activated in an official capacity. Total space of Option 1 is estimated at 109,705 square feet. O�tion 2: This option proposes a similar renovation and reuse of the existing City Hall, construction of a two level annex and facilitate all of the functions included in Option l. Option 2 would not include the basement level supporting a new EOC and multi-purpose spaces. Total space of Option 2 is estimated at 103,348 square feet. Parkin�: Existing surface parking associated with the municipal complex (City Hall, Civic Center) and the temporary parking on the south side of McKinney Street provide a total of 439 spaces (264 for City Hall and 175 for Civic Center). Projected needs indicate a City Hall requirement of 307 minimum spaces. Proposed new surface parking and existing modifications will provide a total of 551 spaces. The increased parking capacity will also support events at Quakertown Park and the Civic Center, and will also support retail and entertainment venues in downtown. Parking capacity is not adjusted between the two options due to design and mobilization efficiencies. Total projected cost for these parking modifications is estimated at $1,048,168. Kelly Morgan, Nelson + Morgan, Architects will facilitate the discussion with Council using the attached PowerPoint presentation (Exhibit 2). Staff is seeking direction from Council on the recommendation to initiate planning and design initiatives to address space constraints at City Hall and City Hall East as well as improve level of customer service provided to citizens and those who conduct business with the City of Denton. OPTIONS 1. Give staff direction to issue a request for qualifications (RFQ) to initiate design efforts on a proposed City Hall Annex and repurpose of the existing City Hall intended to improve customer service and enhance work place efficiencies as outlined in Option 1. 109,705 gross square feet. 2. Give staff direction to issue an RFQ to initiate design efforts on a proposed City Hall Annex and repurpose of the existing City Hall intended to improve customer service and enhance work place efficiencies as outlined in Option 2. 103,438 gross square feet. 3. Provide staff with additional direction. 4. Take no action at this time. RECOMMENDATION Option l: Initiate an RFQ for professional services through Construction Documents Phase to obtain accurate construction costs for design Option l. The approximate cost for Architectural Professional Services through construction documents stage is estimated at $1,500,000. PRIOR ACTION/REVIEW (Council, Boards, Commissions) November 7, 2016 — City Council Work Session - Nelson + Morgan Update to the 2003 Facilities Master Plan Study. FISCAL INFORMATION The approximate cost for Architectural Professional Services through construction documents stage is estimated at $1,500,000. The current construction estimate for renovation costs to the existing City Hall range from $88 to $113 per square foot. Current construction cost estimates for new construction range from $285 to $325 per square foot. The combined average, renovation costs and new construction cost are estimated to be $277 per square foot. Additional costs for design and furniture, fixtures and equipment is expected to cost approximately $82 per square foot. As part of the presentation to Council, staff will provide a financial proforma on funding the proposed design and construction of the facilities. This plan will include the reallocation of annual lease and operational costs for the Development Services facility. Option 1 with Parkin� - $39,788,697: �� . . � � �� Existing City Hall 24,094 sf $88- 113/sf $ 1,819,475 $ 2,421,825 New Annex 74,643 sf $285 -$325/sf $ 21,273,259 $ 24,258,980 Design Contingency 10% $ 2,309,273 $ 2,668,080 Subtotal 98,737 sf $ 277 /sf (avg) $ 25,402,008 $ 29,348,885 FFE/Soft Costs $ 8,128,642 $ 9,391,643 TOTAL $ 33,530,650 $ 38,740,529 �� m � m m"' � City Hall Annex 84 $ 3,200 /sp $ 268,800 McKinney - South 170 $ 3,200 /sp $ 544,000 Civic Center 23 $ 3,200 /sp $ 73,600 Design Contingency 10% $ 88,640 Subtotal $ 975,040 Soft Costs $ 73,128 TOTAL $ 1,048,168 TOTAL CONSTRUCTION COSTS $ 34,578,818 $ 39,788,697 Option 2 with Parkin� - $36,831,677: �� : .. � � �� . � �� .. �� .. Existing City Hall 24,094 sf $88- 113/sf $ 1,819,475 $ 2,421,825 New Annex 68,377 sf $285- $325/sf $ 19,487,392 $ 22,222,465 Design Contingency 10% $ 2,130,687 $ 2,464,429 Subtota) 92,471 sf $ 273 /sf (avg) $ 23,437,554 $ 27,108,719 FFE/Soft Costs $ 7,500,017 $ 8,674,790 TOTAL $ 30,937,571 $ 35,783,509 IIIIIIIII III � .. � . m .y�„ .. � � m m. � �"°� City Hall Annex 84 $ 3,200 /sp $ 268,800 McKinney-South 170 $ 3,200 /sp $ 544,000 CivicCenter 23 $ 3,200 /sp $ 73,600 Design Contingency 10% $ 88,640 Subtota) $ 975,040 Soft Costs $ 73,128 Subtota) $ 1,048,168 TOTAL CONSTRUCTION COSTS $ 31,985,739 $ 36,831,677 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. Agenda Information Sheet 2. Power Point Presentation Public Infrastructure 1.1 Manage iinancial resources in a responsible manner Respectfully submitted: Mark Nelson Transportation Director � � �, � � � � f� o c �; � O�: � G� � �� , � C7 " �� q x _ „ , ,,, , . . , � n. �i a; , , �; ' � � �f) im %/////iii/; . , . . . � "' � j �o�ii„„r,��F�Z �. , �. � . � . . , � �' � . . v .. + � � ;. . . ... . . _ ' . .. .. � � i ir � . .. - �¢ �� . � � .� �� w , �� ... . : � ... . � . .. �� „�i ��. �. . � � � . . .. .. . . � � ' � ii � � �,; : i . . � � iiiiiiiiiiiiii . . � ' � , %i ��. i � i! . . 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-527, Version: 1 AGENDA CAPTION Receive a report, hold a discussion and give staff direction regarding a Citizen Comment Pilot Program for Section 3.B. items ("Receive Scheduled Citizen Reports from Members of the Public") of the City Council's Regular Meeting Agenda, which pilot program was enacted by Ordinance No. 2017-402. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� __ City of Denton �_ — _ city xall `�t� Illllllllllllllll�l�uuuuuul�l�ll 215 E. McKinney Street � Denton Texas www.c ityofdenton. com DEPARTMENT: CM/ DCM/ ACM: DATE: SUBJECT AGENDA INFORMATION SHEET Legal Aaron Leal, City Attorney April 3, 2018 Receive a report, hold a discussion and give staff direction regarding a Citizen Comment Pilot Program for Section 3.B. items ("Receive Scheduled Citizen Reports from Members of the Public") of the City Council's Regular Meeting Agenda, which pilot program was enacted by Ordinance No. 2017-402. BACKGROUND On December 12, 2017, the City Council adopted Ordinance No. 2017-402 (Attached as Exhibit 1), which ordinance enacted a City Comment Pilot Program for Section 3.B. Items of the City Council Regular Meeting Agenda. This pilot program was created so as to allow the City Council to ask questions of the speaker and to engage in Council discussion. Specifically, the temporary trial ordinance provided the following: l. Allow the City Council to discuss Section 3.B. items; 2. Allow the City Council to ask questions of each citizen speaker: 3. Allow the City Council to request that a Section 3.B. item be further researched and presented by City Staff at a later City Council meeting; and 4. Modify the total time allotted for a Section 3.B. item to five (5) minutes, with three (3) of those minutes allotted to the citizen speaker's presentation and two (2) minutes allotted to City Council questions and discussion. In addition, in order to comply with the Texas Open Meetings Act, temporary changes were made to the Council's Regular Meeting Agenda to include the above four items so as to provide the public with advance notice that questions and/or discussion may be had. Finally, temporary changes were also made to Section 2-29(f)(4)a.l to reflect the above four items. The pilot program's trial period started January l, 2018 and expired March 30, 2018. The pilot program seems to have worked well for City Council and the general public. There have not been any issues encountered with the process. Since the pilot program has expired, a work session has been scheduled to determine whether Council desires: 1. To make the temporary changes made by Ordinance No. 2017-402 permanent; 2. To extend the pilot program for another ninety-day period; or 3. To discontinue the pilot program. Draft ordinances for options 1 and 2 have been included as Exhibits 2 and 3. Since options 1 and 2 amend Section 2-29 of the City Code ("Council Rules of Procedure"), Section 2-29(b)(14) requires that any AIS O4032018 Page 2 proposed amendments or new rules shall first be introduced at a City Council meeting and then adopted at a subsequent City Council meeting. This is why there is not an action item on the Council's Regular Meeting agenda connected to this Work Session item. This allows Council to make any revisions to either draft ordinance before adopting it at its April 17, 2018 Regular Meeting. 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: Organizational Excellence Related Goal: 1.3 Promote effective internal and external communication EXHIBITS 1. Agenda Information Sheet 2. Ordinance No. 2017-402 3. Draft Ordinance Option 1 4. Draft Ordinance Option 2 Respectfully submitted: Aaron Leal City Attorney Prepared by: Toni Reedy Legal Administrator c:Ausers�legisiar\appdaia�local\iemp\bcl iechnologies\easypdf 8\@bcl@240e158a\@bcl@240e158a.docx C:\iJsers\100�46.�CDI.3AI3�Appl3�ta�L,�ca1\Itrlicrasofi\Windows\7'urraporary Tnier��i F'iles\Co�teni.C3utlook\�9V�\/Ivlft�\C� Rules of �xacedurus - 12 12 17.do� •'r • �• � '� � •�r � • • r • . • � � • . � ..� .. �. , ; , � � . .�. .� ; . � . ; � � . ,. , �, ••• r �� : . ••• r •� � �. . �..� � �.. �. WHEREAS, at a City Cauncil Work Session held on Octaber 10, 2017, the City Attorney presented a repart regarding the Texas Open Meetings Act (66TOMA99) as it related to Section 3.B. l66Receive Scheduled Citizen Reparts from Members of the Public") of the City Cauncil's Regular � Meeting Agenda; and WHEREAS, during that presentation, the City Attarney explained to the City Council the potential TOMA legal issues cancerning the wording of the Section 3.B. captians, which captions are drafted and turned in to the City Secretary for posting; and WHEREAS, the typical Section 3.B. caption wording is inconsistent with the custom the City uses to a11ow for the City Council to discuss and take action on the item, and thus could subject the City Council to a possible TOMA violation; and WHEREAS, during the presentation a question was asked whether the City Council could ask questions of the speaker and engage in Council discussion, to which the City Attorney advised that they cauld if they amended Section 2-29 (66Council Rules of Pracedure") and the Regular Meeting Agenda sa as to pravide the general public advance natice that questions and/ar discussion may be had; and WHEREAS, at the end of the City Attorney's presentation, the City Cauncil directed the City Attorney ta bring back an ardinance which would: (a) allow the City Council to discuss Sectian 3.B. items; (b) allaw the City Council ta ask questions af the citizen speaker; (c} allow the City Council to request that a Section 3.B. item be further researched and presented by City Staff at a later City Council meeting; and (d) modify the total time allatted far a Section 3.B. item to five (5) minutes, with three (3) of those minutes allotted to the citizen speaker's presentation and two (2) of those minutes allotted to City Council discussion; and WHEREAS, the City Council alsa directed that such ordinance would be implemented on a trial basis in the farm af a"Citizen Comment Pilot Pragram" to determine whether ta continue the Section 3.B. changes on a full-time basis; WHEREAS, per Denton City Code, Section 2-29(b)(14), this ordinance was intraduced at the City Cauncil's December 5, 2017 Work Sessian, where the City Council was provided with an opportunity to review and comment on the ordinance; NOW, THEREFORE, � � � � � • ; �.1. S:\Legct!\C�«r i)ocum�ntslOrdinances\17\�� FZules of Pro�edures - 12 12 17.dac herein. �_ � r The foregoing recitals are adopted as findings of the City Council as though set forth fully 1 • � � . ' � � • r � � . -��, The provisions af the Citizen Comment Pilot Pragram shall supersede and prevail over any contrary provisians within Sectian 2-29 of the City Cade far the duration of the Pilot Pragram. �' . ; � . � � � �� , For the duration of the Citizen Comment Pilot Program, Sectian 2-29( fl(4)a. l. shall read as fallows: Prior Registratzon. Any persan who wishes ta place a subject on the council agenda at regular council meetings shall advise the city manager's affice of the fact and the specified subject matter which he ar she desires ta place on the agenda na later than 12:00 p.m. Thursday prior to the council meeting at which he ar she wishes the designated subject ta be considered. Such reparts shall be heard at the beginning af the regular meeting of the city council pursuant ta an agenda posting allowing a period af public comment. Up ta four (4) speakers per meeting will be assigned ta speak at this forum. Each speaker providing a report shall speak for no langer than three (3) minutes. At the conclusion of each report, council may pase questions to the speaker cancerning his or her report. Council may also engage in discussian concerning each repart. The total time allatted ta Cauncil far posing questians or engaging in discussian for each report shall not exceed two (2) minutes. If the city council believes that a speaker's report requires a mare detailed review, the cauncil will give the city manager or city staff direction to place the item an a future work sessian ar regular meeting agenda and advise staff as ta the background materials to be desired at such meeting. �i��""�'�+4�� . Irnplementation Actions. The City Secretary is directed to modify Section 3.B. af the City Council's Regular Meeting Agenda ta be in conformity with this Ordinance. The City Manager is directed to modify the video annauncement that advises members of the public the pracedures far addressing the City Council to be in confarmity with this Ordinance. That this Ordinance shall become effective January 1, 2018. � � 1 •. . C:\Users\100896.CODADWppDataU.oca1\Microsoft\Windows\Temporary Internet Files\Content.0utlook\09VBVMRO\CC Rules of Procedures - 12 12 17.doc 2018. This Citizen Comment Pilot Program shall have no further force or effect after March 30, SECTION 7. Severability Clause. If any section, subsection, paragraph, sentence, clause, phrase or word in this ordinance, or application thereof to any person or circumstances is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance, and the City Council of the City of Denton, Texas, hereby declares it would have enacted such remaining portions despite any such invalidity. PASSEp AND APPROVED this the ww_ww�� _ day of ��p ��;� �� „��' „ 2017. CHRIS 4�'ry�. , . �.R_ ��_ ATTEST: JENNIFER WALTERS, CITY SECRETARY A� � B� � � _�. c�� "'�`�f� ��h. TO LEGAL FORM: AARON LEAL, CITY ATTORNEY � ��y ✓M.,�.�^""� � �..�� °d+�""" �r "&�+� .�r�`^P" . � BY: �-- � �"°µ ...- _� s. �.__ ..... �� PAGE 3 S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Ordinance Permaneni-04032018.doc Exhibit 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS TO AMEND SECTION 2-29 ("COUNCIL RULES OF PROCEDURE") OF THE CITY OF DENTON CODE OF ORDINANCES RELATED TO SECTION 3.B. ITEMS ("RECEIVE SCHEDULED CITIZEN REPORTS FROM MEMBERS OF THE PUBLIC") OF THE CITY COUNCIL' S REGULAR MEETING AGENDA; PROVIDING FOR A SEVERABII,ITY CLAUSE; AND PROVIDING FOR AN EFFECTNE DATE. WHEREAS, on December 12, 2017, the City Council adopted Ordinance No. 2017-402, which ordinance enacted a Citizen Comment Pilot Program so as to a]low City Council to ask questions of the speaker and/or engage in Council discussion during scheduled citizen reports provided in connection with Section 3.B. of the City Council's Regular Meeting Agenda; and WHEREAS, Ordinance No. 2017-402 provided the following items: (a) allow the City Council to discuss Section 3.B. items; (b) allow the City Council to ask questions of the citizen speaker; (c) allow the City Council to request that a Section 3.B. item be further researched and presented by City Staff at a later City Council meeting; and (d) modify the total time allotted for a Section 3.B. item to five (5) minutes, with three (3) of those minutes allotted to the citizen speaker's presentation and two (2) of those minutes allotted to City Council discussion; and WHEREAS, the City Council also directed that such ordinance would be implemented on a trial basis to determine whether to continue the Section 3.B. changes on a full-time basis; and WHEREAS, said Citizen Comment Pilot Program commenced on January l, 2018 and expired on March 30, 2018; and WHEREAS, the Council has determined that the Citizen Comment Pilot Program has been a success and should be made permanent; and WHEREAS, per Denton City Code, Section 2-29(b)(14), this ordinance was introduced at the City Council's April 2, 2018 Work Session, where the City Council was provided with an opportunity to review and comment on the ordinance; NOW, THEREFORE, S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Ordinance Permaneni-04032018.doc THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: herein. SECTION 1. Findings. The foregoing recitals are adopted as findings of the City Council as though set forth fully SECTION 2. Amendment to Section 2-29 of the Council Rules of Procedure. Section 2-29(�(4)a.l. of the Code of Ordinances of the City of Denton, Texas sha]1 be amended in its entirety to read as follows: Prior Registration. Any person who wishes to place a subject on the council agenda at regular council meetings shall advise the city manager's office of the fact and the specified subject matter which he or she desires to place on the agenda no later than 12:00 p.m. Thursday prior to the council meeting at which he or she wishes the designated subject to be considered. Such reports shall be heard at the beginning of the regular meeting of the period of public comment. speak at this forum. city council pursuant to an agenda posting allowing a Up to four (4) speakers per meeting will be assigned to Each speaker providing a report sha]1 speak for no longer than three (3) minutes. At the conclusion of each report, council may pose questions to the speaker concerning his or her report. Council may also engage in discussion concerning each report. The total time allotted to Council for posing questions or engaging in discussion for each report shall not exceed two (2) minutes. If the city council believes that a speaker's report requires a more detailed review, the council will give the city manager or city staff direction to place the item on a future work session or regular meeting agenda and advise staff as to the background materials to be desired at such meeting. SECTION 3. Implementation Actions. The City Secretary is directed to modify Section 3.B. of the City Council's Regular Meeting Agenda to be in conformity with this Ordinance. The City Manager is directed to modify the video announcement that advises members of the public the procedures for addressing the City Council to be in conformity with this Ordinance. SECTION 7. Severability Clause. If any section, subsection, paragraph, sentence, clause, phrase or word in this ordinance, or application thereof to any person or circumstances is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance, and the City Council of the City of Denton, Texas, hereby declares it would have enacted such remaining portions despite any such invalidity. PAGE 2 S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Ordinance Permaneni-04032018.doc PASSED AND APPROVED this the day of , 2018. ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY : CHRIS WATTS, MAYOR PAGE 3 S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Bxiension 04032018.doc Exhibit 3 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS TO ENACT A CITIZEN COMMENT PII,OT PROGRAM FOR SECTION 3.B. ("RECEIVE SCHEDULED CITIZEN REPORTS FROM MEMBERS OF THE PUBLIC") ITEMS OF THE CITY COUNCIL REGULAR MEETING AGENDA; PROVIDING FOR A SEVERABII,ITY CLAUSE; PROVIDING FOR AN EFFECTNE DATE; AND PROVIDING FOR A SUNSET DATE. WHEREAS, on December 12, 2017, the City Council adopted Ordinance No. 2017-402, which ordinance enacted a Citizen Comment Pilot Program so as to a]low City Council to ask questions of the speaker and/or engage in Council discussion during scheduled citizen reports provided in connection with Section 3.B. of the City Council's Regular Meeting Agenda; and WHEREAS, Ordinance No. 2017-402 provided the following items: (a) allow the City Council to discuss Section 3.B. items; (b) allow the City Council to ask questions of the citizen speaker; (c) allow the City Council to request that a Section 3.B. item be further researched and presented by City Staff at a later City Council meeting; and (d) modify the total time allotted for a Section 3.B. item to five (5) minutes, with three (3) of those minutes allotted to the citizen speaker's presentation and two (2) of those minutes allotted to City Council discussion; and WHEREAS, the City Council also directed that such ordinance would be implemented on a trial basis to determine whether to continue the Section 3.B. changes on a full-time basis; and WHEREAS, said Citizen Comment Pilot Program commenced on January l, 2018 and expired on March 30, 2018; and WHEREAS, the Council has determined that the Citizen Comment Pilot Program should be extended for another ninety days; and WHEREAS, per Denton City Code, Section 2-29(b)(14), this ordinance was introduced at the City Council's April 2, 2018 Work Session, where the City Council was provided with an opportunity to review and comment on the ordinance; NOW, THEREFORE, S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Bxiension 04032018.doc THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: herein. SECTION 1. Findings. The foregoing recitals are adopted as findings of the City Council as though set forth fully SECTION 2. Effect on Contrary Provisions in Section 2-29 of the City Code. The provisions of the Citizen Comment Pilot Program sha]1 supersede and prevail over any contrary provisions within Section 2-29 of the City Code for the duration of the Pilot Program. SECTION 3. Citizen Comment Pilot Program. For the duration of the Citizen Comment Pilot Program, Section 2-29(�(4)a.l. sha]1 read as follows: Prior Registration. Any person who wishes to place a subject on the council agenda at regular council meetings shall advise the city manager's office of the fact and the specified subject matter which he or she desires to place on the agenda no later than 12:00 p.m. Thursday prior to the council meeting at which he or she wishes the designated subject to be considered. Such reports shall be heard at the beginning of the regular meeting of the period of public comment. speak at this forum. city council pursuant to an agenda posting allowing a Up to four (4) speakers per meeting will be assigned to Each speaker providing a report sha]1 speak for no longer than three (3) minutes. At the conclusion of each report, council may pose questions to the speaker concerning his or her report. Council may also engage in discussion concerning each report. The total time allotted to Council for posing questions or engaging in discussion for each report shall not exceed two (2) minutes. If the city council believes that a speaker's report requires a more detailed review, the council will give the city manager or city staff direction to place the item on a future work session or regular meeting agenda and advise staff as to the background materials to be desired at such meeting. SECTION 4. Implementation Actions. The City Secretary is directed to modify Section 3.B. of the City Council's Regular Meeting Agenda to be in conformity with this Ordinance. The City Manager is directed to modify the video announcement that advises members of the public the procedures for addressing the City Council to be in conformity with this Ordinance. PAGE 2 S:ALegal\Our pocumenis\Ordinances\l8\CC Rules of Procedures-Draft Bxiension 04032018.doc 2018. SECTION 5. Effective Date. That this Ordinance sha]1 become effective April 17, 2018. SECTION 6. Sunset Date. This Citizen Comment Pilot Program shall ha�e no further force or effect after July 17, SECTION 7. Severability Clause. If any section, subsection, paragraph, sentence, clause, phrase or word in this ordinance, or application thereof to any person or circumstances is held invalid by any court of competent jurisdiction, such holding shall not affect the validity of the remaining portions of this ordinance, and the City Council of the City of Denton, Texas, hereby declares it would have enacted such remaining portions despite any such invalidity. PASSED AND APPROVED this the day of , 2018. ATTEST: JENNIFER WALTERS, CITY SECRETARY :• APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY : CHRIS WATTS, MAYOR PAGE 3 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� File #: ID 18-531, Version: 1 Legislation Text AGENDA CAPTION Receive a report and hold a discussion and provide direction regarding the appointment of an Alternate to the Board of Directors of the Denton County Transportation Authority. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: AGENDA INFORMATION SHEET Transportation CM/ DCM/ ACM: Mario Canizares DATE: April 3, 2018 SUBJECT Receive a report hold a discussion and provide direction on the appointment a first alternate to the Board of Directors of the Denton County Transportation Authority. BACKGROUND The City of Denton received a letter from the Denton County Transportation Authority (DCTA) dated November 14, 2017, indicating the terms of the City of Denton Representative and Alternate to the DCTA Board of Directors has expired. As part of an action item on the February Mobility Committee Agenda, staff was directed to place the DCTA Board nominations on the March 6, 2018, City Council Work Session to provide consideration of additional nominations and discuss the DCTA Board composition. On March 20, 2018, the City Council appointed Mr. Huckaby as the primary representative to the DCTA Board of Directors and indicated they would receive nominations for the First Alternate to the DCTA Board. Mr. Guy McElroy was appointed as the First Alternate to the Board of Directors of the Denton County Transportation Authority (DCTA) by Denton City Council Resolution 2011-048 on December 6, 2011. The two-year term for the Alternate has expired, however, the appointee may serve in an official capacity until replaced. Mr. Guy McElroy, a resident and former City of Denton Council Member, meets the DCTA ByLaws eligibility requirements and has expressed interest in continuing to serve as the Alternate. Mayor Pro Tem Bagheri notified staff on March 26, 2018, that she is nominating Ms. Donna Bloom as the Alternate to the DCTA Board of Directors. Ms. Bloom is a resident of the City of Denton, an attorney at law, and meets DCTA eligibility requirements to serve on this Board. This item is intended to provide Council the opportunity to receive nominations and consider the qualifications of nominees to serve as the Alternate to the DCTA Board of Directors. Item 18-533 is an action item on the Apri13, 2018, Denton City Council Agenda — Items for Individual Consideration. OPTIONS 1. Approve a resolution to appoint a new Alternate representing the City of Denton on the DCTA Board of Directors. 2. Re-appoint Guy McElroy as the Alternate representing the City of Denton on the DCTA Board of Directors. 3. Consider additional nominations to serve as the Alternate Representative to the DCTA Board of Directors. 4. Take no action at this time. Current representatives may continue to serve. ESTIMATED SCHEDULE OF PROJECT Appointment of an Alternate by official resolution as part of the Apri13, 2018, Denton City Council Agenda would be effective immediately and the Alternate would serve until November 2019. PRIOR ACTION/REVIEW (Council, Boards, Commissions) December 6, 2011- Mr. Guy McElroy was appointed as Alternate to the DCTA Board by Resolution 2011-048. Februarv 16, 2018 -Informal Staff Report 2018-018 was submitted as part of the Friday Report. Februarv 21, 2018 - the Mobility Committee considered the nomination of Richard Huckaby as the Primary Representative to the DCTA Board of Directors. No action taken. March 6, 2018 — City Council Work Session — staff directed to bring the appointment of Richard Huckaby to next Council Meeting and consider nominations for an Alternate Representative. March 20, 2018 — City approved Resolution 2018-062 appointing Richard Huckaby as the Primary Representative to the DCTA Board of Directors. FISCAL 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: Related Goal: EXHIBITS PowerPoint Presentation Safe, Liveable & Family-Friendly Community 1.6 Collaborate with local, regional, state, and federal partners Respectfully submitted: Mark Nelson Transportation Director W � 0 N � M .� Q Q � O N � Z L ca � e / 1; 1; ► i i; 1; • 1; �- �; 1; • 1: �- 1; 1; 1; • � �� .��uii�uu��. .��uii�uu��. � City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-560, Version: 1 AGENDA CAPTION Receive a report, hold a discussion, and give staff direction regarding the G. Roland Vela Athletic Complex capital proj ect. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM/ DCM/ ACM: DATE: AGENDA INFORMATION SHEET Parks and Recreation Bryan Langley April 3, 2018 SUBJECT Receive a report, hold a discussion and give staff direction regarding the G. Roland Vela Athletic Complex capital proj ect. BACKGROUND The Vela Athletic Complex originated in the 2005 Capital Improvement Program (CIl'). The original concept called for purchasing 16 acres from the Denton Independent School District at the C.H. Collins Complex and constructing three lighted soccer fields and a restroom / concession building at a cost of $1,600,000. Pursuit of the site was suspended when it was determined the proposed area was part of the storm water detention for the complex and the amenities could not be built on that site. In 2008, the Parks and Recreation Department (PARD) combined funds with the Police Department to purchase the 20 acre site located on Hwy 77. The acquisition amount was $1,345,761 with $961,734 funded through Certificates of Obligation (CO's) and $384,027 from the 2005 CIl' soccer project. The intent of the purchase was to acquire land for the proposed Animal Care and Adoption Center. The tract met the desired criteria of accessibility and visibility, reasonable proximity to other public facilities or park like amenities, accessible infrastructure, and conducive site topography for the animal care facility. It was also ideally situated to allow for the expansion of the northeastern limits of North Lakes Park. Jacobs Engineering was hired to design the athletic complex using part of the 20 acres and the area north of the Windsor pond in North Lakes Park Concept designs were prepared and presented to the community. Feedback indicated strong opposition to the plan due to the encroachment on natural preserve area. Staff identified property adjacent to North Lakes Park as a site for the complex. City Council approved the purchase of a 26-acre tract between Riney Road and the natural area in North Lakes Park in October 2012, at a cost of $1,000,000. Funding included $500,000 from the 2005 CIP soccer project, $250,000 from Park Gas Well revenue, and $250,000 from an Open Space CIl'. In July of 2013, a contract was signed with Dunaway & Associates for the design on the new property. In the fall of 2014, voters approved an additional $1,333,000 in the CIl' for the project to retain the restroom / concession building elements of the original concept, a large pavilion, and a playground. The final design of the complex included four lighted adult multi-use fields, a restroom facility, concession stand, a playground, and several pavilion areas, and a parking lot with an opinion of probable construction cost of $5,500,000. The bid documents for the project were designed to maximized construction and funding options by outlining a base bid for two fields, the restroom / concession structure, a pavilion and a section of parking, Alternative bid options captured the full scope of the design by including the third and fourth fields, additional pavilions, a full parking layout, and site amenities. RFP 6671 was sent to 600 potential contractors. Seven respondents submitted bids. The current revised cost for this project is $6,000,000, including outsourced project management. In addition to a balance of original funding, the project has $1,386,669 of previously allocated funds from various sources. An additional $575,000 was allocated from General Fund balance as approved by Council on December 12�h, 2017. A budget amendment of $1,570,491 reallocating funds related to Bonnie Brae Phase 3 freeing General Fund resources along with a budget amendment of $1,134,640 utilizing additional General Fund resources and unallocated savings from other capital projects was proposed to Council on March 27, 2018, to be transferred to this project. This reallocation of resources fully funds the proj ect. A companion contract for professional services in the amount of $190,000 related to project management for the construction of the complex is also included in the project cost. Project management by a firm will assist the City in ensuring construction of the proj ect is performed as contracted, provide an additional evaluation of costs and potential changes, and keep the project on the stated timeline. The scope of services includes: • Regular meetings with City representatives to review and provide updates on the project status • Site visits to observe progress and quality of work is in accordance with the construction contract documentation • Review of material certified test reports • Establish procedures for administering constructive changes / prepare documentation for contract modifications • Maintain project documentation • Review payment requests • Conduct final review of the project for conformance of compliance Three design options were developed, complementing the bid structure. Full design at $6M includes all base bid items and all alternate bid options. A$S.SM project option allows for the construction of four lighted fields, a restroom / concession stand structure, a playground, and the full parking lot. Pavilions and fencing are not included. The last option includes two lighted fields, the restroom / concession structure, a playground, all pavilions, and part of the parking lot at a cost of $4.6M. Under the $S.SM and $4.6M options, PARD would be responsible for hydromulching, the procurement and installation of site amenities, and planting of trees. The current bid proposal and pricing under this funding assumption expires on May 18, 2018. OPTIONS Three funding options for consideration are: • Proceed as proposed on March 27th using a reallocation of RTF funding and unallocated CIP funding for the full cost of the project. • Identify and utilize a combination of Certificates of Obligation (CO's) and other available sources of funding for the full cost of the project. • Select one of the two lower cost designs and fund utilizing identified available funding. RECOMMENDATION Staff recommends funding the project using the strategy outlined on March 27, 2018 for the full design and cost of the proj ect. ESTIMATED SCHEDULE OF PROJECT By proposed contract, total calendar days to completion is 292. Work will begin with 15 days of notice to proceed by the City. PRIOR ACTION/REVIEW (Council, Boards, Commissions) Council received presentations on the Vela Athletic Complex and funding on September 12, 2017, December 12, 2017, and March 27, 2018. BID INFORMATION RFP 6671 was released on December 19, 2017 and closed January 18, 2018. The RFP was sent to 600 potential contractors with seven responses. The current bid proposal expires on May 18, 2018. 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: opportunities Safe, Liveable & Family-Friendly Community 4.4 Provide and support outstanding leisure, cultural, and educational EXHIBITS Exhibit 1 Agenda Information Sheet Exhibit 2 Presentation Exhibit 3 Cost Projection Respectfully submitted: Laura Behrens Assistant Director, Parks and Recreation Prepared by: Laura Behrens Assistant Director, Parks and Recreation /� � � O U � � ► � ;r f � i i � . ;r � ;r � � �', i'" ;r f � i r 1 J �� ; �',. � � 4 � �; • ♦� 1: �' s 1 i, , s s 1 � 4,, i,,; • •;' • r, • • • • •, .: �, . �:, ;. .: . .� .: r: : r: �' �: !, �' !, #r •� !, �, #r !, � � �' � � !, � � � � ! �' ;� • � � !, � !, � � � �- • �; � • � � � •: • �; ; �: �� •; � � •; ii �� s � ii � • i � � •; s � � �" •; s s • x v a � 0 � V .Y � i Y a � v > � � � � a LL � c c c�-� o 0 0 0 �� 00 00 O O N N 00 �� CO N N � CO M Ln N 00 N � � V� � O I� M CO � V� Ln O � fR I� O CO � V ff3 V � � � Ln d-T d-T d-T d-T d-T O O O O O OD OD O O I� � N M O CO O O O� N O O CO N� � CO Ln CO O O M N Ln O� Oi N N O V O 00 � 00 I� Ln � N� N � Ln I� Ln 00 00 I� � V� T V� M�� CO � CO I.C) I� I.C) �� CO � � CO 00 � � N � fR CO CO �D � a0 N fR 00 fR fR fR fR fR fR � M � d-T d-T � d) � N U N O m � 3 U p � J �N � �, U 3 c � a� LL �� m o N d U � � N o N a � � N � N > CO . � � � t 0 � � j -p -6 J U N � � � � � � o o a � � , �; � � N � tll M � C N C N N 0 �-= N (6 (n � V� i N 7 N � E C � � 7 N Q� d m C � (6 O d o U � m �n LL W c c��. � � �, , �,� .o ,� o m � � �' � - � � � � �o � . o rn �n � m � � c � N � � � 3 �� -o � 0 ��6 ai � c>_ a� o � Q U� J � J U � N � � L.L J � O E ' C C � �� i � -6 � � U C � d �� 6 � N(n Y°� Y E O 0 � N m rn�' � ii � m o � .N c� 0 a� � d �n d.� o�� Q d � � � � U N � V i i >, (6 C �Uc�wU�wcnww�wwacn J IJ IJ I� I� IJ I� IJ IW IJ IJ IJ IW IJ IJ IJ � � � O m N U � � � o � � .o a "� U � C � � O U c � a� � � c d C� �� • �� f6 o y O � c � % O � � N � L V � � aL+ � � � y C C O ' O U � V Q O d N C � � � 0 � L R R y N � O � a � 0 0 L a � N � � O m � R R � 0 0 0 0 0 0 0 0 0 0 0 0� o o� o 0 0 0� v o N o 0 0 0 0 � o M v v M a �. 0 LO CO N M O CO O CO O O LO 00 M O O M O O O M M LO V V O O O 00 O V O � 00 T M h 0 M I� N � O Ln V Ln O O� O� CO N O O CO � N I� Ln 00 Ln O O M Ln 00 O a0 � h h N �O ' N M CO I� M O CO 00 O LO I� M M CO CO I� N LO N O I� LO 00 O LO N� O� fR T I� h N h � M ..: N � CO I� � 00 M N M CO I� N LO LO � � 00 CO CO N M N � I� M 00 CO CO N 00 00 h I� � h N ��O Ln O O CO O I� Ln �� I� � I� 00 � CO V� N 00 V O N CO 00 I� N N h N O N Oi rl :� 00 V Ln M fR I� fR Ln fR 00 fR CO M I� M V I� M fR V � fR CO fR V N Ln a0 T �D � 00 '� Ef3 � Ef3 Ef3 Ef3 Ef3 � Ef3 Ef3 Ef3 Ef3 Ef3 Ef3 Ef3 �3 �� Ef3 �3 �3 Ef3 � � � h �D � � 00 ..��.: ER N N � V} �!1 V> V> ER i/� � N T y } �. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-508, Version: 1 AGENDA CAPTION Receive a report, hold a discussion, and give staff direction on a draft ethics ordinance from attorney Alan Boj orquez. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton City Hall �� ,�;;�� 215 E. McKinney Street ��'��~��'�` Denton, Texas www.cityofdenton.com DEPARTMENT: CM/ DCM/ ACM: DATE: AGENDA INFORMATION SHEET City Manager's Office Bryan Langley April 3, 2018 SUBJECT Receive a report, hold a discussion, and give staff direction regarding a draft ethics ordinance from attorney Alan Bojorquez. BACKGROUND The process for the creation of an ordinance is to hold an estimated eight (8) meetings from December 2017 to April 2018. The City Council held a series of five (5) meetings from December 2017 to February 2018 to discuss various elements of an ethics ordinance and to provide direction in the creation of an ethics ordinance. On March 6, 2018, attorney Alan Bojorquez presented a first draft of an ethics ordinance to City Council titled Draft "A" and a second draft ordinance titled Draft `B" was presented on March 20, 2018. This meeting will review the third draft of an ethics ordinance (Draft "C"). As directed, staff has drafted the agenda to allow for Council to suspend the Rules of Procedures to provide an opportunity for public comment at Work Sessions where the ethics ordinance will be discussed. In addition, a public hearing will be held during the regular session meeting of City Council on Apri13, 2018 beginning at 6:30 p.m. Included as Exhibit 2 is the third draft of the ethics ordinance (Draft "C") based on the feedback that staff has received during the prior City Council meetings and a redlined version of changes from Draft `B" as Exhibit 3. Public comment received through the creation of the ordinance has been included as Exhibit 4. There have been seven (7) speakers at City Council meetings, two (2) comments received through email, and two (2) public comments recived through the form available on the website. A presentation will be sent to City Council early next week. ESTIMATED SCHEDULE OF PROJECT Adoption of the ethics ordinance is planned for April 17, 2018. PRIOR ACTION/REVIEW (Council, Boards, Commissions) November 14, 2017- City Council directed staff to hire attorney Alan Bojorquez. December 5, 2017- The first meeting with attorney Alan Bojorquez was held. December 19, 2017- The second meeting with attorney Alan Bojorquez was held. January 27, 2018- The third meeting with attorney Alan Bojorquez was held. February 6, 2018- The fourth meeting with attorney Alan Bojorquez was held. February 20, 2018- The fifth meeting with attorney Alan Bojorquez was held. March 6, 2018- Ethics Ordinance Draft "A" was presented to City Council. March 20, 2018- Ethics Ordinance Draft `B" was presented and a public hearing was held. FISCAL INFORMATION The current cost for ordinance development is approximately $32,000. Any additional meetings would be at a cost of $4,000 each and not-to-exceed $40,000 total. 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: Organizational Excellence EXHIBITS Exhibit 1- Agenda Information Sheet Exhibit 2- Ethics Ordinance Draft "C" clean Exhibit 3- Ethics Ordinance Draft "C" redline Exhibit 4- Public Comment Respectfully submitted: Bryan Langley Deputy City Manager Prepared by: Charlie Rosendahl Management Analyst � � � �� ,� a �� a a , ��I ;� ��I �� 'lll �illll '�i � � � City of Denton's Code of Ethics City Council Work Session Tuesday, Apri13, 2018 Work Session & Public Ilearing: D�aft "C" of the Ethics Ordinance Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 1 l. I�ra�ft I�ocum�r�t: The following material represents a rough draft-in progress, which was prepared for discussion purposes; only, and is subject to modification following public notice and public hearings. Specific language will not be considered final until duly approved by a majority of the City Council at a properly-posted public meeting. 2. 'I`r�ir�ir��: Prior to commencing the drafting process, the City Council completed two (2) hours of formal training on state ethics laws and common components of municipal ethics policies in Texas. 3. �ro��l S�m�lir��: The contents of this draft was selected from a sampling of more than nineteen (19) municipal ethics policies from across Texas. 4. �"or��r��u�: This document represents the consensus of preferences expressed by the City Council over a period of six (6) public work sessions, and one (1) public hearing, which were broadcasted. Altogether, the work sessions exceeded thirteen (17) hours of deliberations. 5. ��t Pr�c�ic��. Where there were gaps or omissions in the feedback or direction provided by the City Council thus far, the editor inserted recommendations that reflect Best Practices in the field of Municipal Ethics, solely at the editor's discretion. 6. A��lic�laility: This Code of Ethics was drafted to apply to the Mayor, City Council, P&Z, ZBA, Public Utilities Board, Department Heads appointed by the City Council, and Vendors. It is anticipated that a similar set of rules will be adopted subsequently for other employees. 7. �"o�lific��ior�. It is anticipated that certain non-substantive, grammatical and formatting edits will be made after (or just before) final adoption to make the Code of Ethics consistent with the broader Code of Ordinances. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics A.l�r� �ojorquez Consulting Ethics Acivisor & Atiorney at Law Apri13, 2018 page 2 TABLE OF CONTENTS I�IVISIO1�d 1. �E1�dEl�L ...............................................................................................................4 Sec. 3-105. Authority ......................................................................................................................4 Sec. 3-106. Purpose .........................................................................................................................4 Sec.3-107. Prospective ....................................................................................................................4 Sec. 3-108. Applicability .................................................................................................................5 Sec. 3-109. Definitions ....................................................................................................................5 Sec. 3-ll0. Cumulative & Non-Exclusive ......................................................................................7 I�IVISIOl�ai 2. 12ULES OF' �O1�aiI�U�'I' ..........................................................................................7 Sec. 3-111. Expectations .................................................................................................................7 Sec.3-112. Mandates .......................................................................................................................8 Sec.3-113. Prohibitions ...................................................................................................................8 V S P� 3. P�T'AT' P� ..........................................................................................13 Sec. 3-114. Staffing .......................................................................................................................13 Sec. 3-115. Legal Counsel .............................................................................................................13 Sec. 3-116. Training ......................................................................................................................13 Sec. 3-117. Board of Ethics ...........................................................................................................13 Sec. 3-118. Advisory Opinions ......................................................................................................15 Sec.3-119. Complaints ..................................................................................................................15 Sec. 3-120. Preliminary Assessment .............................................................................................17 Sec. 3-121. Meetings .....................................................................................................................18 Sec.3-122. Disposition ..................................................................................................................19 Sec. 3-123. Reconsideration ..........................................................................................................21 Sec. 3-124. General Procedural Matters .......................................................................................21 Sec. 3-125. Lobbyists [reserved] ....................................................................................................21 Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 3 Y1D � �i"1�� 66�, �� " 1 , � �� C�: /s I" I�: I�� .�Is I 1\I I I I\� I�-1�-��s�-1� �!� , ,. DIVISION 1. GENERAL 5�� 3-105m Auth�ri� This Article is enacted pursuant to the authority granted to the City under Section _ of the Charter. 5�� 3-1Q6m Purp�s� The purpose of this Article is to foster an environment of integrity for those that serve the City of Denton and our citizenry. The City Council enacted this Article in order to increase public confidence in our municipal government. It is the policy of the City that all City Officials and employees shall conduct themselves in a manner that assures the public that we are faithful stewards of the public trust. City Officials have a responsibility to the citizens to administer and enforce the City Charter and City Ordinances in an ethical manner. To ensure and enhance public confidence in our municipal government, each City Official must strive not only to maintain technical compliance with the principles of conduct set forth in this Article, but to aspire daily to carry out their duties objectively, fairly, and lawfully. Furthermore, this Article was enacted to ensure that decision makers provide responsible stewardship of City resources and assets. It is not the purpose of this Article to provide a mechanism to defame, harass or abuse their political opponents, or publicize personal grudges. Rather, this Article is intended to provide a framework within which to encourage ethical behavior, and enforce basic standards of conduct while providing due process that protects the rights of the Complainant and the Accused. This Article shall apply prospectively, and shall not sustain any Complaints based on acts or omissions alleged to have taken place prior to adoption of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 4 This Article applies to the following persons: (a) City Officials. (b) Former City Officials whose separation from city service occurred less than two (2) years from the date of the alleged violation of this Article. Application of this Article to Former City Officials shall be limited to alleged violations: (1) that occurred during the term as a City Official; (2) of the prohibition on representing others for compensation (§3-112(d)(2)); or (3) of the prohibition of subsequent work on prior projects (§3-112(h)). (c) Vendors; and (d) Complainant(s). � The following words, terms and phrases, when used in this Article, shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning: Accepted Complaint: a sworn allegation of a violation of this Article after the required documentation has been submitted to the City Auditor and determined to be administratively complete. Accused: a City Official who has been charged in a Complaint with having violated this Article. Actionable Complaint: an Accepted Complaint that has been deemed by a Panel to contain allegations and evidence that, if accepted as true, would support a finding that a violation of this Article occurred. Advisory Opinions: written rulings regarding the application of this Article to a particular situation or behavior. Article: the Code of Ethics for the City of Denton. Baseless Complaint: a Complaint that does not allege conduct that would constitute a violation of this Article, or that does not provide evidence that, if true, would support a violation of this Article. Board of Ethics: the oversight entity established by the Council to administer this Article. Business Entity: a sole proprietorship, partnership, firm, corporation, holding company, joint- stock company, receivership, trust, political subdivision, government agency, university, or any other entity recognized by law. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 5 Candidate: a person who has filed an application for a place on a ballot seeking public office, or one who has publicly announced the intention to do so. Charged: to be charged with a violation of this Article is to have an Accepted Complaint deemed Actionable. City: the City of Denton in the County of Denton and State of Texas. City Auditor: the person appointed to serve in the capacity provided for by Section 6.04 of the City Charter, or their designee and clerical staff acting in the City Auditor's absence. City Official: for purposes of this Article, the term consists of the Council Members, City Manager, City Attorney, Department Heads, or member of the Planning and Zoning Commission Members, Board of Adjustment, or Public Utilities Board. Code: the Code of Ordinances of the City of Denton, Texas, as such Code may be amended from time to time. Complainant: the human individual who submitted a Complaint to the City. Complaint: written documentation submitted to the City accusing a City Official of violating this Article. Confidential Information: any written information that could or must be excepted from disclosure pursuant to the Texas Public Information Act, if such disclosure has not been authorized; or any non-written information which, if it were written, could be excepted from disclosure under that Act, unless disclosure has been authorized by the City Council or City Manager. Council: the governing body of the City of Denton, Texas, including the Mayor and City Council Members. Deliberations: discussions at the dais; voting as a Member of the Board or Commission; presentations as a member of the audience before any City Board or Commission; conversing or corresponding with other City Officials or Staf£ This term does not apply to a general vote on a broad, comprehensive or omnibus motion, such as approval of the City budget. Department Heads: the employees appointed by the City Council, those being the City Manager, City Auditor, City Attorney, and Municipal Court Judge. Former City Official: a City Official whose separation from city service occurred less than two (2) years from the date of an alleged violation of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 6 Frivolous Complaint: a sworn Complaint that is groundless and brought in bad faith or groundless and brought for the purpose of harassment. Interfere: a person interferes with a process or activity pertaining to this section when they intentionally and wrongfully take part in, or prevent, a City process or activity from continuing or being carried out properly or lawfully. Panel: an ad hoc subcommittee of the Board of Ethics consisting of three (3) members assigned by the Chairperson or designated by the City Auditor (as applicable) on a rotating basis, at least one (1) of which is an attorney or retired jurist. Pending Matter: an application seeking approval of a permit or other form of authorization required by the City, State or Federal law; a proposal to enter into a contract or arrangement with the City for the provision of goods, services, real property or other things of value; a case involving the City that is (or is anticipated to be) before a civil, criminal or administrative tribunal. Person: associations, corporations, firms, partnerships, bodies politic and corporate, as well as to individuals. Recklessly: a person acts recklessly when they are aware of but consciously disregard a substantial and unjustifiable risk that a certain result is probable from either their conduct, or in light of the circumstances surrounding their conduct. The risk must be of such a nature and degree that to disregard it constitutes a gross deviation from the standard of care that an ordinary person would exercise under the circumstances. Relative: a family member related to a City Official within the third (3rd) degree of affinity (marriage) or consanguinity (blood or adoption). Shall: a mandatory obligation, not a permissive choice. Special Counsel: an independent, outside attorney engaged by the City to advise the City as an organization and/or the Board of Ethics. Vendor: a person who provides or seeks to provide goods, services, real property to the City in exchange for compensation. �� This Article is cumulative of and supplemental to all applicable provisions of the City Charter, other City Ordinances, and State/Federal laws and regulations. Compliance with this Article does not excuse or relieve any person from any obligation imposed by any other Rule. Attempts to enforce this Article shall be construed as foreclosing or precluding other enforcement options provided by other law. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 7 DIVISION 2. RULES OF CONDUCT 5�� 3-111m Exp��tati�n� The following list conveys the City Council's expectations for City Officials. These expectations are aspirational, and shall not serve as the basis for a Complaint. (a) City Officials are expected to conduct themselves in a manner that fosters public trust. (b) City Officials are charged with performing their public duties in a way that projects a high level of personal integrity and upholds the integrity of the organization. (c) City Officials must avoid behavior that calls their motives into question and erodes public confidence. (d) City Officials shall place the municipality's interests and the concerns of those the City serves above private, personal interests. (e) Those who serve the City are expected to value honesty, trustworthiness, diligence, objectivity, fairness, due process, efficiency, and prudence as values the City professes. (f) City Officials must balance transparency with the duty to protect personal privacy and preserve the confidential information with which the City has been entrusted. (g) It is neither expected nor required that those subject to this Article relinquish or waive their individual rights. 5�� 3-112m l�Ian�at�� (a) Duty to Report. City Officials shall reportanyconductthatthepersonknows to be a violation of this Article. Failure to report a violation of this Article is a violation of this Article. For purposes of this section, submittal of a Complaint or a report made to the Fraud, Waste or Abuse hotline shall be considered to be a report under this Section. A report to the hotline may remain anonymous unless disclosed by the caller. (b) Financial Disclosures. All Candidates for City Council, including Candidates for Mayor, shall file financial information reports as required by, and in accordance with, State law. All prospective Vendors and City Officials shall file disclosure forms as required by, and in accordance with, State law. (c) Business Disclosures. All City Officials shall file with the City Auditor annual reports listing the names of human individuals with whom the City Official is named partner in the following types of businesses: General Partnership, Limited Partnership, Limited Liability Partnership, or Limited Liability Corporation, or Professional Corporation. Annual reports shall be submitted within ninety (90) days of taking office. Failure to submit a report shall not serve as a basis for a Complaint unless the City Official fails to submit a report within thirty (30) days of being provided written notification of the omission. Neither the existence of a business relationship as described in this Section, nor the submission of a report required by this Section shall prevent a City Official from Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 8 participating in Deliberations on matters pending before the City absent a Conflicting Interest. r, � (a) Conflicts of Interest. (1) Deliberation Prohibited. It shall be a violation of this Code for a City Official to knowingly deliberate regarding a Pending Matter for which the City Official currently has a Conflicting Interest. City Officials with a current Conflicting Interest in a Pending Matter must recuse themselves and abstain from Deliberations. It is an exception to this recusal requirement if the City Official serves on the City Council, Planning and Zoning Commission, or Board of Adjustment; and a majority of the members of that body is composed of persons who are likewise required to file (and who do file) disclosures on the same Pending Matter. (2) Disclosure Required. If a City Official has a Conflicting Interest in a Pending Matter, the City Official shall disclose the nature of the Conflicting Interest by filing a sworn statement with the City Auditor. Disclosures under this subsection shall be for the time period, including the previous calendar year, and up to date where the Conflicting Interest arises before the City Official. (3) Definition of ConfZicting Interest. For purposes of this Article, the term is defined as follows: ConfZicting Interest: a stake, share, equitable interest or involvement in an undertaking in the form of any one (1) or more of the following: (A) ownership of five percent (5%) or more voting shares or stock in a Business Entity; (B) receipt of more than six-hundred dollars ($600.00) in gross annual income from a Business Entity; (C) ownership of more than six-hundred dollars ($600.00) of the fair market value of a Business Entity; (D) ownership of an interest in real property with a fair market value of more than six-hundred dollars ($600.00); (E) serves on the Board of Directors or as an Officer of a Business Entity, unless the City Official was appointed to that position by the City Council; and/or (F) serves on the Board of Directors or as an Officer of a nonprofit corporation or an unincorporated association, unless the City Official was appointed to that position by the City Council. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 9 A City Official is considered to have a Conflicting Interest if the City Official's relative has a conflicting interest. The term Conflicting Interest does not include ownership of an interest in a mutual or common investment fund that holds securities or assets unless the City Official participates in the management of the fund. (b) Gifts. (1) General. It shall be a violation of this Article for a City Official to accept any gift that might reasonably tend to influence such Officer in the discharge of official duties. (2) Specific. It shall be a violation of this Article for a City Official to accept any gift for which the fair market value is greater than fifty dollars ($50.00). It shall be a violation of this Article for a City Official to accept multiple gifts from a single source for which the cumulative fair market value exceeds two-hundred dollars ($200.00) in a single fiscal year. (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to a City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two-hundred dollars ($200.00) per a single fiscal year. (4) Definition of Gift. Anything of monetary value, including but not limited to cash, the extension of credit, personal property, real property, services, meals, entertainment, and travel expenses. (5) Exceptions. This definition shall not apply to the following, which are allowed under this Article: (A) a lawful campaign contribution; (B) meals, lodging, transportation, entertainment, and related travel expenses paid for (or reimbursed by) the City in connection with the City Official's attendance at a conference, seminar or similar event, or the coordinator of the event; (C) meals, lodging, transportation, or entertainment furnished in connection with public events, appearances or ceremonies related to official City business, or charity functions, or community events, if furnished by the sponsor of such events (who is in attendance); (D) complimentary copies of trade publications and other related materials; (E) attendance at hospitality functions at local, regional, state or national association meetings and/or conferences; Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 10 (F) any gift that would have been offered or given to the City Official because of a personal, familial, professional relationship regardless of the City Official's capacity with the City; (G) tee shirts, caps and other similar promotional material; (H) complimentary attendance at political or charitable fund raising events. (6) Donations. It is not a violation under this Article for a City Official to accept a Gift prohibited by this Article on behalf of the City of Denton. Conveyance of a Gift prohibited by this Article to the City of Denton or a nonprofit corporation cures any potential violation. (c) Outside Employment. (1) Applicability of Section. This subsection applies to Department Heads. (2) Prohibition. It is a violation of this Article for a Department Head to solicit, accept, or engage in concurrent outside employment which could reasonably be expected to impair independence of judgment in, or faithful performance of, official duties. (3) Disclosure and Consent. It is a violation of this Article for a Department Head to accept employment from any Person other than the City without first disclosing the prospective employment arrangement in writing to the Mayor and receiving the Mayor's written consent. (d) Representation of Others. (1) Current City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. (2) Former City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City for a period of two (2) years after termination of official duties. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. The prohibition in this subsection solely applies to the Former City Official, and shall not be construed to apply to other Persons. (e) Improper Influence. It shall be a violation of this Article for a City Official to use such person's official title/position to: (1) secure special privileges or benefits for such person or others; Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 11 (2) grant any special consideration, treatment or advantage to any citizen, individual, business organization or group beyond that which is normally available to every other citizen, individual, business organization or group; (3) assert the prestige of the official's or employee's City position for the purpose of advancing or harming private interests; (4) state or imply that the City Official is able to influence City action on any basis other than the merits; and (5) state or imply to state or local governmental agencies that the City Official is acting as a representative of the City, as an organization, or as a representative of the City Council without first ha�ing been authorized by the City Council to make such representation (except the Mayor, City Manager, and City Attorney). (f� Misuse of Information. (1) Personal Gain. It shall be a violation of this Article for a former City Official to use any confidential information to which the City Official had access by virtue of their official capacity and which has not been made public concerning the property, operations, policies, or affairs of the City, to advance any personal or private financial interest of any Person. (2) Confidential Information. It shall be a violation of this Article for a City Official to intentionally, knowingly, or recklessly disclose any confidential information gained by reason of the City Official's position concerning the property, operations, policies or affairs of the City. This rule does not prohibit the reporting of illegal or unethical conduct to authorities designated by law. (g) Abuse of Resources. It shall be a violation of this Article for a City Official to use, request, or permit the use of City facilities, personnel, equipment, software, supplies, or staff time for private purposes (including political purposes), except to the extent and according to the terms that those resources are generally available to other citizens and the City Officials for official City purposes. (h) Abuse of Position. It shall be a violation of this Article for any City Official to: (1) Harassment & Discrimination. Use the Official's position to harass or discriminate against any person based upon ethnicity, race, gender, gender identity, sexual orientation, marital status, parental status, or religion. (2) Interference. Interfere with any criminal or administrative investigation alleging the violation of any provision of this Article, the City Charter, administrative policy or executive order in any manner, including but not limited to seeking to persuade or coerce City employees or others to withhold their cooperation in such investigation is a violation of this Article. (i) Subsequent Work on Prior Projects. It shall be a violation of this Article for any former City Official, within one (1) year of the cessation of official duties for the City, Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 12 to perform work on a compensated basis relating to a City contract or arrangement for the provision of goods, services, real property or other things of value, if while in City service the former City Official personally and substantially participated in the negotiation, award or administration of the contract or other arrangement. This Section does not apply to a City Official whose involvement with a contract or arrangement was limited to Deliberations as a member of the City Council, Planning and Zoning Commission, Board of Adjustment, or Public Utilities Board. DIVISION 3. IMPLEMENTATION �. ;, (a) City Auditor. The City Auditor's Office shall be responsible to provide staff and clerical support to the Board of Ethics to assist in the implementation and enforcement of this Article. The degree of support required shall be at the discretion of the City Auditor. Nothing herein creates a duty for the City Auditor to enforce this Article. Furthermore, this Article shall not be construed as requiring the City Auditor to investigate allegations of violations of this Article submitted via the Fraud, Waste or Abuse hotline. (b) Conflicts Log. The City Auditor's Office shall, in cooperation with the City Secretary's Office, maintain a Conflicts Log on an ongoing basis listing the Conflicting Interests disclosed by City Officials in accordance with this Article. The log is a public record. The City Auditor is neither authorized nor required to inspect or act upon the content of the Conflicts Log. (c) City Manager. If a Complaint accuses the City Auditor of violating this Article, the duties of the City Auditor under this Article shall be performed by the City Manager for purposes of processing that Complaint. 5�� 3-115m Id��al ��un��l (a) City Attorney. The City Attorney shall provide legal support to the Board of Ethics. (b) Special Counsel. Independent, outside legal services shall be engaged by the City Attorney on the City's behalf to provide legal support to the Board of Ethics when: (1) in the City Attorney's discretion it is necessary in order to comply with the Texas Disciplinary Rules of Professional Conduct (for lawyers), or is in the best interest of the City; or (2) when the City Council deems Special Counsel is necessary. 5�� 3-116m Trainin� (a) Curriculum. The City Auditor shall approve a training program that provides an introduction and overview of the expectation, mandates and prohibitions provided for by this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 13 (b) Orientation. City Officials shall complete a training session regarding this Article within ninety (90) days of commencing the official duties. (c) Annual. City Officials shall complete an annual training session regarding this Article. (d) Exiting Officials. Information shall be provided to City Officials terminating their City service regarding the continuing restrictions on the representation of others by certain former City Officials. �. , (a) Creation. There is hereby created a Board of Ethics for the City of Denton. (b) Appointment. The Board of Ethics shall be appointed by majority vote of the City Council. (c) Number. The Board of Ethics shall consist of seven (7) regular members. (d) Terms. Board of Ethics members (regular and alternates) shall be appointed for two (2) year, staggered terms. Members may be reappointed for successive terms. Appointment to fill a vacancy shall be for the remainder of the unexpired term. Members of the inaugural Board of Ethics shall draw straws to determine which three (3) members shall receive an initial term of one (1) year in order to stagger terms. In total, members may only serve three (3) terms. (e) Eligibility. Membership on the Board of Ethics is limited to residents of the City of Denton. Preference in appointments shall be given to professionals such as attorneys, architects, engineers, doctors, teachers, pastors, mediators, retired jurists, licensed professional counselors, and those with licenses demonstrating high levels of education or master craftsmanship in the building trades. The Board shall be comprised of at least three (3) members who are attorneys or retired jurists. (f) Ineligibility. The following shall disqualify a person from serving on the Board of Ethics: (1) current service as a City Official; (2) separation from city service as a City Official within two (2) years of the appointment; (3) familial relations within the third (3rd) degree of affinity (marriage) or consanguinity (blood or adoption); (4) current service as an elected official in Denton County; and / or (5) conviction of a felony, or crime of moral turpitude. (g) Alternates. Alternate members of the Board of Ethics shall attend meetings only upon request by the City Auditor's Office. The role of an alternate is to participate in meetings of the Board of Ethics as a replacement for a regular member who is absent or abstaining. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 14 (h) Scope of Authority. The Board of Ethic's jurisdiction shall be limited to implementation and enforcement of this Article. (i) Amendments. The Board of Ethics may recommend amendments to this Article. A recommendation from the Board of Ethics is not required for the City Council to exercise its discretion in amending this Article. (j) Officers. At the first meeting of each fiscal year the Board of Ethics shall select from among its members a Chairperson and Vice-Chairperson. (k) Rules of Procedure: The Board of Ethics shall adopt rules of procedure governing how to conduct meetings and hearings. Such procedural rules are subject to confirmation or modification by the City Council. (1) Removal: The City Council may by a vote of two-thirds (2/3) remove a member of the Board of Ethics for cause. (a) Requests. Any City Official may request an Advisory Opinion on a question of compliance with this Article. Requests shall be submitted in writing to the City Auditor, who shall assign the request to a Panel. (b) Issuance. A Panel of the Board of Ethics shall issue Advisory Opinions upon request. Advisory Opinions shall be issued within thirty (30) days of receipt of the request. (c) Reliance. It shall be an affirmative defense to a Complaint that the Accused relied upon an Advisory Opinion. In making a determination on the proper disposition of a Complaint, the Board of Ethics may dismiss the Complaint if the Board finds that: (1) the Accused reasonably relied in good faith upon an Advisory Opinion; (2) the request for an Advisory Opinion fairly and accurately disclosed the relevant facts; and (3) less than five (5) years elapsed between the date the Advisory Opinion was issued and the date of the conduct in question. (a) Complainants. Any person who has first-hand knowledge that there has been a violation of Sections 3-112 and 3-113 of this Article may allege such violations by submitting a Complaint. The persons who may submit Complaints includes (but is not limited to) members of the Board of Ethics. (b) Form. Complaints shall be written on, or accompanied by, a completed form promulgated by the City Auditor. (c) Contents. A Complaint filed under this section must be in writing and under oath and must set forth in simple, concise, direct statements and must state: Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 15 (1) the name of the Complainant; (2) the street or mailing address, email address, and the telephone number of the Complainant; (3) the name of each person Accused of violating this Article; (4) the position or title of each person Accused of violating this Article; (5) the nature of the alleged violation, including (whenever possible) the specific provision of this Article alleged to have been violated; (6) a statement of the facts constituting the alleged violation and the dates on which or period of time in which the alleged violation occurred; and (7) all documents or other material available to the Complainant that are relevant to the allegation. (d) Violation Alleged. The Complaint must state on its face an allegation that, if true, constitutes a violation of this Article. (e) Affidavit. A Complaint must be accompanied by an affidavit stating that the Complaint is true and correct or that the Complainant has good reason to believe and does believe that the facts alleged constitute a violation of this Article. The Complainant shall swear to the facts by oath before a Notary Public or other person authorized by law to administer oaths under penalty of perjury. (f) Limitations Period. To be accepted, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (g) Filing. Complaints shall be submitted to the City Auditor. Submission of Complaints may be made by hand delivery, by U.S. Mail, or email directed to an email address publicly listed by the City Auditor. (h) Acceptance of Complaint. Within five (5) business days of receiving a Complaint, the City Auditor shall determine if it is administratively complete, and timely. (1) Administratively Complete. A Complaint is administratively complete if it contains the information described above. If the Complaint is administratively complete, the City Auditor shall proceed as described in this Article. If the Complaint is incomplete the City Auditor shall send a written deficiency notice to the Complainant identifying the required information that was not submitted. The Complainant shall have ten (10) business days after the date the City Auditor sends a deficiency notice to the Complainant to provide the required information to the City Auditor, or the Complaint is automatically deemed abandoned and may not be processed in accordance with this Article. Within five (5) business days of a Complaint being abandoned, the City Auditor shall send written notification to the Complainant and the Accused. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 16 (2) Timely. To be timely, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (i) Notification of Acceptance. Within five (5) business days of determining that a Complaint is administratively complete, the City Auditor shall send a written notification of acceptance to the Complainant, the Accused, and the City Attorney. For purposes of this provision, a Complaint shall be considered Accepted when the City Auditor has deemed the submittal administratively complete, and timely. (j) Confidentiality. A Complaint that has been submitted to the City is hereby deemed confidential until such time as the Complaint is either dismissed or placed on an agenda for consideration by the Board of Ethics in accordance with this Article. Clerical and administrative steps shall be taken to identify and manage confidential information in accordance with this Article. The confidentiality created by this Article includes the fact that a Complaint was submitted and the contents of that Complaint. It shall be a violation of this Article for a City Official to publicly disclose information relating to the filing or processing of a Complaint, except as required for the performance of official duties or as required by law. Requests for records pertaining to Complaints shall be responded to in compliance with the State law. The limited confidentiality created by this Article is limited in scope and application by the mandates of the Texas Public Information Act, Chapter 552 of the Texas Government Code. (k) Ex Parte Communications. After a Complaint has been filed and during the pendency of a Complaint before the Board of Ethics, it shall be a violation of this Article: (1) for the Complainant, the Accused, or any person acting on their behalf, to engage or attempt to engage directly or indirectly about the subject matter or merits of a Complaint in ex parte communication with a member of the Board of Ethics or any known witness to the Complaint; or (2) for a Member of the Board of Ethics, to knowingly allow an ex parte communication about the subject matter or merits of a Complaint, or to communicate about any issue of fact or law relating to the Complaint directly or indirectly with any person other than a Member of the Board of Ethics, the City Auditor's office, the City Attorney's office, or Special Counsel. (a) Referral to Chairperson. Accepted Complaint(s) shall be referred to the Chairperson of the Board of Ethics within five (5) business days of being determined administratively complete. (b) Assignment of PaneL Within five (5) business days of receiving an Accepted Complaint, the Chairperson of the Board of Ethics shall assign the Complaint to a Panel for Preliminary Assessment. The Chairperson shall order a meeting of the Panel, which Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 17 shall be conducted in compliance with the Texas Open Meetings Act. Each Panel shall select a Presiding Officer to conduct Panel deliberations. (c) Panel Determination. Within ten (10) business days of being assigned an Accepted Complaint, the Panel shall review the Complaint on its face and determine whether the Complaint is: (1) Actionable: the allegations and evidence contained in the Complaint, if true, would constitute a violation of this Article. (2) Baseless: the allegations and evidence contained in the Complaint, if true, would not constitute a violation of this Article. Actionable Complaints shall be returned to the Chairperson for listing on an agenda for a public hearing. Baseless Complaints shall be dismissed. Written notification of the Panel's determination shall be filed with the City Auditor and sent to the Chairperson, Complainant, the Accused, and the City Attorney within two (2) business days. Written notifications of dismissal shall include notice of the right to appeal. (d) Appeals. A Panel's preliminary assessment under this Section 3-120 may be appealed to the Board of Ethics by either the Complainant or the Accused, as applicable. An appeal shall be perfected by filing a written notice of appeal with the City Auditor within ten (10) business days of the date of the written notification. 5�� 3-121m l�I��tin�� (a) Calling Meetings. Meetings of the Board of Ethics shall be called upon request of the Chairperson, three (3) members, or the City Auditor. (b) Quorum. The quorum necessary to conduct meetings of the Board of Ethics shall be four (4). The Chairperson (or acting chairperson) shall count toward the establishment of a quorum and retains the right to vote. (c) Hearings: (1) Scheduling: Hearings shall be scheduled by the City Auditor upon the filing of: (A) a Panel determination that a Complaint is Actionable; or (B) an Appeal challenging a Panel's dismissal of a Complaint as Baseless. (2) Purpose: The purpose of the hearing(s) shall be solely to determine whether: (A) a violation of this Article occurred, and if so to assess the appropriate sanction; (B) an Accepted Complaint was erroneously dismissed as Baseless by a Panel; and/ or (C) an Accepted Complaint is Frivolous. (3) Sworn Testimony: All witness testimony provided to the Board of Ethics shall be under oath. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 18 (4) Burden of Proof Because the burden of showing that a violation of this Article occurred is placed on the Complainant, it is the Complainant that has the obligation to put forth evidence, including testimony, supporting the Complaint. The Complainant is required to testify at the hearing. A Complainant's failure to testify at a hearing shall be grounds for dismissal of a Complaint. (5) Representation: The Accused shall have a right to present a defense. Both the Complainant and the Accuser have a right to be represented by legal counsel. (d) Open Meetings. All meetings and hearings of the Board of Ethics, including Panel deliberations, shall be conducted pursuant to the Texas Open Meetings Act. The Board of Ethics may convene in Executive Session (i.e., conduct a closed meeting) as allowed by the Act. All final actions of the Board of Ethics shall take place in open session. (e) Postponement in Certain Instances. (1) Proceedings may be postponed upon majority vote by the members of the Board of Ethics. (2) The Complainant and the Accused are each entitled to one (1) postponement without cause. Additional postponements shall be solely for good cause and at the discretion of the Board of Ethics. (3) If a Complaint alleges facts that are involved in a criminal investigation or a criminal proceeding before a grand jury or the courts, the Board of Ethics may, when a majority of its members deem appropriate, postpone any hearing or any appeal concerning the Complaint until after the criminal investigation or criminal proceedings are terminated. 5�� 3-122m I)i�p��iti�n (a) DismissaL If the Board of Ethics determines at the conclusion of a hearing by simple majority vote of its members that a Complaint should be dismissed, it may do so upon finding: (1) the Complaint is Baseless; (2) the alleged violation did not occur; (3) the Accused reasonably relied in good faith upon an Advisory Opinion, as provided in this Article; or (4) the Complainant failed to testify at the hearing. (b) Sanctions. If the Board of Ethics determines at the conclusion of a hearing that a violation has occurred, it may within ten (10) business days impose or recommend any of the following sanctions: Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 19 (c) (1) Letter of Notification. If the violation is clearly unintentional, or when the Accuser's action was made in reliance on a written opinion of the City Attorney. A letter of notification shall advise the Accused of any steps to be taken to avoid future violations. (2) Letter of Admonition. If the Board of Ethics finds that the violation is minor and may have been unintentional, but calls for a more substantial response than a letter of notification. (3) Letter of Reprimand. If the Board of Ethics finds that the violation: (A) was minor and was committed knowingly, intentionally or in disregard of this Article; or (B) was serious and may have been unintentional. (4) Recommendation of Suspension. If the Board of Ethics finds that a violation was committed by a Member of the Planning & Zoning, or Zoning Board of Adjustment, or a Department Head, and it: (A) was serious and was committed knowingly, intentionally or in disregard of this Article or a state conflict of interest law; or (B) was minor but similar to a previous violation by the Person, and was committed knowingly, intentionally or in disregard of this Article. The final authority to impose a suspension rests with the City Council. (5) Ineligibility. If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Notice of all sanctions imposed by the Board of Ethics shall be transmitted to the Accused, Complainant, City Auditor, City Attorney, and City Council. Frivolous. (1) Prohibition. It is a violation of this Article for a Person to submit a Frivolous Complaint. (2) Super-Majority Vote. If the Board of Ethics determines at the conclusion of a hearing by a vote of two-thirds (2/3) of its Members that a Complaint was Frivolous, the Board may impose a sanction as provided by Section 3-122(b). (3) Factors. In making a determination on frivolity, the Board of Ethics shall consider the following factors: (A) the timing of the sworn Complaint with respect to when the facts supporting the alleged violation became known or should have become Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 20 known to the Complainant, and with respect to the date of any pending election in which the Accused is a Candidate or is involved with a candidacy, if any; (B) the nature and type of any publicity surrounding the filing of the sworn Complaint, and the degree of participation by the Complainant in publicizing the fact that a Complaint was filed; (C) the existence and nature of any relationship between the Accused and the Complainant before the Complaint was filed; (D) if the Accused is a Candidate for Election to Office, the existence and nature of any relationship between the Complainant and any Candidate or group opposing the Accused; (E) any evidence that the Complainant knew or reasonably should have known that the allegations in the Complaint were groundless; and (F) any evidence of the Complainant's motives in filing the Complaint. (4) External Remedies. Complainants who submit Frivolous Complaints are hereby notified that their actions may subject them to criminal prosecution for perjury (criminal prosecution), or civil liability for the torts of defamation or abuse of process. The Complainant or Accused may request the Board of Ethics to reconsider its decision. The request must be filed with the City Auditor within five (5) business days of receiving the final opinion of the Board of Ethics. The request for reconsideration shall be sent to the Chairperson of the Board of Ethics and the non-filing party (Complainant or Accused). If the Chairperson finds, in the Chairperson's sole discretion, that the request includes new evidence that was not submitted at a prior hearing, and that the new evidence bears directly on the Board of Ethic's previous determination, the Chairperson shall schedule a hearing on the request for reconsideration to occur within thirty (30) business days after filing with the City Auditor. Absent new evidence, the Chairperson shall unilaterally dismiss the request for reconsideration and provide to the Parties. (a) City Council. No Person shall be employed by the City who is related to any member of the City Council within the third (3rd) degree of afiinity or consanguinity. (b) Department Supervisor. No Person shall be employed by the City in a departrnent if the Person is related to the City Manager or the departrnent supervisor within the third (3rd) degree of afiinity or consanguinity. (c) Preexisting Employment. The prohibitions of this Section do not apply to a Person who was employed by the City more than six (6) months prior. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 21 (a) Deadlines. Any deadline provided in this Article shall be construed as expiring at 5:00 p.m. local time on the last day. (b) Mailbox Rule. Under this Article, a deadline for any response or request for appeal is met when the date the response or request for appeal is mailed falls within the timeline requirements of this Article. The posted date of any mailing will control whether it meets the timeline requirements of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 22 � � � �� ,� a �� a a , ��I ;� ��I �� 'lll �illll '�i � � � City of Denton's Code of Ethics City Council Work Session Tuesday, Apri13, 2018 Work Session & Public Ilearing: D�aft "C" of the Ethics Ordinance Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 1 l. I�ra�ft I�ocum�r�t: The following material represents a rough draft-in progress, which was prepared for discussion purposes; only, and is subject to modification following public notice and public hearings. Specific language will not be considered final until duly approved by a majority of the City Council at a properly-posted public meeting. 2. 'I`r�ir�ir��: Prior to commencing the drafting process, the City Council completed two (2) hours of formal training on state ethics laws and common components of municipal ethics policies in Texas. 3. �ro��l S�m�lir��: The contents of this draft was selected from a sampling of more than nineteen (19) municipal ethics policies from across Texas. 4. �"or��r��u�: This document represents the consensus of preferences expressed by the City Council over a period of six (6) public work sessions, and one (1) public hearing, which were broadcasted. Altogether, the work sessions exceeded thirteen (17) hours of deliberations. 5. ��t Pr�c�ic��. Where there were gaps or omissions in the feedback or direction provided by the City Council thus far, the editor inserted recommendations that reflect Best Practices in the field of Municipal Ethics, solely at the editor's discretion. 6. A��lic�laility: This Code of Ethics was drafted to apply to the Mayor, City Council, P&Z, ZBA, Public Utilities Board, Department Heads appointed by the City Council, and Vendors. It is anticipated that a similar set of rules will be adopted subsequently for other employees. 7. �"o�lific��ior�. It is anticipated that certain non-substantive, grammatical and formatting edits will be made after (or just before) final adoption to make the Code of Ethics consistent with the broader Code of Ordinances. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics A.l�r� �ojorquez Consulting Ethics Acivisor & Atiorney at Law Apri13, 2018 page 2 TABLE OF CONTENTS I�IVISIO1�d 1. �E1�dEl�L ...............................................................................................................4 Sec. 3-105. Authority ......................................................................................................................4 Sec. 3-106. Purpose .........................................................................................................................4 Sec.3-107. Prospective ....................................................................................................................4 Sec. 3-108. Applicability .................................................................................................................5 Sec. 3-109. Definitions ....................................................................................................................5 Sec. 3-ll0. Cumulative & Non-Exclusive ......................................................................................7 I�IVISIOl�ai 2. 12ULES OF' �O1�aiI�U�'I' ..........................................................................................7 Sec. 3-111. Expectations .................................................................................................................7 Sec.3-112. Mandates .......................................................................................................................8 Sec.3-113. Prohibitions ...................................................................................................................8 V S P� 3. P�T'AT' P� ..........................................................................................13 Sec. 3-114. Staffing .......................................................................................................................13 Sec. 3-115. Legal Counsel .............................................................................................................13 Sec. 3-116. Training ......................................................................................................................13 Sec. 3-117. Board of Ethics ...........................................................................................................13 Sec. 3-118. Advisory Opinions ......................................................................................................15 Sec.3-119. Complaints ..................................................................................................................15 Sec. 3-120. Preliminary Assessment .............................................................................................17 Sec. 3-121. Meetings .....................................................................................................................18 Sec.3-122. Disposition ..................................................................................................................19 Sec. 3-123. Reconsideration ..........................................................................................................21 Sec. 3-124. General Procedural Matters .......................................................................................21 Sec. 3-125. Lobbyists [reserved] ....................................................................................................21 Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 3 �➢c,�� ss�.�,rr �!�!�! ` 1 � �i ��9 C�:-/s I" I�: I�� .�Is I 1\I I I 1►�� I�-1�-��s�-1� �!� , ,. DIVISION 1. GENERAL 5�� 3-105m Auth�ri� This Article is enacted pursuant to the authority granted to the City under Section _ of the Charter. 5�� 3-1Q6m Purp�s� The purpose of this Article is to foster an environment of integrity for those that serve the City of Denton and our citizenry. The City Council enacted this Article in order to increase public confidence in our municipal government. It is the policy of the City that all City Officials and employees shall conduct themselves in a manner that assures the public that we are faithful stewards of the public trust. City Officials have a responsibility to the citizens to administer and enforce the City Charter and City Ordinances in an ethical manner. To ensure and enhance public confidence in our municipal government, each City Official must strive not only to maintain technical compliance with the principles of conduct set forth in this Article, but to aspire daily to carry out their duties objectively, fairly, and lawfully. Furthermore, this Article was enacted to ensure that decision makers provide responsible stewardship of City resources and assets. It is not the purpose of this Article to provide a mechanism to defame, harass or abuse their political opponents, or publicize personal grudges. Rather, this Article is intended to provide a framework within which to encourage ethical behavior, and enforce basic standards of conduct while providing due process that protects the rights of the Complainant and the Accused. This Article shall apply prospectively, and shall not sustain any Complaints based on acts or omissions alleged to have taken place prior to adoption of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 4 This Article applies to the following persons: (a) City Officials. (b) Former City Officials whose separation from city service occurred less than two (2) years from the date of the alleged violation of this Article. Application of this Article to Former City Officials shall be limited to alleged violations: (1) that occurred during the term as a City Official; (2) of the prohibition on representing others for compensation (§3-112(d)(2)); or (3) of the prohibition of subsequent work on prior projects (§3-112(h)). (c) Vendors; and (d) Complainant(s). � The following words, terms and phrases, when used in this Article, shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning: Accepted Complaint: a sworn allegation of a violation of this Article after the required documentation has been submitted to the City Auditor and determined to be administratively complete. Accused: a City Official who has been charged in a Complaint with having violated this Article. Actionable Complaint: an Accepted Complaint that has been deemed by a Panel to contain allegations and evidence that, if accepted as true, would support a finding that a violation of this Article occurred. Advisory Opinions: written rulings regarding the application of this Article to a particular situation or behavior. Article: the Code of Ethics for the City of Denton. Baseless Complaint: a Complaint that does not allege conduct that would constitute a violation of this Article, or that does not provide evidence that, if true, would support a violation of this Article. Board of Ethics: the oversight entity established by the Council to administer this Article. "��::..�� y y /;��€��; ....�� rn�..�au�r�a��n„G ��ru��.��a �a��,°ilu�tG u��:��a �uu�„�„�, ��ru��.�ru��u��.�? l��r��ut�� a��u��' V�ruu��::�� r�°. � "�'�� ,u°�1�u�a.A...�7i°�ai��., �a�rnu�u�°��n ��ai��B,u��u�u�rut, ��r��u°u��u�� u��°;�., �aiu�t��u°�u�:�', �ru° ��pis' " . �' � �°� r�� a��u�t i�G � G.u�� .. .. . .. .. .. . � r�i 1� c� u G.�.�.:r.ji..�.ji:;�'.....li.'.G.�.f�:.�.:p.°�°:�.�.�..�".G�.�fl...�:�.�'.....n..��:�'�'... Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 5 Candidate: a person who has filed an application for a place on a ballot seeking public office, or one who has publicly announced the intention to do so. Charged: to be charged with a violation of this Article is to have an Accepted Complaint deemed Actionable. City: the City of Denton in the County of Denton and State of Texas. City Auditor: the person appointed to serve in the capacity provided for by Section 6.04 of the City Charter, or their designee and clerical staff acting in the City Auditor's absence. City Official: for purposes of this Article, the term consists of the Council Members, City Manager, City Attorney, Department Heads, �ru� ��G.��ii� �r�"�1�� Planning and Zoning Commission � . ' � " . Mem ers ��-��:..Boar o A �ustment�l"��.��-�:.�� h�°��. �r�ii ��ai ��° �wJ�u ��uG.� ll��„,r��u'�,.. Code: the Code of Ordinances of the City of Denton, Texas, as such Code may be amended from time to time. Complainant: the human individual who submitted a Complaint to the City. Complaint: written documentation submitted to the City accusing a City Official of violating this Article. Confidential Information: any written information that could or must be excepted from disclosure pursuant to the Texas Public Information Act, if such disclosure has not been authorized; or any non-written information which, if it were written, could be excepted from disclosure under that Act, unless disclosure has been authorized by the City Council or City Manager. Council: the governing body of the City of Denton, Texas, including the Mayor and City Council Members. �i��li.��rti.caris �iis��ssic�rr�s ��.tp�� i�1s� vc��lrr��, �s � P�I�a�l��a c�fr tp�� ]�c��a-�i c�a C c�z�z��ssic�rr��. �7a�s�n�t�tic�n�s �s � z��l��a c�fr tp�� :��ii�n��...l��fr`c�a� �n�� C`1t� ]�c��a�i c�a:::C c�z�z�lssic�n�, �c�n�v�asin��. .. �c�au��s�7c�rr��iirr�,� �itp� c�tp�:�a C 1t� G�fr�i�i�ls c�a: `�yt�fr`�`. ,IC'p�is t�a�z� �ic��s rr�c�t � 77.1: :.: tc� �:...:}�rr��a��l vc�t� c�rr� � l�a�c��i� �c�z��7a �p��,n�siv� c�a c�z�n�:11��:�s z�c�tic�n�... s�:��p� �s ��7�7a��v�1 c�fr tp�� C'1t� l��i��t. �... .� ..... Department Heads: the employees appointed by the City Council, those being the City Manager, City Auditor, City Attorney, and Municipal Court Judge. Former City Official: a City Official whose separation from city service occurred less than two (2) years from the date of an alleged violation of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 6 Frivolous Complaint: a sworn Complaint that is groundless and brought in bad faith or groundless and brought for the purpose of harassment. Interfere: a person interferes with a process or activity pertaining to this section when they intentionally and wrongfully take part in, or prevent, a City process or activity from continuing or being carried out properly or lawfully. Panel: an ad hoc subcommittee of the Board of Ethics consisting of three (3) members assigned by the Chairperson or designated by the City Auditor (as applicable) on a rotating basis, at least one (1) of which is an attorney or retired jurist. ��ac,iira �. �cztt��: �nn � 7 71��tic�nn s��nn ]� 7 7�-c�v�1 c��` � 7��-��t c��- c�tp��a- �`c��-�� c��` ��tp�c��-i��tic�nn a ��1a-��i l�� tp�� C:'1t� ��t� c�a�....� ��i�a-�1 1�� ....� �7a-c��7c�s�1 tc� �n�t�a....ln�tc� � �c�n�ta ��t c�a- �a a �n� ��a�u�n�� it�� t�� C zt�� `c��- t�� 7�c�visic�n� c��`�c�c��is. s��vi��s ��1 r�7�c�u7��-tv� c��- c�t��- tp�zn�� c�fr v�l��, ��s� , inn:v.c�l...�inn � t�� C;it t��t is �c��- is �nnti�i 7�t��i tc� 1�� 1��`c��-� ��ivil ��-ix��n��1 c��- ��iz��nnLst��tiv� ta-il� �rr� �1. . Person: associations, corporations, firms, partnerships,--�.�� bodies politic and corporate, as well as to individuals. Recklessly: a person acts recklessly when they are aware of but consciously disregard a substantial and unjustifiable risk that a certain result is probable from either their conduct, or in light of the circumstances surrounding their conduct. The risk must be of such a nature and degree that to disregard it constitutes a gross deviation from the standard of care that an ordinary person would exercise under the circumstances. ��Ic�ta��: ��`�1��1,... z��a�l��- �-�l�t��i tc� � C.;itv G.��`�"i�i�l vaitp�inn tp�� tp�i�-�i (3r`�� i��-�� c�fr ��`�`innitv i��aa1� p��. c�a �c�n�s�n�.��n1n�1t� (l�lc�c��i c�a- ��ic��7tic�n��. Shall: a mandatory obligation, not a permissive choice. Special Counsel: an independent, outside attorney engaged by the City to advise the City as an organization and/or the Board of Ethics. Vendor: a person who provides or seeks to provide goods, services, real property to the City in exchange for compensation. �� This Article is cumulative of and supplemental to all applicable provisions of the City Charter, other City Ordinances, and State/Federal laws and regulations. Compliance with this Article does not excuse or relieve any person from any obligation imposed by any other Rule. Attempts to enforce this Article shall be construed as foreclosing or precluding other enforcement options provided by other law. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 7 DIVISION 2. RULES OF CONDUCT 5�� 3-111m Exp��tati�n� The following list conveys the City Council's expectations for City Officials. These expectations are aspirational, and shall not serve as the basis for a Complaint. (a) City Officials are expected to conduct themselves in a manner that fosters public trust. (b) City Officials are charged with performing their public duties in a way that projects a high level of personal integrity and upholds the integrity of the organization. (c) City Officials must avoid behavior that calls their motives into question and erodes public confidence. (d) City Officials shall place the municipality's interests and the concerns of those the City serves above private, personal interests. (e) Those who serve the City are expected to value honesty, trustworthiness, diligence, objectivity, fairness, due process, efficiency, and prudence as values the City professes. (f) City Officials must balance transparency with the duty to protect personal privacy and preserve the confidential information with which the City has been entrusted. (g) It is neither expected nor required that those subject to this Article relinquish or waive their individual rights. 5�� 3-112m l�Ian�at�� (a) Duty to Report. City Officials shall reportanyconductthatthepersonknows to be a violation of this Article. Failure to report a violation of this Article is a violation of this Article. For purposes of this section, submittal of a Complaint or a report made to the Fraud, Waste or Abuse hotline shall be considered to be a report under this Section. A report to the hotline may remain anonymous unless disclosed by the caller. (b) Financial Disclosures. All Candidates for City Council, including Candidates for Mayor, shall file financial information reports as required by, and in accordance with, State law. All prospective Vendors and City Officials shall file disclosure forms as required by, and in accordance with, State law. .�� D' ��° � ni �u ui ui� �°�;��°u �u ll�� u �� III �� u � n�� m �u � a��.�� u � �� u � � ��n � � 1� ��a:�:n � u n G �, u � 1� � 1�� u � �� ..�� i � u �i ��:P u �� u t u t ��i,�� u G �:s.�;:r u il:� n��uu�t��. ��,�1�� u�t�� r�`..��ai��ut uu�t�Bu�:��B�ai��n�..:vvu�l� vvl��r�� . u��;� �.��"�"u�°:u��n u� ut��8�...�.a��u°ilu�t��ii° uu�� .„� ° �, �fl �,��.�G ��r ��.�r�,uutd��...��aG�� r� ��i�.�:utG ��G �„ ��G ui�u�� „�i,ilu�tG u��.��:�u a � ��u�G � ��:��uilu�tG��i:..�1�u a �:::�u��G ��. ,u��un��;;� ��uiC��G u�l�u��,a �ru �.��.��u�G��B,....� u��.�,�� rii::�a�ru��:�,.��rut �r��..��u�r�G ��.��u�rut��....� �ru�a��„ii��u�r��.��. �.... �� r�� u�tu�t�ai��...u°��a�ru°il:� �1�� .:. �� ai..��u�il�� vvu�l��t u�tuu�t�� .�.��;�� ;�r� ��I�u�t�� r��°� ll��nu �aiu°� �.��. ° n� r `�.:Gll �]�ill��;...�V u4 �aQ�ll ll �v11�V.,,,. �tQr� �v�u"� 4 a�`�..�V ��V`�ll.�v �Qru� ali:..� Qrl�i��,.?, �Vu�t� l,,ll,�t 4 �v�v �;�14 Q ll�;�;� ��ll�::u�V ��liu..: y �4:. � �.. �. °if�� au��:u�G �� „ uu�ilG ��...�t�r�u��°�.��u�rui ��: �� 4� �.:G�i �� ...�� u G �a�;p�i i �,u 2.�ut �u�i��. ..�.. � ��'� `�� w�r �G ��.�.�.. �r �t� �� .... .... �° �. ��u��u��ru�t 1"�� u° � �G G.�u:. ... r ,ru�t�l�u a �� °u°u �� u�t �l�u�.. ��°�u�,ru�i. .. . ��u�t�°� �;r �� ai�uut�� u°� ��u��.. . . �:��ru �1��,...��i��.,��u�rui �;�� iiG��,�a�ruil uG��,��iuuG �8,�...�� 1�� G ��:�„�,rut �1��:�:n �auG �:.� ut� �� .:�u�� ("�u�u��n E°u�r��. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 8 ��,a��u°ilu�°u��,a��uu�t�� t ��n��u°��u��u�t� �ru�t...��il�u�� a�u�t�B�ut�� ru°� �1�G. �. u��%...��u�t��,� �� . �rut�"Vu�°�uu��, ][�t�G u��:. r, � (a) Conflicts of Interest. (1) Deliberation Prohibited. It shall be a violation of this Code for a City Official to knowingly deliberate regarding a��ending ��-�l�.atter for which the City Official �°�aiu�n��u�� as a Con ict�ng Interest. Cit� O cia s wit a�°�aiu�n��u�t�;�, Conflicting Interest in a,;Il��ending �a��atter must recuse themselves and abstain from Deliberations. It is an exception to this recusal requirement if the City Official serves on the City Council, Planning and Zoning Commission, or Board of Adjustment; and a majority of the members of that body is composed of persons who are likewise required to file (and who do file) disclosures on the same ,I[��.�ending �q„�atter. (2) Disclosure Required. If a City Official has a Conflicting Interest in a��.�I[�ending ��atter, the City Official shall disclose the nature of the Conflicting Interest by filing a sworn statement with the City Auditor. Disclosures under this subsection shall be for the time period, including the previous calendar year, and up to date where the Conflicting Interest arises before the City Official. (3) Definition fb�'��"��b��'��.��<� 1��.��.y�.�y�� Forpurposes ofthis Article, the�� term�v-��u�� defined as follows: � d��tiyR"�B€"�rtiytiy �',�81��-�}^. u�.�:w�Pd�, ��h��4i��h"��,�Q�Ah�"vr��f�.��...��ll'll➢�w71�"vr��f�.�� .,��II"��-�, k�i�Pll"�"��PII"��r�4Q�up..:, ��n�Buu��. �°�r�s-��,.I��'��r��u��- ��r��-�'��r�°N� ��°��-��-��., uG �°�.�-��.h��r��, �7i��:�, ��nu��:��.��°a��p�. �:wGk�"��4�'.��v4Q�u�3, ?.�P�C'h�"V��N��,V`3fl��'��i u3�` :; Gk�3ti�'G*�II�"vrv� , Q!!'�h�"��-�3"�'....Q�fl��C'h�"G�u�3fl�4�"� 1h��G,��`Q��.➢�.��,r�.C'��: � �' �' � :�.��:...:�.��.��r... ConfZicting Interest: a stake, share, equitable interest or involvement in an undertaking in the form of any one (1) or more of the following: (A) ownership of five percent (5%) or more voting shares or stock in a ll3�s�usiness ��,�ntity; (B) receipt of more than six-hundred dollars ($600.00) in gross annual � ll3�susiness ��.�ntity; income rom a (C) ownership of more than six-hundred dollars ($600.00) of the fair market value of a ll3�s�usiness ��;;�,ntity; (D) ownership of an interest in real property with a fair market value of more than six-hundred dollars ($600.00); Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 9 (E) serves on the Board of Directors or as an Officer of a ll3l�usiness ��,�ntity, unless the City Official was appointed to that position by the City Council; and/or (F) serves on the Board of Directors or as an Officer of a nonprofit corporation or an unincorporated association, unless the City Official was appointed to that position by the City Council. A City Official is considered to have a Conflicting Interest if the City Official's relative has a conflicting interest. The term Conflicting Interest does not include ownership of an interest in a mutual or common investment fund that holds securities or assets unless the City Official participates in the management of the fund. '� ��'�{��;� �, � �: � � . : � - �� - _ -..' . . ' .... �� , . . . . ,. :. x. . � ,. ,. ,,.. _ , �..� � � ,. � . -,.� - ��rc-��r--€� , , � _ � .:..'. - �� / , / y�. :�R�'^.:JA.T��YX4'Y"��"'.q��.-�... . .."'ll'. .�.... . ... '...... .. . . ........ .. ..:�� " � -�� ..1.�. y. ��y.,-� : ... . -. ' � .. : ' ' �� " ., ,� _ . _ ,� . • . � :.: .:.:, . . �. ...... �� °.....' .:. ' - �=—�;��;�r-a,��`�� ' �� ; �i�o ::�-� �j��`��,�-�� '� �� . . ,. , � , =..... ��---x��-ir�� - - _ �.:. ' . �.::::� �� :.....' _ : :.... '.... ��-::� . � � . - �.;�.�=:�-��-� - ., r� a�� _ _ - : - ; x � .... �� , , --ir�� .� =.. . . . � , 9::�� ,.....�-.. . . . . . . ~ �° -�— �,�-�� .�`u��=p=� :::. .. , = . - :�-� , , . . � :��. �� . , , ��a,,,�b..b�,4,.n4�_,,� q.�.�n�..,,.�nr �.'�',"�''� �� ' G1ftS. (1) General. It shall be a violation of this Article for a City Official to accept any gift that might reasonably tend to influence such Officer in the discharge of official duties. (2) Specific. It shall be a violation of this Article for a City Official to accept any gift for which the fair market value is greater than fifty dollars ($50.00). It shall be a violation of this Article for a City Official to accept multiple gifts from a single source for which the cumulative fair market value exceeds two-hundred dollars ($200.00) in a single fiscal year. (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to a City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two-hundred dollars ($200.00) per a single fiscal year. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 10 (4) Definition of Gift. Anything of monetary value, including but not limited to cash, the extension of credit, personal property, real property, services, meals, entertainment, and travel expenses. (5) Exceptions. This definition shall not apply to the following, which are allowed under this Article: (A) a lawful campaign contribution; (B) meals, lodging, transportation, entertainment, and related travel expenses paid for (or reimbursed by) the City in connection with the City Official's attendance at a conference, seminar or similar event, or the coordinator of the event; (C) meals, lodging, transportation, or entertainment furnished in connection with public events, appearances or ceremonies related to official City business, or charity functions, or community events, if furnished by the �� sponsor o suc events....�.:�'��.�.�..p...��.�....�:�:�i.....��.�..1�..�.��i�.��..'��.��i.��`.�..�.� . . . . . (D) complimentary copies of trade publications and other related materials; (E) attendance at hospitality functions at local, regional, state or national association meetings and/or conferences; (F) any gift that would have been offered or given to the City Official because of a personal, familial, professional relationship regardless of the City Official's capacity with the City; (G) tee shirts, caps and other similar promotional material; (H) complimentary attendance at political or charitable fund raising events. (6) Donations. It is not a violation under this Article for a City Official to accept a Gift prohibited by this Article on behalf of the City of Denton. Conveyance of a Gift prohibited by this Article to the City of Denton or a nonprofit corporation cures any potential violation. ��'�„�, �,,� � Outside Emplo�ment. (1) Applicability of Section. This subsection applies to Department Heads. (2) Prohibition. It is a violation of this Article for a Department Head to solicit, accept, or engage in concurrent outside employment which could reasonably be expected to impair independence of judgment in, or faithful performance of, official duties. (3) Disclosure and Consent. It is a violation of this Article for a Department Head to accept employment from any Person other than the City without first Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 11 disclosing the prospective employment arrangement in writing to the Mayor and receiving the Mayor's written consent. �,'��'��;�,�' Representation of Others. (1) Current City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. (2) Former City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City for a period of two (2) years after termination of official duties. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. The prohibition in this subsection solely applies to the Former City Official, and shall not be construed to apply to other Persons. ��ll4��°�� Improper Influence. It shall be a violation of this Article for a City Official to s � use such person's official title/position to: (1) secure special privileges or benefits for such person or others; (2) grant any special consideration, treatment or advantage to any citizen, individual, business organization or group beyond that which is normally available to every other citizen, individual, business organization or group; (3) assert the prestige of the official's or employee's City position for the purpose of advancing or harming private interests; (4) state or imply that the City Official is able to influence City action on any basis other than the merits; and (5) state or imply to state or local governmental agencies that the City Official is acting as a representative of the City, as an organization, or as a representative of the City Council without first ha�ing been authorized by the City Council to make such representation (except the Mayor, City Manager, and City Attorney). ��"p� Misuse of Information. �:�i... � (1) Personal Gain. It shall be a violation of this Article for a former City Official to use any confidential information to which the City Official had access by virtue of their official capacity and which has not been made public concerning the property, operations, policies, or affairs of the City, to advance any personal or private financial interest of any Person. (2) Confidential Information. It shall be a violation of this Article for a City Official to intentionally, knowingly, or recklessly disclose any confidential information Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 12 gained by reason of the City Official's position concerning the property, operations, policies or affairs of the City. This rule does not prohibit the reporting of illegal or unethical conduct to authorities designated by law. ��„��„�,��Abuse of Resources. It shall be a violation of this Article for a City Official to use, request, or permit the use of City facilities, personnel, equipment, software, supplies, or staff time for private purposes (including political purposes), except to the extent and according to the terms that those resources are generally available to other citizens and the City Officials for official City purposes. �➢1�-��`lll�m� Abuse of Position. It shall be a violation of this Article for any City Official to: s � (1) Harassment & Discrimination. Use the Official's position to harass or discriminate against any person based upon ethnicity, race, gender, gender identity, sexual orientation, marital status, parental status, or religion. (2) Interference. Interfere with any criminal or administrative investigation alleging the violation of any provision of this Article, the City Charter, administrative policy or executive order in any manner, including but not limited to seeking to persuade or coerce City employees or others to withhold their cooperation in such investigation is a violation of this Article. ��„�,u!� Subsequent Work on Prior Projects. It shall be a violation of this Article for any former City Official, within ��;�� ;��:��h��ru�t� ��;��u� of the cessation of official duties for the City, to perform work on a compensated basis relating to a City contract or arrangement for the provision of goods, services, real property or other things of value, if while in City service the former City Official personally and substantially participated . g .. g o in t e ne otiation awar or a ministration o t e contract or ot er arran ement. �"�� ru. ��G ��u�r��.�B�rG � .��?�r� ��.an� �� u�:�� u��n �,1��G uut��;;�,n�G ��t� �,u�:�� r��.�7i�� ,:..... �. � r a r 2`� �V`� �V�.]"�iG�]"�i ��G�II" QH� ��I1G� Q. 4�,:,�i� Q. QqG71�2�"4 .��...�V�2ll24�2�. �V�2�� V111�V�2^��.�]"�i��2� �✓�Vti 4]"�i4�� 4,',;H ��4 ��II"�V�44H.� . . : .��,�ru�tuu�t��: �. �r��u��u��r��. ��r��°�B �r�"�.�Bii�ai��u�t�. ��r��° ��ai��° �.J��uG.� ll�',��:r��i��°��8.. DIVISION 3. IMPLEMENTATION �� : �i[�.��'� (a) City Auditor. The City Auditor's Office shall be responsible to provide staff and clerical support to the Board of Ethics to assist in the implementation and enforcement of this Article. The degree of support required shall be at the discretion of the City Auditor. Nothing herein creates a duty for the City Auditor to enforce this Article. � � � � ..� �:�r �,�::� � �i u il 1� G �i::r� � � r u �- ...� 1� u � �,��I�� il u � G � �� u i��,�� G �,.��ru t � � 7i � �i � � �� u �� i u u u u:.�.��.... � 1� G � �� u � � �...�:�i � u � � r u � � ... u�r�c` � .. �... r��t� �r�"�%�u�rn��u��ru�t� �r�"�:��u� �u;�?lu�°n� ��ai��u�il��B ��u�� 1�� ll�u°��ai�B., G�� ri��. � .�:r r „ q�r � u �� c ��u�... .. .. . .. . .... .. ... ... ��i�� r�nuu�i�. ........................................................................ (b) Conflicts Log. The City Auditor's Office shall, in cooperation with the City Secretary's Office, maintain a Conflicts Log on an ongoing basis listing the Conflicting Interests Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 13 disclosed by City Officials in accordance with this Article. The log is a public record. The City Auditor is neither authorized nor required to inspect or act upon the content of the Conflicts Log. (c) City Manager. If a Complaint accuses the City Auditor of violating this Article, the duties of the City Auditor under this Article shall be performed by the City Manager for purposes of processing that Complaint. 5�� 3-115m Id��al ��un��l (a) City Attorney. The City Attorney shall provide legal support to the Board of Ethics. (b) Special Counsel. Independent, outside legal services shall be engaged by the City Attorney on the City's behalf to provide legal support to the Board of Ethics when: (1) in the City Attorney's discretion it is necessary in order to comply with the Texas Disciplinary Rules of Professional Conduct (for lawyers), or is in the best interest of the City; or (2) when the City Council deems Special Counsel is necessary. 5�� 3-116m Trainin� (a) Curriculum. The City Auditor shall approve a training program that provides an introduction and overview of the expectation, mandates and prohibitions provided for by this Article. (b) Orientation. City Officials shall complete a training session regarding this Article within ninety (90) days of commencing the official duties. (c) Annual. City Officials shall complete an annual training session regarding this Article. (d) Exiting Ofiicials. Information shall be provided to City Officials terminating their City service regarding the continuing restrictions on the representation of others by certain former City Officials. �. , (a) Creation. There is hereby created a Board of Ethics for the City of Denton. (b) Appointment. The Board of Ethics shall be appointed by majority vote of the City Council. (c) Number. The Board of Ethics shall consist of seven (7) regular members. (d) Terms. Board of Ethics members (regular and alternates) shall be appointed for two (2) year, staggered terms. Members may be reappointed for successive terms. Appointment to fill a vacancy shall be for the remainder of the unexpired term. Members of the inaugural Board of Ethics shall draw straws to determine which three (3) members shall receive an initial term of one (1) year in order to stagger terms. In total, members may only serve three (3) terms. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 14 (e) Eligibility. Membership on the Board of Ethics is limited to residents of the City of Denton. Preference in appointments shall be given to professionals such as attorneys, architects, engineers, doctors, teachers, pastors, mediators, retired jurists, licensed professional counselors, and those with licenses demonstrating high levels of education or master craftsmanship in the building trades. The Board shall be comprised of at least three (3) members who are attorneys or retired jurists. (f) Ineligibility. The following shall disqualify a person from serving on the Board of Ethics: (1) current service as a City Official; (2) separation from city service as a City Official within two (2) years of the appointment; (3) familial relations within the third (3rd) degree of affinity (marriage) or consanguinity (blood or adoption); (4) current service as an elected official in Denton County; and / or (5) conviction of a felony, or crime of moral turpitude. (g) Alternates. Alternate members of the Board of Ethics shall attend meetings only upon request by the City Auditor's Office. The role of an alternate is to participate in meetings of the Board of Ethics as a replacement for a regular member who is absent or abstaining. (h) Scope of Authority. The Board of Ethic's jurisdiction shall be limited to implementation and enforcement of this Article. (i) Amendments. The Board of Ethics may recommend amendments to this Article. A recommendation from the Board of Ethics is not required for the City Council to exercise its discretion in amending this Article. (j) Officers. At the first meeting of each fiscal year the Board of Ethics shall select from among its members a Chairperson and Vice-Chairperson. (k) Rules of Procedure: The Board of Ethics shall adopt rules of procedure governing how to conduct meetings and hearings. Such procedural rules are subject to confirmation or modification by the City Council. ��III ��..� `�� ' ' "� .�IIID' ��:��'�'�°�uui��'��.. �G � u�:��:.� �r��iu�.�u ��:� �� ...��r�G �N.�� ,�r �;,��uu� � ��" �� u��r��-...�� G ��:�, �G u �r�:..�1��..� ��r��u°�B ��:r�" ��,�1��°� ��r��° ��i��. 5�� 3-11�m A��is�ry C�pini�ns (a) Requests. Any City Official may request an Advisory Opinion on a question of compliance with this Article. Requests shall be submitted in writing to the City Auditor, who shall assign the request to a Panel. (b) Issuance. A Panel of the Board of Ethics shall issue Advisory Opinions upon request. Advisory Opinions shall be issued within thirty (30) days of receipt of the request. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 15 (c) Reliance. It shall be an affirmative defense to a Complaint that the Accused relied upon an Advisory Opinion. In making a determination on the proper disposition of a Complaint, the Board of Ethics may dismiss the Complaint if the Board finds that: (1) the Accused reasonably relied in good faith upon an Advisory Opinion; (2) the request for an Advisory Opinion fairly and accurately disclosed the relevant facts; and (3) less than five (5) years elapsed between the date the Advisory Opinion was issued and the date of the conduct in question. �; � ��iL� � ��TiTii�1�'i�i ._ (a) Complainants. Any person who has first-hand knowledge that there has been a violation of Sections 3-112 and 3-113 of this Article may allege such violations by submitting a Complaint. The persons who may submit Complaints includes (but is not limited to) �1�� u�� u��= a�-u��B:��-members of the Board of Ethics. (b) Form. Complaints shall be written on, or accompanied by, a completed form promulgated by the City Auditor. (c) Contents. A Complaint filed under this section must be in writing and under oath and must set forth in simple, concise, direct statements and must state: (1) the name of the Complainant; (2) the street or mailing address, email address, and the telephone number of the Complainant; (3) the name of each person Accused of violating this Article; (4) the position or title of each person Accused of violating this Article; (5) the nature of the alleged violation, including (whenever possible) the specific provision of this Article alleged to have been violated; (6) a statement of the facts constituting the alleged violation and the dates on which or period of time in which the alleged violation occurred; and (7) all documents or other material available to the Complainant that are relevant to the allegation. (d) Violation Alleged. The Complaint must state on its face an allegation that, if true, constitutes a violation of this Article. (e) Affidavit. A Complaint must be accompanied by an affidavit stating that the Complaint is true and correct or that the Complainant has good reason to believe and does believe that the facts alleged constitute a violation of this Article. The Complainant shall swear to the facts by oath before a Notary Public or other person authorized by law to administer oaths under penalty of perjury. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 16 (f) Limitations Period. To be accepted, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (g) Filing. Complaints shall be submitted to the City Auditor. Submission of Complaints may be made by hand delivery, by U.S. Mail, or email directed to an email address publicly listed by the City Auditor. (h) Acceptance of Complaint. Within five (5) business days of receiving a Complaint, the City Auditor shall determine if it is administratively complete, and timely. (1) Administratively Complete. A Complaint is administratively complete if it contains the information described above. If the Complaint is administratively complete, the City Auditor shall proceed as described in this Article. If the Complaint is incomplete the City Auditor shall send a written deficiency notice to the Complainant identifying the required information that was not submitted. The Complainant shall have ten (10) business days after the date the City Auditor sends a deficiency notice to the Complainant to provide the required information to the City Auditor, or the Complaint is automatically deemed abandoned and may not be processed in accordance with this Article. Within five (5) business days of a Complaint being abandoned, the City Auditor shall send written notification to the Complainant and the Accused. (2) Timely. To be timely, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (i) Notification of Acceptance. Within five (5) business days of determining that a Complaint is administratively complete, the City Auditor shall send a written notification of acceptance to the Complainant, the Accused, and the City Attorney. For purposes of this provision, a Complaint shall be considered Accepted when the City Auditor has deemed the submittal administratively complete, and timely. (j) Confidentiality. A Complaint that has been submitted to the City is hereby deemed confidential until such time as the Complaint is either dismissed or placed on an agenda for consideration by the Board of Ethics in accordance with this Article. Clerical and administrative steps shall be taken to identify and manage confidential information in accordance with this Article. The confidentiality created by this Article includes the fact that a Complaint was submitted and the contents of that Complaint. It shall be a violation of this Article for a City Official to publicly disclose information relating to the filing or processing of a Complaint, except as required for the performance of official duties or as required by law. Requests for records pertaining to Complaints shall be responded to in compliance with the State law. The limited confidentiality created by this Article is limited in scope and application by the mandates of the Texas Public Information Act, Chapter 552 of the Texas Government Code. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 17 (k) Ex Parte Communications. After a Complaint has been filed and during the pendency of a Complaint before the Board of Ethics, it shall be a violation of this Article: (1) for the Complainant, the Accused, or any person acting on their behalf, to engage or attempt to engage directly or indirectly about the subject matter or merits of a Complaint in ex parte communication with a member of the Board of Ethics or any known witness to the Complaint; or (2) for a Member of the Board of Ethics, to knowingly allow an ex parte communication about the subject matter or merits of a Complaint, or to communicate about any issue of fact or law relating to the Complaint directly or indirectly with any person other than a Member of the Board of Ethics, the City Auditor's office, the City Attorney's office, or Special Counsel. (a) Referral to Chairperson. Accepted Complaint(s) shall be referred to the Chairperson of the Board of Ethics within five (5) business days of being determined administratively complete. (b) Assignment of PaneL Within five (5) business days of receiving an Accepted Complaint, the Chairperson of the Board of Ethics shall assign the Complaint to a Panel for Preliminary Assessment. The Chairperson shall order a meeting of the Panel, which shall be conducted in compliance with the Texas Open Meetings Act. Each Panel shall select a Presiding Officer to conduct Panel deliberations. (c) Panel Determination. Within ten (10) business days of being assigned an Accepted Complaint, the Panel shall review the Complaint on its face and determine whether the Complaint is: (1) Actionable: the allegations and evidence contained in the Complaint, if true, would constitute a violation of this Article. (2) Baseless: the allegations and evidence contained in the Complaint, if true, would not constitute a violation of this Article. Actionable Complaints shall be returned to the Chairperson for listing on an agenda for a public hearing. Baseless Complaints shall be dismissed. Written notification of the Panel's determination shall be filed with the City Auditor and sent to the Chairperson, Complainant, the Accused, and the City Attorney within two (2) business days. Written notifications of dismissal shall include notice of the right to appeal. (d) Appeals. A Panel's preliminary assessment under this Section 3-120 may be appealed to the Board of Ethics by either the Complainant or the Accused, as applicable. An appeal shall be perfected by filing a written notice of appeal with the City Auditor within ten (10) business days of the date of the written notification. 5�� 3-121m l�I��tin�� (a) Calling Meetings. Meetings of the Board of Ethics shall be called upon request of the Chairperson, three (3) members, or the City Auditor. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 18 (b) Quorum. The quorum necessary to conduct meetings of the Board of Ethics shall be four (4). The Chairperson (or acting chairperson) shall count toward the establishment of a quorum and retains the right to vote. (c) Hearings: (1) Scheduling: Hearings shall be scheduled by the City Auditor upon the filing of: (A) a Panel determination that a Complaint is Actionable; or (B) an Appeal challenging a Panel's dismissal of a Complaint as Baseless. (2) Purpose: The purpose of the hearing(s) shall be solely to determine whether: (A) a violation of this Article occurred, and if so to assess the appropriate sanction; (B) an Accepted Complaint was erroneously dismissed as Baseless by a Panel; and/ or (C) an Accepted Complaint is Frivolous. (3) Sworn Testimony: All witness testimony provided to the Board of Ethics shall be under oath. (4) Burden of Proof Because the burden of showing that a violation of this Article occurred is placed on the Complainant, it is the Complainant that has the obligation to put forth evidence, including testimony, supporting the Complaint. The Complainant is required to testify at the hearing. A Complainant's failure to testify at a hearing shall be grounds for dismissal of a Complaint. (5) Representation: The Accused shall have a right to present a defense. Both the Complainant and the Accuser have a right to be represented by legal counsel. (d) Open Meetings. All meetings and hearings of the Board of Ethics, including Panel deliberations, shall be conducted pursuant to the Texas Open Meetings Act. The Board of Ethics may convene in Executive Session (i.e., conduct a closed meeting) as allowed by the Act. All final actions of the Board of Ethics shall take place in open session. (e) Postponement in Certain Instances. (1) Proceedings may be postponed upon majority vote by the members of the Board of Ethics. (2) The Complainant and the Accused are each entitled to one (1) postponement without cause. Additional postponements shall be solely for good cause and at the discretion of the Board of Ethics. (3) If a Complaint alleges facts that are involved in a criminal investigation or a criminal proceeding before a grand jury or the courts, the Board of Ethics may, when a majority of its members deem appropriate, postpone any hearing or any Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 19 appeal concerning the Complaint until after the criminal investigation or criminal proceedings are terminated. 5�� 3-122m I)i�p��iti�n (a) DismissaL If the Board of Ethics determines at the conclusion of a hearing by simple majority vote of its members that a Complaint should be dismissed, it may do so upon finding: (1) the Complaint is Baseless; (2) the alleged violation did not occur; (3) the Accused reasonably relied in good faith upon an Advisory Opinion, as provided in this Article; or (4) the Complainant failed to testify at the hearing. (b) Sanctions. If the Board of Ethics determines at the conclusion of a hearing that a violation has occurred, it may within ten (10) business days impose or recommend any of the following sanctions: (1) Letter of Notification. If the violation is clearly unintentional, or when the Accuser's action was made in reliance on a written opinion of the City Attorney. A letter of notification shall advise the Accused of any steps to be taken to avoid future violations. (2) Letter of Admonition. If the Board of Ethics finds that the violation is minor and may have been unintentional, but calls for a more substantial response than a letter of notification. (3) Letter of Reprimand. If the Board of Ethics finds that the violation: (A) was minor and was committed knowingly, intentionally or in disregard of this Article; or (B) was serious and may have been unintentional. (4) Recommendation of Suspension. If the Board of Ethics finds that a violation was committed by a Member of the Planning & Zoning, or Zoning Board of Adjustment, or a Department Head, and it: (A) was serious and was committed knowingly, intentionally or in disregard of this Article or a state conflict of interest law; or (B) was minor but similar to a previous violation by the Person, and was committed knowingly, intentionally or in disregard of this Article. The final authority to impose a suspension rests with the City Council. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 20 (5) Ineligibility. If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Notice of all sanctions imposed by the Board of Ethics shall be transmitted to the Accused, Complainant, City Auditor, City Attorney, and City Council. (c) Frivolous. (1) Prohibition. It is a violation of this Article for a Person to submit a Frivolous Complaint. (2) Super-Majority Vote. If the Board of Ethics determines at the conclusion of a hearing by a vote of two-thirds (2/3) of its Members that a Complaint was Frivolous, the Board may impose a sanction as provided by Section 3-122(b). (3) Factors. In making a determination on frivolity, the Board of Ethics shall consider the following factors: (A) the timing of the sworn Complaint with respect to when the facts supporting the alleged violation became known or should have become known to the Complainant, and with respect to the date of any pending election in which the Accused is a Candidate or is involved with a candidacy, if any; (B) the nature and type of any publicity surrounding the filing of the sworn Complaint, and the degree of participation by the Complainant in publicizing the fact that a Complaint was filed; (C) the existence and nature of any relationship between the Accused and the Complainant before the Complaint was filed; (D) if the Accused is a Candidate for Election to Office, the existence and nature of any relationship between the Complainant and any Candidate or group opposing the Accused; (E) any evidence that the Complainant knew or reasonably should have known that the allegations in the Complaint were groundless; and (F) any evidence of the Complainant's motives in filing the Complaint. (4) External Remedies. Complainants who submit Frivolous Complaints are hereby notified that their actions may subject them to criminal prosecution for perjury (criminal prosecution), or civil liability for the torts of defamation or abuse of process. The Complainant or Accused may request the Board of Ethics to reconsider its decision. The request must be filed with the City Auditor within five (5) business days of receiving the final Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 21 opinion of the Board of Ethics. The request for reconsideration shall be sent to the Chairperson of the Board of Ethics and the non-filing party (Complainant or Accused). If the Chairperson finds, in the Chairperson's sole discretion, that the request includes new evidence that was not submitted at a prior hearing, and that the new evidence bears directly on the Board of Ethic's previous determination, the Chairperson shall schedule a hearing on the request for reconsideration to occur within thirty (30) business days after filing with the City Auditor. Absent new evidence, the Chairperson shall unilaterally dismiss the request for reconsideration and provide to the Parties. � �� " m ;��k��. ��. �� °�� ui�.� � ��ni��.°uilllm 1"�i��r ��u°��:�r��t �1�� ;��an�r��B �� 1�� . u�:�a vvl��r �� u°�n��8 ��r ��t� ��. �r�"�1�� . u�� „ �r�aiu�t�°�n vvu�l��u�t �1�� uu°�B � �,�� r�BG�.��.uG�G� �r��..��`�"uu�tu�i�;�' �ru° F�°�;ru�t��u�t��.;��iuu�tu�i,�'.,. ��1:�..�. ll��°��.��uui��°ni��.� ��ni��;°��ui�u��,� 1"��..�;�G u��r�:��.�1��.��G G��n�r�G �8:...�� 1��..� u�� :�t �� 8��.a��uil��G:.�t� u�° �1�� u°��r�� u°�n��:��8 ��r �:�� . u�:�a l��u��.�u° ��r��° �1�� B��a��u°il��u�t� ��ai.��aG.u°��u��:r�i° vvu�1��t �1�� u�i��°��8. � � r ° � � �� "` �,BG a�.7iG.�...�r�"��"�"��tu�,� �ri�„ �°�ru�t��t��.�aiuu�t� �... ��.�... � �uui� �lll��uui��ni„�� 1�� au�rl��.��u�u�ru��„ �r� �1��.�� G ��.�rut �8�:�...�t�r� �� a an �� "�" �, uI �u � uI lll��. �.. ... � " � �.. �...�.. � iI � p �V � 6 Il �� :p�.... vvl��:r �,�� an�r��B �� 1�� . u�:�a ��ru°� �l��u�i �� pb ��ru�t�l�� au°u��r��°. ��,��m �� :�..��°�� :��m �� :�.��m, ��n�ral Pr��urall�Iatt�r� (a) Deadlines. Any deadline provided in this Article shall be construed as expiring at 5:00 p.m. local time on the last day. .." � �� `� � �uG ��iG �„� ��ru ��aG �� .��. �1��uilll�h:��„�.� ��'�nilll�; �Jut��u �1��...:�uilu� �, �� G �� uutG .��..�ru ��ut' uG � a�:��t�G �r��.... i ��G � �;��.G ut �1��—....��G �1�G uG ��.�rut�G ��;ii uG ��i�� r��..��aG ��,...u� ��.��G � ��..�. � �,�u��.�ut �1��—...�u��G .��:�.�. ��,°� ��iuuG �r��G ut��...�r� �1��....�u ilu�� —...��a�r��G �fl��.�B��G �;�,� ��ui�� r��unuut:��..�,un� �;�rut�7i��:..�,1�G �V��G u u� ��:��G G �:� � � ��"�l�u�.�u°ilu�°n�.:.. �� u��nuut� u°�� aiuu°��u�t�� ;'. �� a° �� °, � � I, ' .::m � � � �l�l�y��t� [�^�es�e�^v�e � �. � Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 22 � 0 N O M \ M a� C GJ � � O V V � � a � u t � W �; v �^ - -6 � u co Y `= � � O L = � w � � '� 'o co �.i .'_' � > ,� � � � � iJ '� v L,� N p ` �� h '6 � ='3 v �� F v � •N .� w � � '^ -� v � co � v � v m N v � -� � 4J O '� Q � _ C 41 � u � � O �p � � — (p � -O � v1 q0 � `� s�.+ 41 tlp > (p (p u N tl0 C •N � v � O � 41 t C O Q 'u L 41 � (0 q0 � C �J LL -6 O 41 E � C 41 L (0 h � C — � v1 L 7 �� 41 � (0 � a.+ 4J 4J co � � `^ 4J � u Y p � � (0 C C � � ?�, � 41 � 41 � � p � � � � � N Y Q N u Y 7 �-O � � ON O � � � � � O vi •� � �n Q � � � -6 p�p � vNi .� '6 . co w.� � C 'j U � co i v � y C Q 'O u � C � � . � � O = O � � co � �n 41 � � � N �p � � 'u C � � � � � 4J v -6 a� i = 3 �� 'O �n u fl- `� v a"3i � v � �n � �0 N ,", �.oi o = Q � � � v � � �� O � �`.� >co O Y N � i � co N 'O h O • = N 41 u pp � �' > Q� v� L p � tl�0 .0 � p 'O � Y �(0 w � � Q •u -6 �' � C W �p 41 •� � vi (0 a�+ 7 .� _ .� � '6 � � � �0 � � 4J tl0 Q co N'6 �0 O� � co O,� p p Q � � CJ � a 4J � � �n LL 4J O fl- 'o �p � y � co w u � � � N �, v � '� v v � t E � '� � a �, u °N' ° � �. nn � „ � °' o v � Y � o � o s � �, E �0 a � `° °1 � `° fl- � o E N � •� o � �. � 00 � � ° � ° � .E +� ° � � � °,�' w co a�i � `^ co " o — � `0 '�n u �0 `0 ai o ai aj > 'o � �-o `� E Q v � v ai �= � ai �� u c°Do Q -a y � � � � `—' o w v c�o 'o o� y u�. � c�o � co � �� Q ��" °' � co t • t cYo 9- � t,� � ai �•„� x p � u nn C � � �n N O tl�0 O � C co w � � � � Y � � � � 41 � 4J •4J o °�° .Y ai > � i �� °° o � � o n�n n�n 'ai c�o '`�' � 3 t `° � � n�n °' 3 ai � ai ai ai 'co p . u � �n � co ._ p o � '� � C O 4J Y u �n '6 Q � ,� � — � O 4J = � 'n ;—�— .� � co v '�n p � � � � � Y �n co N U '� � v �n �n � co '^ � — � 4J � O � � � � � 41 � " � � � � � � t � m C yv,, u u � +.�' a�.+ � � u � � v�i n�i u h ._ C � N .= u � � (0 � � � � .� � :� � Y O � .> O O Y u � � — N � O Q O � � � •� O � — � .0 y 9' u 41 L CJ > C � v1 � u �'u L� Y 41 (0 � � �u vi = � � y .� 4J O � N — • v '6 C H � � � � � O co v w O ,� v E� o�� o y N � �o � y� Y v� �3 3�, °' o'^ o° o� v �o � � E `� t o � � � � ° > o v � � ,°1, � � � t a � =o � 3 0 � +� � '_ v v a�i � � o E u .� o v � — � �, > � 9- � u ai � �n 'o -a -a co 'o — � � fl- � Y � vi �. • � co v � i�,, N 4J v 4J � � � � p 4J '6 � � � � � � � 4J � .O � � � O �n � n�i � � v � � � 4J C O m � � � �C Q N � � � � � � � � � Q � — t t � � °1 > — � °' �0 3 � � � � � � � � Y � � o " " �. nn -a ;� � co .ai �n ��.. fl- ° � °' °' °' � o � — � co co o co � u �� '3 ��n o nn t �• w fl- co u u� co •X �� E o — o � � � � � o � v � v � � '� � o v Y o° t �.� o � t v v�� o�� c�o E� � 9- °1 0� �, v `� `° � = -o �u '^ � ai •— 0 3 � � o co � � v y c� co � v �� ai � o ai ai � t� t� co 0 o t fl- �> � o Q o�� t v �_ � Y � � o � �u .� � N � co � 'o v`�i � ° � Y .V Y `^ o � � O u °1 � 'u U � ni Q� v� U �?� '6 � �'6 N O -p ' u �° co N t p '6 O � O co _ � � � i O � O � � co � co v t � � � v w � `n Y � V VI 41 � — 9- Y � (0 VI � L i � �-6 Y (0 Y tl0 VI -6 � Y � y _6 (0 Q lJ C L VI t (0 41 � W 4J � 4J � � O � �'6 4J 4J — O `^ �n � �n C C -O �-O U w� co O L � co '^ vi � Y � � �� u Y Y � co � v �n 'co 4J .� 4J O � � v H � �n Q o = cYo � � ai t o ,n = � � io � � � ai Q � � ,� � � -6 � Y • co � ',n � -6 � � � � -6 � v co co o +� � � p � O �n ai 'o `^ p u �0 �n O. O• �n � �n 7 � +' � Q Q�n � u u � C co 4J m C � C •i O 9- cxo � L 4J v � p Y-6 '— 4J 4J > � �� w � v 0�0 � cNo � O� v co 9- O � � v t o v �, � v t t�� o o v � m� t � E' �� _�� o�� aao��a_a� �i�� a N E°' ��F� w� 0� � N M� u1 � N M c-I N M� u1 l0 I� 00 co c-I N M��.� O'N a�., ��/'1 O c-I � � q0 q0 q0 q0 a C C C C r 41 41 41 41 c41 c41 c41 c41 C G G G G G1 — £ 'u 'u 'u 'u � � � _ _ � .� .� O O O O E E O u c� c� c� �,, �,, c� a, E >' o Y � z � � v v o � � � � � o � o o c3o 0 � � a r.i r.i x c� v E � z " � � a, N � � > > — C i O 4J co co co 4J li K � � � d Y I� I� W W W W � � � � � � 0 0 0 0 0 0 � � � � � � �, � � � � � � � N \ N M M M �p c-I N 0 � � N 0 N O M \ M a� i a� � � O V c� � � a � u t � W � v N ,� � u � � � L u v � � > � v v 41 � (�0 � � N r' ��-+ L-+ w C � '6 O.'� O O O O � � � � � •� Y � � O � t O � — � tl0 u t �, � � N � C O � '�6 � 7 4J � � � � 7 .� � � a�+ ��-+ Q � u � � — � � O � � — � � O � � N � _ � �� Q O � u � p � � �J � �J '6 C (0 � � _ � �/f � (0 � • � +-+ � io � � �' `^ o `^ � co ,� Y t O � � .� 4J � ��-+ � � 4J � L (0 v � � 41 �(0 C � � W 9- (0 � � � 9- Q� •� O O Q,h •� v u v O u � ' � � � � u Y � t � m � v h N U � w C O � � � m � � a_+ Y C > v � � � v h � � � �� Q O p y-p �n p � • � p 'u � vi � w � O w � � � 4J v � � Q � � h � h � y Q C L 7 a�.+ � � Qj '6 y�p,, p 41 v ? v u � � � � w O v � '� � co O '� � • -O � co O 41 h v'Q � a�.+ �� O Q v 4J � � � � 4J � y � '6 � 'N � u �p vi 4J � � '^ v`^i O O a�.+ N? j O '— � w �n p v v �� h Y v � � � � Y � ' � o 0 N � � �° u 'O `n Y `^ � � Ou L 'N 41 �p Y y C 41 � -6 v1 � w v1 � o i v co � Y i o. o�,v -o o ?i `� �n � . ,� �° u io `� o co O � 4A C � � tl�0 � Q� � i� 4J ='6 Q O � � L � � � (0 w � � `� = � � -6 ��i1 a�.+ ' +J � 'n '^ O � O � N O 4J �n ? 4J `.� E yp t v O v 41 4J O �J m � C fl- O � �p � � � � Q �p O � +��' v '�' � .� v`^i u � O p � � � p�p � C Y a�.+ � � '6 � .� O �� Y Y aJ ,� O N�� O fl- � a�.+ N u vi � Y U j 41 O �� u C � N � 4J � 4J Y O 41 Y 41 j �'6 � � � N '� h � � � � � h V � � fl- � u � a v ��.. 3 � °o � �° r0 � `^ co o � v � �n o � � � '6 w u 4J — O Y � � O > � �0 � co O O N � � � 7'_ �p u lp ? � y � p � co 4J w ��-6 t N� h 4J 4J C� � C �1 � -6 (0 +�-+ .= Q Q� yh., p >�O y— p� 4J 4J > co � L � L v O �> �n `� 41 � a�.+ 41 � fp �'' Y C Q 41 41 4J � 4J � — Y O O y-6 N p 4J 9- � � � Y 4J � Y O u �n a+ Q � C v�i c� v�i .� y�,, �'6 � i'6 � � j �i � � � Q � � � � ? Q � N � � v � � N � Q? Q� u � O N Q>� � � >� O w 4J y — N N O co 00 w 41 Q> �n 9' > � 41 00 0 c-I N 41 c-I O � � 41 L c-I N-6 co c-I N Q M p. q0 q0 q0 �. C C C r - - - ., �o �o �o � a, a, a, a, v v x x x £ 'N 'N u u u � v v � � � u° � � � � � a a a a, � o Z nn ,� � � � �� > Y � �� o J J o N c� a a, E � z N � � N 7 � � C � L O 4% (p � QJ LL J N � Y � W W W W W 0 0 0 0 0 � o 0 0 0 y c-I N N N N �' M M M M M N 0 �� 1�� 12325 Hymeadow Drive Phone: (512) 250-0411 5uite 2-100 �� P�� F'ax: (512) 250-0749 Austin, T'exas 78750 T'exasMunicipalLawyers.COi11 MEMORANDUM TO: Mayor Chris Watts & Members of the City Council, City of Denton FROM: Alan Bojorquez, Special Counsel & Ethics Advisor DATE: Apri12, 2018 RE: Questions on Draft Code of Ethics Please accept this memo as my summary of the answers I have given to questions that have been generated by certain members of the City Council and the public since the public hearing. L Is the Conflict of Interest for service to nonprofits limited to service on the governing body? Yes, §3-113(a)(3)(F) applies to `Board of Directors or as an Officer", but to clarify we can add "(i.e., Governing Body)". 2. Is there a"look-back period" for board service? No. Section 3-107 states that the Code of Ethics cannot be used as a basis for a Complaint for anything alleged violation that occurred prior to adoption of the Code of Ethics. The law and public policy tend to frown on ex post facto laws. 3. Does the $600 gross annual income threshold for Conflicting Interest apply to income from an employing Business Entity, or also from the individual clients of that Business Entity? §3-113(a) applies to the employing Business Entity, not clients. For example, if a City Official is employed by a hotel, the City Official would likely have a Conflicting Interest in that hotel's matters pending before the City, but would not necessarily have a Conflicting Interest if one of the hotel's guests had matters pending before the City. We could add that the income is as reported on a W-2 or 1099. 4. Do the restrictions on the Representation of Others (§3-113(d)) or Subsequent Work on Prior Projects (§3-113(i)) prevent a Former City Official from accepting business from a new client simply because when they had been on the City Council they had voted on a matter regarding that new client? No. The prohibition on the Representation of Others is just for 2 years, and only limits a Former City Official's ability to come to City Hall to advocate one someone's behalf for compensation. The prohibition on Subsequent Work on Prior Projects is meant to prevent city officials from leaving city hall to then immediately work for contractors if while at city hall they had "personally and substantially participated in the negotiation, award or administration of the contract..." Merely voting on an agenda item wouldn't trigger either provision. Also, in Draft "C" I have shortened the ban to just 1 year based on feedback from the public hearing. 5. Will the City Attorney vet Complaints before being referred to the Board of Ethics? No. The Office of the City Auditor will review Complaints for Administrative Completeness. A Panel of the Board of Ethics will provide a Preliminary Assessment of Complaints to ensure they are not Baseless. The Office of the City Attorney does not have a direct role in either function, but can provide legal guidance as necessary. 6. Can the Board of Ethics review Complaints anonymously to avoid frivolous Complaints that may damage a person's character? This Code of Ethics tries to balance: (a) The objective of fostering more integrity at city hall, with (b) the need to provide due process, and (c) the desire to avoid unduly harming people's reputations. Equilibrium is not easy to achieve. From the outset the City Council expressed a desire to be as transparent as possible in light of these sometimes conflicting aims. At no point did the City Council express a preference for involving the City Attorney's Office in the pre-filtering process. 7. What is the actual punishment for an ethics violation? For City Officials and Former City Officials, a letter of Notification, Admonition, or. Reprimand. Department Heads and members of the P&Z, ZBA, and PUB may also receive a Letter of Suspension. Vendors who violate the Code may be deemed ineligible to contract with the City for one year. The Code of Ethics strives to provide some form of punishment while honoring the limitations imposed by the Charter. At no point has the City Council stated support for sanctions involving criminal or civil fees, or prosecution, or other remedies that may be available through the judicial system. 8. How does the deiinition of a"Vendor" in the Code of Ethics relate to the definition in the City's vendor manual? Vendor is defined in the Ethics Ordinance as: "a person who provides or seeks to provide goods, services, real property to the City in exchange for compensation". Our City Purchasing Manual defines vendor as: "A seller of commodities and/or services". Chapter 176 of the Texas Local Government Code defines a vendor as: "a person who enters or seeks to enter into a contract with a local governmental entity. The term includes an agent of a vendor. The term includes an officer or employee of a state agency when that individual is acting in a private capacity to enter into a contract. The term does not include a state agency except for Texas Correctional Industries". The draft Code of Ethics and state law both define it more broadly that the City's purchasing manuaL We can attempt to conform or otherwise reconcile definitions if requested. 9. Regarding eligibility for Board of Ethics, should the City require a background check versus language professional license preferences? I have no reason to object to adding that requirement, but don't see it as replacing the current language. City of Denton Apri12, 2018 Code of Ethics- Q&A Page 2 of 4 10. If Board of Ethics and Panel meetings can be closed, should they be recorded or should a legal liaison be assigned to make sure no conversations go of topic or into prohibited areas? I have never advised making recordings of Executive Sessions. Compliance with the Texas Open Meetings Act should prove sufficient. The Board of Ethics and Panels will have the same ability and restrictions regarding Executive Sessions as any other governing body. A legal liaison is an option, but not a requirement. I would leave that up to the Board of Ethics, the City Attorney (and if applicable the Special Counsel appointed to assist). 11. Should the Code include language on behavioral ethics, such as how one should conduct themselves during others elections? We can add language about how people are to behave themselves. Thus far, there has not been interested expressed on that subject by the City Council. 12. Regarding Gifts, might the "any gift that might reasonably tend to influence such Officer" be too general and vague? It is broad, but it is also very common. It's hard to measure, but sends a message to City Officials that they should strive to avoid such gifts regardless of the dollar value. 13. Why did we reduce the list of employees to whom the limitations on Outside Employment apply? That section only applies to "Department Heads," which is defined earlier in the ordinance as employees appointed by the City Council, those being the City Manager, City Auditor, City Attorney, and Municipal Court Judge. All others employees are covered by the personnel policy, which is separate. The list of other senior employees was deleted because it conflicts with the Charter, which extends sole supervisory authority over those positions to the City Manager. 14. Should we create an exception to the Representation of Others restriction for Former City Ofiicials who possess unique talents that cannot be conveyed to a coworker? To create such a broad exception would weaken this prohibition. If the City Council wants such an exception, I can add it. 15. In regards to the prohibition on the Representation of Others restriction for Former City Ofiicials, should we allow Former City Officials to seek Advisory Opinions? If the City Council wants to allow Former City Officials to seek Advisory Opinions, I can add that language. 16. Would a Denton City Council Member be allowed under the Code of Ethics to attend the Alliance Air Show and go to a skybox? Yes, attendance at the Air Show would be allowed if the event is a charity or community happening, and the host is present (i.e., the person picking up the tab is there with you). A quick glance at the website shows me it is a fundraiser for nonprofits. http://www.allianceairshow.com/Fun/fastfacts.aspx See the exception provided in the draft at 3-113(b)(5)(C): City of Denton Apri12, 2018 Code of Ethics- Q&A Page 3 of 4 ... meals, lodging, transportation, or entertainment furnished in connection with public events, appearances or ceremonies related to official City business, or charity functions, or community events, if furnished by the sponsor of such events (who is in attendance); 17. Why can't the Code of Ethics do away with Panels and have all Complaints go directly to the Board of Ethics? The draft Code of Ethics tries to balance: (a) The objective of fostering more integrity at city hall, with (b) the need to provide due process, and (c) the desire to avoid having the City of Denton play a part in unduly harming people's reputations. The City is also striving to be transparent. Equilibrium is not easy to find, and thus far we are striving to achieve that balance utilizing panels. From a practical standpoint, panels also offer the ability to convene sooner than the full Board of Ethics. The City Council has expressed a preference for ethical matters to be addressed in a timely manner. Large boards tend to take a while to gather. While I understand that you oppose the pre-screening function provided for in the draft Code of Ethics, there are others in your community who favor such procedures in hopes of avoiding instances of defamation. Also, an Accused might reasonably hire a private lawyer to represent them before Board of Ethics hearing, only to have the Complaint dismissed as Baseless. That expense could be significant, yet ultimately unwarranted. Finally, being publically accused of ethical infractions is no small matter. The City Council has sought to encourage ethical behavior, discourage unethical conduct, and deter frivolous complaints. The City Council has attempted to promote a culture of integrity, while striving to prevent use of the Code of Ethics as a political weapon or tool for pursuing personal vendettas. City of Denton Apri12, 2018 Code of Ethics- Q&A Page 4 of 4 N E � � c� J N N 7 � O O m � � C O .--� C N 0 O � ._ U � �� M OC C � � � J N N 7 � O O m X � c 0 c a� 0 0 � U �_' � � � ��uu� � uuuum� �� uuuuuuuup luuu�� uuuuuuuu� uuui uuuuuuu� � puuuuuuuuuiu� 0 0 � � � � J N N 7 � O O m X � c 0 c a� 0 0 � U �� u��.� . � .� � � �� .�� p�� .� � � ��.� �� I�,, � � � p��.� �� .I� � �� ,, � 0 � � �� C � � �,, � � � � C�� i'^�. � � IuuP� „�,,,�� .� uuuuuuuuuii� � .� mo' I�uu� � uuuum I luuuuuuuuom �., � �� u, �uu um� � iipuuu Ilu� � �� x� � �� ,, � �i�w � �� il� � � � .� � .�„ ,�,�,,,,,� � � �,, . � � � C"� � � �'�� C'�� C�� '�� '�� . i��m�� .� � �� ii�uuuuuuud � uuuu� � �� i� � pmuuuuuuud � .� p�uuuuuuuuuuu � � puuuuuuuu�� „ .V� � � �i�� , � �� pluuu��lllllllll� i� � �.I� 0,,,� i�uuuuuuuuuuu I � � Illlllllu .� � �� p�uu� mw pum� m� pu�uuu� Vuuuuu�uuuuuui� � O E � � co J N N � � � �� m �" � c C�� o �� c a� .� 0 � � � o � :�' � U I,,,,,� ' � � I u�uiiiiiiiiiiiiiii�� pl uu i uuuuuuu� il � p�uuuuuuuuuuu� i�uuuuuuuuuuu� uuuuuuuuui� uuuu ... q �� 0 O E � � c� J N N 7 � O O m � � C O C N 0 � O ,•-_�" U � O E L � � � J N N 7 � O O m � X � C O .--� C N 0 O � .--� U � �: � . ,__, U � �--� � r--� O U N O � � O U � � r--� N N � � �U $--� V1 0 � � O � ^� � � N � � � '� .� $"'" U O U � � � '-' U � � vs O u � u 0 � � � J N N � � 0 .o m � � 0 c a� 0 � 0 � U � U N � U � � C� � C� U N � 0 0 0 0 � � � � J N N 7 � O O m � � 0 c a� 0 0 � U ^ ^ .,� M � i M c�0� � 0 � 0 0 � 0 � � � � J N a� � � 0 'o m X � c 0 c a� 0 0 � U � C/1 � .O .� � O � � O E � � J N N 7 � O O m � � 0 � � 0 0 � U 0 N ,-� 0 0 � � O O M � 0 � � � J N N 7 � O O m � � 0 � � 0 0 � U � � � s � � O � � s � W U � c� C6 � O � � � V♦ � � U O � � � � O E L � � � J N N 7 � O O m X � c 0 c a� 0 0 � U � � O E L � � � J N N 7 � L 0 M0 W X � c 0 �. c a� 0 � 0 � � U City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-516, Version: 1 AGENDA CAPTION Receive a report, hold a discussion, and give staff direction regarding the development of an ethics policy for all City of Denton employees. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: AGENDA INFORMATION SHEET Procurement/Compliance CM/ DCM/ ACM: Todd Hileman DATE: April 3, 2018 SUBJECT Receive a report, hold a discussion, and give staff direction regarding the development of an ethics policy for all City of Denton employees. BACKGROUND A Charter Election was held on November 7, 2017 for the purpose of submitting to voters five propositions for amendments to the Denton City Charter. Proposition D approved the adoption of an ethics ordinance by the City Council. The City Council hired outside attorney Alan Bojorquez on November 14, 2017 to facilitate the development of the ethics ordinance. Council has worked through five sessions with Mr. Bojorquez to draft the ordinance that, when adopted, will apply to City Officials, department heads appointed by Council, and vendors. In an effort to hold all City employees to the same ethical standards as City Officials, staff has drafted a separate ethics policy to reinforce our commitment to ethical behavior. The City's existing personnel policies and procurement manual have collectively served as a code of conduct for all City employees. While these policies address many issues related to ethical behavior, they have gaps which the drafted ethics policy aims to fill. The ethics policy also serves as a resource for employees, setting expectations and helping to ensure employees are performing their duties in a manner that will protect them as well as enhance the credibility of the organization. The ethics policy will cover the following: • Conflicts of interest, including disclosure and recusal o A conflict of interest is a situation in which personal and/or financial considerations ha�e the potential to influence or compromise professional judgment or actions. In order to manage the associated risks, real or perceived, it is the City's policy to address conflicts of interest through disclosure and recusal. o To ensure the procurement process operates in a fair and equitable manner, employees involved in a formal solicitation must submit a disclosure form before any solicitation material will be shared with them. If a conflict of interest is identified, the employee will be recused from any decision-making, influence, or solicitations that involve the vendor or individual(s) identified in the conflict. • Nepotism o In a department comprised of more than one operational division, an applicant related within the second degree of affinity or within the third degree of consanguinity to a City employee employed in that operational division will not be eligible for employment within the same division. • Gifts, meals, and events o Employees shall neither solicit nor accept gifts, meals, or entertainment offered from an individual, business, or organization due to their position with the City. o Examples of prohibited gifts, meals, and events include: ■ Meals provided by vendors; ■ Attending hospitality events sponsored by vendors in connection with a conference; ■ Cash and gift cards; ■ Tickets for entertainment; and ■ Raffle items at conferences. o Exceptions include: ■ Meals included as part of a community event where attendance by the employee is required as part of their essential duties (e.g., National Night Out); ■ Transportation, registration, meals, or lodging provided due to a speech or service the employee rendered at the event; ■ Items included in event registration and available to all attendees (e.g., conference "swag bags"). • Serving on boards and commissions o Employees serving as members of boards, commissions, or associations that have business with the City through contract or financial support will require disclosure and approval to a�oid appearance of fa�oritism, impropriety, and/or conflicts of interest. • Confidential information o An employee shall not intentionally, knowingly, or recklessly disclose any confidential information gained by their position concerning the property, operations, policies or affairs of the City. • Secondary employment o It is the intention of the policy to protect the employee and the City from unintended consequences, including conflicts of interest, from secondary employment. Prior to engaging in secondary employment, whether as an employee at another organization, independent contractor, or self-employed, an employee must request prior approval through their immediate supervisor and department head. • Use of City resources o An employee shall not use, request, or permit the use of City facilities, personnel, equipment, supplies, or time for private purposes while on City duty. • Use of social media o Employees should be mindful that social media and internet postings, even when done off duty, may cause unintended reactions from the public or consequences to the City and its officials and employees. Employees must take great care to make it clear that their personal opinions are their own and do not represent the official position of the City. • Political activity o Employees may not engage in political activity while on duty. Employees shall not engage in any conduct in relation to a political campaign which would have the effect of limiting the efficiency of City employees, interfering with or disrupting City operations or functions, impairing harmony, or which prevents successful service with employees' superiors. • Actions of others o An employee shall not intentionally or knowingly assist or induce, or attempt to assist or induce, any person to violate any provision in this Ethics policy. An employee shall not violate the provisions of the policy through the acts of another. • Reporting unethical conduct o If an employee witnesses or has knowledge that inappropriate, unlawful, or unethical conduct has occurred, they have a duty to report the actions or behavior through the appropriate channels. Every effort has been made to mirror Council's ethics ordinance, where applicable. Other methods used to draft the employee ethics policy were government best practices and a sampling of other municipal ethics policies. As staff continues to refine and implement the ethics policy, modifications may be brought back to Council for consideration at a future date. Staff is conducting a comprehensive review of all personnel policies and the procurement manual. These will be brought back to Council for consideration at a future date. Below is a matrix showing the main sections covered in the ethics ordinance and the employee ethics policy: Ordinance Policv Appiicability City Officials, Former City City Employees Officials, Vendors, Complainant(s) Conflicts of Interest Business entity, Financial, Business entity, Financial, Relatives, Pending matter Relatives Cash, cash equivalents, Cash, extension of credit, property, merchandise, food baskets/trays, Gift Definition services, meals, entertainment, meals, transportation, lodging, travel entertainment, use of facilities or property, discounts Gift Value (per year) <$50 per gift, <$200 multiple gifts No gifts, limited exceptions Gift acceptance Donation Donation and disclosure Outside Empioyment Included Included Misuse of Information Included Included Improper Infiuence Included Included Abuse of Resources Included Included Training Included Included Politicai Activity Not applicable Included Abuse of Position Included Included in separate policies Nepotism Sociai Media Representation of Others Duty to report Compiaints Board of Ethics Included Not included Included Included Included Included Included Included Included Included Included Not Included PRIOR ACTION/REVIEW (Council, Boards, Commissions) November 14, 2017- City Council directed staff to hire attorney Alan Bojorquez. December 2017 to February 2018 - Five meetings with attorney Alan Bojorquez were held to draft the ethics ordinance. ESTIMATED SCHEDULE OF PROJECT Council adoption of a resolution approving the employee ethics policy is scheduled for April 17, 2018. 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 Organizational Excellence 1.2 Develop a high-performance work force Exhibit 1- Agenda Information Sheet Exhibit 2 - Ethics policy Exhibit 3 - Presentation Respectfully submitted: Cassey Ogden Director of Procurement & Compliance CITY OF DENTON POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE PAGE 1 OF 14 SECTION: Human Resources REFERENCE NUMBER: 10.00 SUBJECT: Et�11CS INITIAL EFFECTIVE DATE: TITLE: Et�11CS LAST REVISION DATE: POLICY STATEMENT Public service is a public trust of which all City employees are stewards. It is essential that the public has confidence in those who act on their behalf in government. It is the City's policy to promote, uphold, and demand the highest standards of ethical beha�ior from all employees. The purpose of this policy is to set ethical expectations and guidelines, foster an environment of integrity and impartiality, and thereby enhance the City's ability to function effectively. By promoting the City's values and prohibiting conduct incompatible with the best interest of the organization and public, risks are minimized and public trust is strengthened. Each City employee must strive to adhere to the technical compliance and principles set forth in this policy. It is not the purpose of this policy to provide a mechanism to defame, harass, or abuse employees or to exploit personal grudges. This policy is not all-inclusive. It is supplemental to all applicable City policies, ordinances, and State/Federal laws and regulations. Employees are expected to use reasonable judgement for decisions that are not outlined in this or other City policies. Other policies may be referenced for more detailed information. ADMINISTRATIVE PROCEDURES L Conflicts of Interest A conflict of interest is a situation in which personal and/or financial considerations have the potential to influence or compromise professional judgment or actions. Conflicts of interest are challenging organizational concerns because they are subject to sensitivities based on perception. In order to manage the associated risks, real or perceived, it is the City's policy to address conflicts of interest through disclosure and recusal. A. General Rules Employees shall be proactive and transparent with any relationships that are a potential conflict of interest. Employees shall avoid actions or conduct that they know or should know is likely to impact the personal or financial interests of: The employee; The employee's spouse, child, parent, or member of the household; An outside client or secondary employer of the employee; HR/POLICY/10.00 APPROVBD BY: (RESOLUTION #) PAGE 2 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 • A client or employer of the employee's spouse, child, parent, or member of the household; • An entity for which the employee serves as an officer, director, or policy maker; • A board or committee to which the employee is appointed; or a person or entity with whom the employee or their spouse solicited, received, or accepted an offer of employment or business opportunity within the past twelve (12) months. B. Disclosure and Recusal Employees shall proactively report and submit a disclosure form for any relationship that presents a potential conflict of interest as soon as they are aware of the conflict. Employees involved in a purchase or solicitation must submit the required disclosure forms before any solicitation material will be shared with them. The disclosure forms will be reviewed by Purchasing, Compliance, and Legal to determine if a conflict exists. If a conflict is identified, the employee will be recused from any decision-making, influence, or solicitations that involve the vendor or individual(s) identified in the conflict. C. Training Employees shall complete annual training regarding this policy. IL Private Interests • Employees shall not use their position with the City to receive special treatment for themselves or anyone else; • Employees shall not use their position with the City to unfairly hurt the private interests of another; • Employees shall not represent a private interest before the City for compensation; • Employees shall not present private interests to Council, boards, or committees that conflicts with duties, assignments, or projects for which they are involved and/or have decision making authority; • Employees shall not assert or imply they have the ability to influence City action on any basis other than the merits; and • Decisions on behalf of the City shall be made on the merits of the issue, not on any personal considerations. IIL Nepotism In order to prevent conflicts of interest, to a�oid accusations and perceptions of biased conduct, and to maintain the confidentiality of restricted information, employment of certain related persons by the City or within designated City departments is not allowed. The provisions of this policy apply to persons from outside the City workforce who are applying for employment or re-employment with the City, as well as those employees HR/POLICY/10.00 PAGE 3 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics applying for or transferring to other positions within the City. REFERENCE NUMBER: 10.00 No person sha]1 be appointed to an office or be employed by the City of Denton who is related to any member of the City Council within the second degree of affinity or the third degree of consanguinity, and this sha]1 apply to heads of departments in their respective departments. In a department comprised of more than one operational division, an applicant related within the second degree of affinity or within the third degree of consanguinity to a City employee employed in that operational division will not be eligible for employment within the same division. An applicant for a j ob in a department consisting of one operational division who is related within the second degree of affinity and the third degree of consanguinity to an employee of the department will not be eligible for employment in that department. At the discretion of the department head and with the approval of the City Manager or designee, stricter guidelines for business reasons may be instituted as long as the reasons are not illegal or discriminatory. An applicant for a temporary or seasonal position within an operational division of the City may be eligible for the position, without regards to kinship of other employees within that operational division, as long as the period of employment does not exceed 120 days within a twelve month period. An applicant for a job in an operational division that reports to or serves as staff liaison to a City board or commission is ineligible for employment in that division if the applicant is related within the second degree of affinity or the third degree of consanguinity to any member of the board. A. Kinship For the purposes of this policy, the following shall constitute familial relationships: Consanguinity (Blood Relationships) lst De�ree Mother Father Son Daughter HR/POLICY/10.00 PAGE 4 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics 2nd De�ree Brother Sister Grandfather Grandmother Grandson Granddaughter 3rd De�ree Great grandson Great granddaughter Great grandfather Great grandmother Uncle (your mother's or father's brother) Aunt (your mother's or father's sister) Nephew (your brother's or sister's son) Niece (your brother's or sister's daughter) 2. Affinity (Marriage Relationships) lst De�ree Spouse (legal or common-law) Step-children Mother-in-law Father-in-law Son-in-law Daughter-in-law 2nd De�ree Brother-in-law Sister-in-law Grandfather-in-law Grandmother-in-law Grandson-in-law Granddaughter-in-law HR/POLICY/10.00 REFERENCE NUMBER: 10.00 PAGE S OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Et�11CS I REFERENCE NUMBER: 10.00 B. "Operational divisions" within a department will be determined by that department's organizational chart and are not necessarily equivalent to a department's budgetary divisions. C. An applicant sha]1 be required to list all relatives related within the third degree of consanguinity and within the second degree of affinity who are employed by the City or serving on a board or commission on his or her application for employment. Failure of an applicant to list all applicable relatives employed the City or serving on a board or commission shall result in the disqualification of the applicant for which he or she has applied. D. No current employee may be appointed or promoted to any supervisor's span of responsibility who is related within the second degree of affinity or the third degree of consanguinity to that supervisor. E. In the event of promotion or marriage between two City employees, the following shall apply: If the affected employees are employed in different departments or different operational divisions of a department, those employees may remain with the City and their job positions will remain unaffected by the marriage or promotion. 2. At the discretion of the department director, married employees may remain and work in the same division or department provided that one is not directly reporting to the other and neither is in the same chain of command. The affected employees may report to the same director. If however, the affected employees are unable to meet these criteria, then one must seek a transfer to another division of that department or another department_ This decision shall be made and agreed upon by those employees involved. An employee seeking a transfer will be considered for any City position for which he is qualified but cannot remain in the existing division for more than six (6) months. Qualifications being equal, the transferring employee shall be given preferential treatment. If a suitable position cannot be found by the end of this period, one of the two must terminate or be subj ect to reassignment if another position is a�ailable. Reassignment is subject to the discretion of the City Manager and the individual's skills and qualifications. F. Boards and Commissions If employee is already employed with the City of Denton, then the employee is not required to transfer or resign upon the appointment of a relative to City Council, a board, or commission. However, an applicant of a relative of an existing City Council member, board member, or member of a commission is not eligible for employment in the operational division, which serves as the liaison to the City Council, board, or commission. HR/POLICY/10.00 PAGE60F14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 G. If the City institutes a reorganization that changes operational divisional or departmental boundaries, and an employee would then be working within the same operational division as, or supervising, a member of his/her immediate family, one of the affected employees must transfer to another operational division. The six (6) month period to arrange a transfer may be extended in 30-day increments with the approval of the City Manager, the department director, and the supervisor. The extension sha]1 not exceed 90 calendar days. If a transfer is not possible, one of the employees will be subject to mandatory reassignment. If this is not possible, one of the employees will be subject to dismissal. The determination of which employee shall be reassigned or terminated will be based upon the business interest of the operational division. For purposes of definition, immediate family applies to the second degree of consanguinity and to the second degree of affinity. H. Temporary and seasonal employees of the City of Denton shall be partially exempt in that two or more members of the same family who are related within the second degree of affinity and third degree of consanguinity may be employed within the same operational division as long as the following apply: No more than one of the related employees may be a regular (non-temporary and non-seasonal) employee of the operational division. 2. The related employees may not be in a direct reporting relationship with each other, a second level report, or responsible in any manner for the scheduling, discipline, or work assignments for each other; and, 3. The temporary and seasonal employees may not be employed by the operational division for a period lasting longer than 120 calendar days within a twelve-month period. IV. Gifts, Meals, and Events A. Gifts or Favors Employees shall neither solicit nor accept gifts or favors offered from an individual, business, or organization due to their position with the City (See Exceptions). A gift is defined as any tangible or intangible thing that can be reasonably inferred as benefitting the employee and/or influencing the employee's judgement or actions. This includes but is not limited to cash, cash equivalents, merchandise, food baskets/trays, meals, transportation, lodging, entertainment, use of facilities or property, and discounts. A favor is defined as performing an action, taking an action, or refraining from an action in a manner advantageous to an employee, customer, business, or organization in a manner atypical of normal HR/POLICY/10.00 PAGE7OF14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 business practices or policies. Examples include, but are not limited to, waiving charges or fees or providing non-public information that could be used for financial or political gain. There are a few exceptions to the gift prohibition. Employees should use their best judgement of what meets this criteria and ask for clarification from their supervisor, Compliance, or Human Resources, when needed. Exceptions include: • Items offered or received at an internal, City-sponsored event hosted for employees (e.g., Benefits and Wellness Fair); • Items included in event registration and available to all attendees (e.g., conference "swag bags"); • Marketing items of nominal value that are widely distributed via mail or at events (e.g., pens, notepads, or keychains); • Perishable items given by member(s) of the public or a civic organization expressing general appreciation to a department, office, or work group. • Items received by an employee under circumstances independent of their position with the City (e.g., received from a friend, relative, or independent business relationship); or • Discounts that are available to all City employees; see the City's solicitation policy (114.01). B. Meals Employees shall neither solicit nor accept meals offered from an individual, business, or organization due to their position with the City (See Exceptions). Employees shall further manage the appearance or risk of impropriety by avoiding meals and/or social functions with individuals, businesses, or organizations that can be reasonably inferred as benefitting the employee and/or influencing the employee's judgement or actions. Limited exceptions include: • The meal is provided as part of an approved event, is included in the event's itinerary and registration, and is available to all attendees; • The meal is essential to business needs or cannot be avoided in the process of performing essential duties (each party or their organization must pay for their own meals and disclose); • The meal discount is part of a campaign that includes all City employees; • The meal is included as part of a community event where attendance by the employee is required as part of their essential duties; • The meal is discounted or gifted for reasons independent of the employee's position with the City; C. Events HR/POLICY/10.00 PAGE80F14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 Attendance of events must be deemed essential for training or business needs and approved by the employee's chain of command. Events include, but are not limited to, conferences, off-site meetings, and trade shows. Tra�el and expenses should also be approved and follow the City's policies for reimbursement of expenses (408.01 and 408.03), where applicable. Discounted or complimentary registration, transportation, meals, or lodging for events are prohibited with the exception of: Transportation and lodging discounts that are extended to all government employees or attendees of the event (e.g., government hotel rate or pay for 2 get 1 free conference registration; Meals that meet the exceptions outlined in the meals section of this policy (section II-B); or Transportation, registration, meals, or lodging provided due to a speech or service the employee rendered at the event (see Honorariums). Honorariums Honorariums are defined as payment of money or anything of value for an appearance, speech or article. State law prohibits a public servant from soliciting or accepting an honorarium if the subject matter is directly related to the person's position with the City. This applies even if the employee provides the speech or services on their own personal time and there is no expenditure of public resources. The audience or organization for which the speech or services are being provided is not a factor or exception. Discounted or complimentary transportation, meals, or lodging are acceptable in these circumstances. ii. Games of Chance A game of chance is defined as any game or contest in which the outcome depends on chance, regardless of whether there is a cost to participate (e.g., raffles, drawings, or sweepstakes). An employee who is representing the City at an event or who is attending the event at the City's expense, shall not participate in games of chance or accept a prize or award from a game of chance associated with that event. An exclusion is internal, City-sponsored events (e.g., Benefits and Wellness Fair). D. Disclosure Proactive steps should be taken to inform individuals, businesses, and organizations of the City's policies regarding gifts, meals, and events. Any unsolicited gifts received by an employee, department, office, or work group that do not meet the exception criteria, are property of the City. Every effort should be made to decline and/or return the gift to the sender or to donate the gift to an approved organization. The sender should be contacted to express appreciation and explain the City's HR/POLICY/10.00 PAGE 9 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 gift policy. In addition to these gifts, any unsolicited meals that cannot be declined or that do not meet the listed exceptions, shall be disclosed. Employees shall disclose all such gifts and meals as soon as possible, but no longer than 3 business days, from receipt. Disclosure should be provided prior to transporting gifts for donation. V. Boards, Commissions, and Association Memberships Employees serving as members of boards, commissions, or associations that have business with the City through contract or financial support will require disclosure and approval to avoid appearance of fa�oritism, impropriety, and/or conflicts of interest. Prior to serving on a board, commission, or association, an employee must request prior approval through their department head. Disagreements with denials should be addressed through the City Manager's Office. An employee who is serving on a board at the time of hire and who intends to continue serving must also obtain approval. Before approving a request, department heads will consider the employee's position and role in funding and policy decisions as a board, commission, or association member that could create a conflict or appearance of conflict of interest for either the employee or the City. VL Confidential Information Confidential information includes all information held by the City that is not available to the public under the Texas Public Information Act. An employee shall not use his or her position to obtain official information about any person or entity for any purpose other than the performance of their essential duties. An employee shall not intentionally, knowingly, or recklessly disclose any confidential information gained by their position concerning the property, operations, policies or affairs of the City. This rule does not prohibit: 1. Any disclosure that is no longer confidential by law; or 2. The confidential reporting of illegal or unethical conduct to authorities designated by law. VIL Secondary Employment The City of Denton sha]1 be the primary employer for all employees for which benefits are being supplied (excludes temporary and seasonal employees). An employee may be employed in any capacity in any other business, trade, occupation or profession while employed by the City of Denton, so long as it is determined that such employment does not tend to bring the City into disrepute, reflect discredit upon the employee, impair independence of judgment, create a conflict (or appearance of a conflict of interest), or conflict with their employment or performance as a City employee. It is the intention of this policy to protect the employee and the City from unintended consequences from secondary employment. The City recognizes the prerogative of its employees to pursue other employment to occupy their off-duty hours. However, this must be balanced with the City's need for full productivity during working hours and with HR/POLICY/10.00 PAGE 10 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics loyalty from its employees. REFERENCE NUMBER: 10.00 No City time, resources, personnel, or equipment may be used in conjunction with secondary employment, unless authorized in advance by the City Manager or designee. Secondary employment shall not impair the employee's availability upon emergency recall by the City. Secondary employment will not be considered an excuse for poor job performance, absenteeism, tardiness, or refusal to work overtime. Should the secondary employment cause or contribute to any of these situations, it must be discontinued or the employee will be subject to disciplinary action, up to and including termination from City employment. As the primary employer, the employee must recognize the City's need for flexibility and changing schedules based upon the demand for services or departmental needs. A. External Secondary Employment l. Prior to engaging in secondary employment, whether as an employee at another organization, independent contractor, or self-employed, an employee must request prior approval through their immediate supervisor and department head. An employee who is working another job at the time of hire and who intends to continue the other employment must also obtain approval as outlined in this section. 2. All requests for secondary employment must be submitted on a"Secondary Employment Approval Request" form. 3. Before approving a request for secondary employment, supervisors and department heads must ensure the secondary employment does not violate City or departmental rules, policies, or procedures or create a conflict (or appearance of a conflict of interest) for either the employee or the City. 4. If a request for secondary employment is approved, the request should be forwarded to the Human Resources Department for inclusion in the employee's personnel file. 5. Approval may be denied or withdrawn at any time by the department head, upon consultation with the Human Resources Director or designee, when such employment violates City or departmental rules, policies, or procedures or creates a conflict (or appearance of a conflict of interest) for the City. The reason for denial or withdrawal must be documented in writing to the employee. Disagreements with denials or withdrawals should be addressed through the City Manager's Office. 6. Generally, approvals or denials/withdrawals should be communicated to the employee within 72 hours (excluding weekends) of receiving the Secondary Employment Approval Request form. Delays to this timeline should be communicated to the employee. 7. An approval form is required for every job outside of the City of Denton. A review and approval of the secondary employment is required annually. A new approval form will be required for changes to employers, positions, or work hours for secondary employment. HR/POLICY/10.00 PAGE 11 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics REFERENCE NUMBER: 10.00 8. Approval does not constitute the establishment of a joint employment relationship with any external employer. 9. If the employee accepts secondary employment without approval, the employee may be subject to disciplinary action, up to and including dismissal from the City of Denton. 10. If an employee is injured while self-employed, working as an independent contractor, or working for another organization, they will not be covered by the City of Denton's workers' compensation program. 1 L If an employee is injured in the course and scope of employment with the City of Denton, and is missing time from work, the employee must seek written approval from the Risk Manager or Human Resources Director before working their secondary job (reference policy 409.01 — Workers' Compensation/Salary Continuation Program, Section II. G and/or Section VL J2). B. Internal Secondary Employment l. A regular full-time employee may have a part-time job in another department if approved by the supervisor and department head of their full-time job and the relevant guidelines outlined in Section A. above are followed. The full-time job is considered the primary employer. To ensure provisions of the Fair Labor Standards Act, the Human Resources Director or designee must also approve a full- time employee working a part-time position with the City. 2. Employees may also work more than one part-time j ob with the City as long as the relevant guidelines outlined in Section A. above are followed. The job the part-time employee is hired in first is considered the primary employer. The primary employer will be responsible for maintaining a]1 records for the regular part-time employee, including: a. Status sheets - pay records b. Allocation and transfer of charges The secondary employer must coordinate rate of pay, hours of work, and any other relevant information with the primary employer. NOTE: The Police and Fire Departments ha�e established written rules and regulations which may be more restrictive than this policy. In such cases, those rules and regulations will supersede this policy. VIIL Use of City Resources An employee shall not use, request, or permit the use of City facilities, personnel, equipment, supplies, or time for private purposes while on City duty (including political purposes), except: 1. Pursuant to duly adopted City policies, or 2. To the extent and according to the terms that those resources are lawfully available to the public. HR/POLICY/10.00 PAGE 12 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics See the following City policies for specific information on these resources: REFERENCE NUMBER: 10.00 • "Email Use" policy (506.05) •"Comprehensive Driving and City Vehicle Use" policy (409.05) •"Investigation and Inspection of City Facilities/Equipment" policy (108.13) • "Use of Social Media" (Section VIII) IX. Use of Social Media The City recognizes that social media have become a critical source of communication. Many, including City employees, utilize social media to voice their opinions on both private and public concern matter. Employees are strongly encouraged to exercise due diligence and caution when utilizing social media to post communication, including but not limited to pictures, documents, or materials, for the public's view. Internet postings can be detrimental to the City. Employees should be mindful that social media and internet postings, even when done off duty, may cause unintended reactions from the public or consequences to the City and its officials and employees. Guidelines for Social Media use: • Employees should effectively communicate that their postings are their own personal opinions and do not represent the entity in which they are employed with (i.e. the City). Employees must be truthful, courteous, and respectful toward other City employees, customers, citizens, City Officials (e.g., City Council, Mayor); • Employees shall not harass others based on protected characteristics (e.g., race, sex, religion, sexual orientation, gender identity, national origin, disability status, etc.); and • Employees shall not post any information that is considered confidential, sensitive, or copyrighted to which they have access to due to their position with the City. Employees who distribute or post communication by way of social media or other means, which has the effect of any of the following: destroying the efficiency of City employees in performing their duties; impairing harmony; interfering with or disrupting City operations or functions; undermining authority; or which prevents successful service with employees' superiors or close working relationships which are essential to fulfill public responsibilities, or the ability for employees to perform their duties effectively, may be subject to disciplinary action. See the City's disciplinary policy regarding unbecoming conduct (109.01, Section V-B). Any employee who believe that his or her First Amendment Right has been infringed upon may request an administrative review under Section 109.01 (VI). For guidelines on Social Media use on behalf of the City or for City business, see the City's Social Media HR/POLICY/10.00 PAGE 13 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics policy (505.03). X. Political Activity REFERENCE NUMBER: 10.00 City employees are not restricted from using their right to vote in a City of Denton election. The City's "Absence for Voting" policy (111.03) outlines leave time for the purpose of voting. Employee involvement in political campaigns does have limitations, as follows: • Per the City's "Solicitation" policy (114.01), no employee may engage in political activity while on duty; • Per the City's "Email Use" policy (506.05), the City email system may not be used to solicit political causes; • Employees shall not display campaign materials on any City property, including but not limited to vehicles and uniforms; • Employees shall not lobby on behalf of the City without prior written approval from the City Manager, or designee; • Employees shall refrain from using their influence in any way, for or against, any candidate for any elective office while engaged in the performance of their duties on the job. • Employees shall not accept gifts or favors for political activity relating to an item on a ballot they participated in, provided advice relating to, or exercised authority on, while in the scope of their City employment; and • Employees shall not engage in any conduct in relation to a political campaign which would have the effect of destroying the efficiency of City employees, interfering with or disrupting City operations or functions, impairing harmony, or which prevents successful service with employees' supenors. Publicly endorsing a candidate, placing a yard sign on private property, wearing or distributing campaign material, making financial contributions, or campaigning for a candidate, are permissible under City policy so long as those activities take place while the employee is off-duty and does not include the use of any City equipment or resources. XL Actions of Others • An employee shall not intentionally or knowingly assist or induce, or attempt to assist or induce, any person to violate any provision in this Ethics policy. • An employee shall not violate the provisions of this Ethics policy through the acts of another. HR/POLICY/10.00 PAGE 14 OF 14 POLICY/ADMINISTRATIVE PROCEDURE/ADMINISTRATIVE DIRECTIVE (Continued TITLE: Ethics XIL Reporting Unethical Conduct REFERENCE NUMBER: 10.00 If an employee witnesses or has knowledge that inappropriate, unlawful, or unethical conduct has occurred, they have a duty to report the actions or behavior through the appropriate channels. Reports of unethical conduct for non-civil service employees will be reviewed and processed by Human Resources and the City Manager's Office. Reports of unethical conduct for civil service Police and Fire employees will be reviewed and processed in accordance with Chapter 143 of the Texas Local Government Code and, where applicable, local rules, meet and confer agreement, and departmental standard operating procedures Examples of behaviors include, but are not limited to: • Theft or Misuse of City Resources; • Abuse of Position; • Misuse of Confidential Information; • Personal Use of City-Owned Resources; • Bribery; • Whistleblowing; • Falsification of Documents; • Conflicts of Interest; or • Violations of City Procurement Policy. HR/POLICY/10.00 � U .- • � � U .- � w , . � �II� , . � tr � �: ;r ;r r� s �.. i i� s f � � � � � � � V 9 s � � �' �' ! .. !; �; �, �' �' •� ! !, !, �' i, i, �; �' �: i, 1' � f: 1' � •; 1 f; . �, .: . �, � .: . r" ■1; �: �,. !, �' � � � � !. !, !. � �i � �, �' �, �' ! . •; �; f: t � •; r� �, � � 1 �' 1 �J �J s � � � . ;r � � ;r � ;r � . f � � i' 1�M i; ;r � � tr � � ;r � � ;r ;r ;r � . . � � �. i � � . �, �:, . ir �.; �, �, . • ir �, �, � . . . �: �, � , �; � . � �; �' •1 �: !, � � �' � •; !, � �' � �, 1 f: � , f; t, � •1 !, !; !, � �, #r , •; �; .� � . � . � •; .� � � � • � � �; • �', �' � i. �; � �' �; � �, i, �' � 1' s � � City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� File #: ID 18-432, Version: 1 Legislation Text AGENDA CAPTION Deliberations regarding a Personnel Matter - Under Government Code Section 551.074 Deliberate and discuss the evaluation, duties, discipline, procedures, and contracts of the City Manager and City Attorney. City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-499, Version: 1 AGENDA CAPTION Denton Arbor Day City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-500, Version: 1 AGENDA CAPTION University Day City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-501, Version: 1 AGENDA CAPTION Child Abuse Prevention Month City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-412, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for household hazardous disposal services with Green Planet Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6618-awarded to Green Planet Inc., in the tY�ree (3) year not-to-exceed amount of $216,350). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for household hazardous disposal services with Green Planet Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6618- awarded to Green Planet Inc., in the three (3) year not-to-exceed amount of $216,350). The Public Utilities Board recommends approval (6-0). RFP INFORMATION In 2006, the City of Denton's Solid Waste department implemented the Household Chemical Center (HCC) program. The purpose of the program is to provide the residents of Denton with a safe and convenient method to dispose of common household hazardous wastes. Materials collected by the program include household cleaners, pesticides, paint, motor oil, and batteries. Improper disposal of these materials can negatively affect the environment and human health by contaminating ground water, the water shed, area lakes, and ultimately potable water for Denton and many surrounding communities. Last year, the program collected and properly disposed of more than 120,000 pounds of hazardous waste. The program is currently offered as a curbside collection service for residents. Following collection, Solid Waste staff sort and process the waste and arrange for disposal through a third party vendor. The costs associated with the agreement are dependent on the volume and types of wastes received and processed by the vendor. Staff recently issued a request for proposals (RFP) to procure hazardous waste disposal services. RFPs were sent to 146 prospective contractors of this service. In addition, specifications were placed on the Materials Management website for prospective contractors to download and advertised in the local newspaper. Seven (7) proposals were received and evaluated based upon published criteria including price, project schedule, compliance with specifications, and indicators of probable performance. Green Planet Inc., was ranked the highest and determined to be the best value for the City (Exhibit 2). . Staff elected not to recommend award of Section D. Solid Waste has an existing vendor whose costs are less than Green Planet's proposal. Green Planet Inc., was established in 1997 and is based out of Royse City, TX. They currently provide hazardous waste disposal services to the City of Frisco, City of Lubbock and the City of Abilene. They are registered with the Texas Commission of Environmental quality (TCEQ) and the Environmental Protection Agency (EPA). PRIOR ACTION/VIEW (COUNCIL, BOARDS, COMMISSIONS) On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. RECOMMENDATION Staff recommends the execution of the attached disposal contract with Green Planet Inc., enabling the City of Denton to utilize the contract for the proper disposal of household hazardous chemicals. PRINCIPAL PLACE OF BUSINESS Green Planet Inc. Royse City, 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 cost associated with disposal of household hazardous waste is funded through the Solid Waste operating fund, account 660302.7855. The Fiscal Year 17-18 annual budget for this service is $55,000, with an anticipated increase in budget over the next two years. 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 Exhibit 1: Agenda Information Sheet Exhibit 2: Evaluation and Ranking Sheet Exhibit 3: Contract Exhibit 4: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Ethan Cox 349-7421. � �� .� ,11,,,,1,1,1,1,1,1,1„ � �� - - - - - - - - - - - - - - - - - - - - - - � 11111111111111111111„ � �� 11111111111111111111„ �,�� .�,,,,,,,,,,,,,,,,,,,,, , � �� - - - - - - - - - - - - - - - - - - - - - - � 11111111111111111111„ . � �� 11111111111111111111„ � �� ' - - - - - - - - - - - - - - - - - - - - - - . � ,,,,,,,,,,,,,,,,,,,,�, � ' �� 0��0�00�� '� � A m m m m m m m m m m m N m m w°aA 'o a � � X v � � „ rv F � O f,�j � O a �> �n e �o n �o �n e W � � e �J �J �J �J �J z z z z z a�r � W a q r M M M � � � � � � M r M M �2 a Fe a .. e M .. e � � � � o � w .� o � � � � � � � � � � p � � � � � � � � � � � � � � s s s s s Woq M M M M 9v 9v 9v 9v 9v _ � a - - - - - °u o, e `� N N .. 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AN (7RDII'�ANCE C�F THF CIT�' aF DENTOI�d, TE�f1 S, A`I'E�AS I-iOME-RULE MUNICIPAL C(�R.P(JRATIOI`�i, ALTTH(7RTZINCr THE CITS' MF�T�IAGER "I'(� EXECUTE A CC7NTRAGT' FC7R �-iOLTSEHCJLD HAZAR.DCJUS I7ISPtJSAL SEFtVICES WITI-� G�2EEN PLANET INC.; PF�fJVIDING FOI� THE EXPENDI"['C.IR� OF FUNL7S THEREFORE; AI`�D PR(7ViI71NG AN EFFECTIVE DAT'E (RFP 6618-AWAIZDED T'CJ �F�.EEN PLA�IET INC., Il`�1 TIIE NUT-TO- EXCEED AMOLJNT OF $� 16,3 SQ). WIIEREAS, t17� City has sc�licited, t•�ueivecl and evaluated coznpetitive �rapasals fcrr the c�ispcasal of l�ausehc�ld hazardo�,�s services for t1�e City af Dentan; and WHEI� �A�, the prapc�ser� cc�zxtract involves dispasal ofcornmon l�ousehald haz�rdc,us wastes th�t ccr�xlc� potc;l7tial�y affect the �nvirc�nme�lt ancl l�uman l�ealtl� t�nless prc�p�,��ly dispc�sed of; and WHEPEAS, tlxe City Maa�a�;e:x� a�� a d�si�;i�ate� et�lplc�yee h�s receiv€;c1 �nd reviewec� a1�d rec�znrner�decl tl�at tl�e herein descrilaec� proposals are the tnast advanta�eo�.xs ta the City consie�er�ing the relative in�portance af`price and thc other evalu�tic�ix f4zctc��•s i�7cluded in the request fcrr p�°opasals; and W�iET�EAS, tl�e City Co�incil has pravidecl in tl�e City 8�idget 1or the apprapriatio�� offunc�s tc� be used for the purchas� oftlle matei-ials, equipi��ent, supplies ar services approved anci accepted herein; NOW, TH�;REF(�RE, "THE C;OUl'�1CIL C►I' THE CI"I,Y (JF DET�ITOl'� IiERL;BY ORD�IINS: SI;GTIOI�i �. �I'lzat the items in the tollawi»�, ��umb�z•eei 1•equest for pi�opasal far tnatei•ials, equipinent, sr�rpp�ies or services, shawn in the: "Request Propas��ls" on irle in the of�ce of the �'urch�sin� Agent, are l�er��b� accepted and approved as �eing tlae most advanta�eous to the City cansi�erin�; the relative imparta��ce ofprice and the other cv4�luation factoz•s i�icluded i�� the rec�uest 1or propc�sals. RFP T�IUMBER CtJT'�1"I`IiAG I'C7R AMC)LJ14IT 6fi18 (1��een Planet, Ixic. �`�16,350 SECTICJN 2. T1�at by tlze acceptanc�, 4�nd ap�rcrval c�f the at�ave nur�tberecl items �f the submitted prc��c�sals, tlze City accepts the affer• c�f the persans suk�mittin� t1�e prapos�ls far scrct� ite��zs and �grees ta purcl�ase the materials, e�uipment, sup�lies or services in accc�rdance witlz tl�e terrrzs, specifications, standaz�ds, c{raantities and for tl�e speci�iec� sums c�ontuXiz�ed in the Proposal Ii�vitations, Praposals, and related docun�ents. ._.. ......... " ." """"' _ � �. ,� ,.�,�., �.� ��mA�mA��mm�w.«�� m��ww uuumwm �a mmwmr�s SECTION 3. Tl7at should t1�e Gity a��d �erson su�.��t�itting approvc,d and acce}ated items ��7d aftl�e submitted prcr�asals wish to enter into � forn�al un•itten a�reeY7�ent �s 4r result of the acceptance, appt•aval, and awardin� aftl�e prca�osals, tlie Gity Man��;ez• ar 17is designated representative is Izereby authc�rized to executc, the written co��tract; provided that t11e writt�n cc,ntract is in accardance wit�� th� tern7s, canditic�ns, s�eciiications, standards, c�uantities �nd s�aecified sums cantainc;d ir� the F'rapc�sal ��i�d related doc��ments herein appraved and acce}�ted. This wi11 be �n initial ane (1) year ccrntract witl� o�tions ta extenci fc�r twa (2� �dc�itional one (1 � year periuds. SEC;TI01�14. The City Council ofthe City c�f D�.nta�z, T�x�s 1�e�•eby expressly ciele�ates the authority ta take a��ty actzcrns th�t may be requir�.d or permitted ta b� performed by tll� City afDentan under the RFP 661 £� ta the City Manager crf tlze City af D�;i�rtc�n, T'exas, or }�is desi�;nee;. S�GTION 5, By the acceptance anc� �pproval caftl�e above enumerated l�i�s, the City Co��ncil ixereby autl�oriz�s the expe�7ditu�°e af' funds ther•ef`or in the anzr�unt and in accard�nce with tl�e appravEd bids. SECTI(7N 6. That this c��din��t�ce sl�all becc�n�e ef'fe;ctive irnmeciiately u�aon its ��ssa�;e a�ad apprc�val. PASSED AND AT'PROVED this the c�ay of` , 2018. CI-IRIS W�TTS, MAY012 ATTEST: JEl"��.1IFER W�LTERS, CITY SECRETAR Y � AF'1'R4VED AS TtJ LE�C'rAL I'(7RM: AARON LEAL, CITY ATT()R1�1EY BY: DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet RFP 6618 File Name DISPOSAL OF HOUSEHOLD HAZARDOUS WASTE Purchasing Contact 7ody word City Counci) Target Date 3/Zo/Zols Contract Value $216, 350 Piggy Back Option no Contract Expiration Ordinance DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AN GREEN PLANET, INC. (CONTRACT 6618) THIS CONTRACT is made and entered into this date , by and between Green Planet, Inc. a corporation, whose address is 6371 State Hwv 276 W., Rovse Citv, TX 75189, 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 6618 — Disposal of Household Hazardous, 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) (b) (c) (d) (e) �� g) (h) (i) Special Terms and Conditions (Exhibit "A"); City of Denton's RFP 6618 (Exhibit "B" on File at the Office of the Purchasing Agent); City of Denton Standard Terms and Conditions (Exhibit "C"); Insurance Requirements (Exhibit "D"); Certificate of Interested Parties Electronic Filing (Exhibit "E"); Contractor's Proposal (Exhibit "F"); House Bill 89 Verification (Exhibit "G") Senate Bi11252 Certification (Exhibit "H") Form CIQ — Conflict of Interest Questionnaire (Exhibit "P'); 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." The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR DocuSigned 6y: UV'�tla.ta �t,�6V't, BY• n�F�Fnar.n��a�a AUTHORIZED SIGNATURE 2/22/2o1s Date: Green Planet, Inc. Name: T1tle: President (972) 636-1515 PHONE NUMBER vbelmore@greenplanetinc.com EMAIL ADDRESS 2018-317349 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: (,a�V'V'� r,b�,�,tS{�t-V' B 1 • 38A6D90FD93B4AB_._ Contract # 6618 TODD HILEMAN CITY MANAGER Date: DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit A Special Terms and Conditions 1. Total Contract Amount The contract total for services shall not exceed $216,350. Pricing shall be per Exhibit F attached. 2. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one-year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. 3. Price Escalation and De-escalation The City will implement an escalation/de-escalation price adjustment annually. The escalation/de- escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the annually percentage change in the manufacturer's price list. The price adjustment will be determined annually from the award date. Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment annually in writing. If no request is made, then it will be assumed that the bid price will be in effect. The supplier must submit or make available the manufacturers pricin� sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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, 1 l, 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. l. 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 etseq.). 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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 tra�eling to and from City facilities shall not be reimbursed, unless otherwise negotiated. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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, 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 sha]1 procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance sha]1 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 effect 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 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 Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 behal£ 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 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 subj ect 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 Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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, 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 taY, withholding, social security taYes, vacation or sick lea�e 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 sha]1 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. 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, Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 subj ect 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 l, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 sha]l, on the grounds of race, sex, sexual orientation, 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 Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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. l0a - lOd) 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 a]1 fees and taYes 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 11��://www.dc�l.�c�v/w11d/cc�il�rac�s/dbra.11�� and at the Wage Determinations website www.wdc�l.�c�v 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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 iinal negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFP/Bid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comp/y 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. ■ Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comp/y 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB [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. [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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB [ ] 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 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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: Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB 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: Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) -(7), with the certificates of coverage to be provided to the person for whom they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit E Certif'icate 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 repuired to furnish an ori�inal notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: l. Log onto the State Ethics Commission Website at : 11��t�s://www.��lucs.s�a��.�x.us/w1la�sn�w/�lf infc� fc�r�n1295.11�� 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 t�urcllasin�(c�ci c�fd�n�c�il.cc�� 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. Contract # 6618 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB EXHIBIT F RFP 6618-Pricing Sheet - Disposal of Household Hazardous Waste Respondent�s Business Name: Green Planet, IIIC. Principal Place of Bus (City / State) ROySe Clt�l � TQX85 The r�espondentshall complete the folloti�.�ing secflon, ti�.�hich direcdy coi��esponds to the specificafions The conv�actor shall not make changes to this format. (PRICING SHALL INCLUDE ALL COSTS TO PROVIDE SERVICES AS SPECIFIED IN EXHIBIT 3- SCOPE OF SERVICES): Estimated Item# EST. QTY ProductDescription UOM UnitPrice ExtendedPrice DeliveryARO (Business Days) SECTION A - Waste Name 1 10 boxes Latex Paint Cubic Yard Box (CYB) $ 550.00 $ 5,500.00 3 2 4 boxes Oil-Based Paint CYB $ 550.00 $ 2,200.00 3 3 4 boxes Flammable Solids CYB $ 550.00 $ 2,200.00 3 4 4 boxes Aerosols CYB $ 550.00 $ 2,200.00 3 5 4 boxes Pesticide Solids (loose pack) per pound $ 2.00 $ 8.00 3 6 200 drums Latex Paint (bulk) 55 gallon drum $ 137.00 $ 27,400.00 3 7 20 drums Oil-Based Paint (bulk) 55 gallon drum $ 137.00 $ 2,740.00 3 8 6 drums Corrosives (inarganic base) 55 gatlon drum (Ioose pack) $ 250.00 $ 1,500.00 3 9 6 drums Corrosives (inarganic acid) 55 gatlon drum (Ioose pack) $ 250.00 $ 1,500.00 3 10 20 drums Pesticide Liquid (loose pack) 55 gatlon drum (Ioose pack) $ 250.00 $ 5,000.00 3 11 4 drums Oxidizer- arganic 55 gatlon drum (Ioose pack) $ 550.00 $ 2,200.00 3 12 4 drums Oxidizer- inarganic 3o gatlon drum (Ioose pack) $ 450.00 $ 1,800.00 3 13 4 drums Oxidizer-hypoclarites ssgatlondrum(loosepack) $ 450.00 $ 1,800.00 3 14 5 drums Oxidizer- other 55 gatlon drum (Ioose pack) $ 550.00 $ 2,750.00 3 15 5 drums Flammable liquids (loose pack) 55 gatlon drum $ 250.00 $ 1,250.00 3 16 6 drums Alkaline Batteries per pound $ 0.65 $ 3.90 3 17 5 pails Amines 5 gatlon pail (Ioose/Iab pack) $ 95.00 $ 475.00 3 18 4 boxes Non-Hazardous cYB $ 550.00 $ 2,200.00 3 19 5 pails Hydrogen Peroxide 10% or less 5 gatlon pait (Ioose/Iab pack) $ 125.00 $ 625.00 3 20 3 pails Organic Peroxide 5 gatlon pait (Ioose/Iab pack) $ 150.00 $ 450.00 3 21 5 drums Lithium Batteries 55 gatlon drum (if different UOE � �50.00 $ 3,750.00 3 note) 22 5 drums LithiumIONBatteries 55gatlondrum(ifdifferentUOE � 550.00 $ 2,750.00 3 note) 23 4 pails Nitrates 5 gatlon pail (Ioose/Iab pack) $ 125.00 $ 500.00 3 SECTION B - TRANSPORTATION 24 per trip Transportation Charges fulUpartialload $ 250.00 3 SECTION C - LABOR CHARGES 25 1 On-SiteLabar-Chemist Perhour $ 35.00 $ 35.00 3 26 5 up to On-Site Labor-Environmentat Tech. Per hour $ 55.00 $ 275.00 3 SECTION E- OTHER CHARGES (PROFILE FEES) 32 2 <24 Hour URGENT Profile Fee each No Charge $ - 3 33 2 24-48 Hour RUSH Profile Fee each No Charge $ - 3 SECTION F - DELIVERY FEES 34 2 Unscheduled ar Late Delivery each No Charge $ - 3 35 1 Scheduled Delivery Weekend/After Hours eacli No Cliaige $ - 3 DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB EXHIBIT F Respondent�s Business Name: Green Planet, IIIC. Principal Place of Bus (City / State) ROySe Clt�l � TQX85 The r�espondentshall complete the folloti�.�ing secflon, ti�.�hich direcdy coi��esponds to the specificafions The conv�actor shall not make changes to this format. (PRICING SHALL INCLUDE ALL COSTS TO PROVIDE SERVICES AS SPECIFIED IN EXHIBIT 3- SCOPE OF SERVICES): Estimated Item# EST. QTY ProductDescription UOM UnitPrice ExtendedPrice DeliveryARO (Business Days) SECTION G- OFF SPEC & DESCREPANCY FEES 36 2 Rejection Fee each No Charge $ - 3 37 2 ManifestDiscrepancy/PaperworkEiror each NoCharge $ - 3 38 2 Storage Fees per day No Charge $ - 3 SECTION H- TRANSPORATION, LABOR, & OTHER FEES 39 2 Scheduled Pickup Cancellation each No Charge $ - 3 40 2 Repacking/Over pack Fee each No Charge $ - 3 41 2 Over pack Handling Fee each No Charge $ - 3 42 2 Lab Pack Review Fees each No Charge $ - 3 43 10 Telephone Consultation each No Charge $ - 3 (ChemisUProgram Manager 44 10 On Site Training/Recertification far COD er da /class/ erson $ 100.00 $ 1,000.00 3 Employees * p y p DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit � House Bi1189 - Government Code 2270 VERIFICATION I Virginia Belmore � the undersigned representative of Green Planet, rn�. Company or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Virginia Belmore Name of Company Representative (Print) DocuSigned 6y: UV' la.ta �t,�6V't, Sig��E��°'��Company Representative 2/22/Zols Date DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit H Senate Bi11252 -Government Code 2252 CERTIFICATION I Virginia Belmore � the undersigned representative Of Green Planet, Inc. (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Virginia Belmore Name of Company Representative (Print) DocuSigned 6y: UV' la.ta �t,�6V't, ig�'��i9��13d��Company Representative 2/22/Zols Date DocuSign Envelope ID: FB7D5CB7-1932-4104-B6C2-68757B29F0BB Exhibit r CONFLICT OF INTEREST QUESTIONNAIRE - For vendor or other person doina business with local aovernmental enti This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. FORM CIQ 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. N�A � 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 oripinally filed questionnaire was incomplete or inaccurate.) Name of local government officer about whom the information in this section is being disclosed. N/A Name of O�cer 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 Goveinment Code. Attach additional pages to this Form CIQ as necessasy. A. Is the local goveinment officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? � 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 goveinment officer named in this section AND the taxable income is not received from the local goveinmental entity? � Yes � No C. Is the filer of this questionnaire employed by a crnporation or other business entity with respect to which the local govemment officer seives as an officer or director, or holds an ownership of one percent or more? � Yes � No D. Describe each employment or business and family relationship with the local goveinment officer named in this section. N/A ❑ I have no Conflict of Interest to disclose. DocuSigned 6y: UV' la.ta �t,�6V't, '��O��kd�� doing business with the goveinmental entity 2�22�2018 Date Certificate Of Completion Envelope Id: FB7D5CB719324104B6C268757B29F0BB Subject: Please DocuSign: City Council Contract 6618 Source Envelope: Document Pages: 36 Signatures: 5 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 2/22/2018 7:40:02 AM Signer Events Jody Word jody.word@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Virginia Belmore vbelmore@greenplanetinc.com President Green Planet, Inc. Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 2/22/2018 7:57:11 AM ID:c82e3fce-6812-44cd-997f-0232d99249bd Larry Collister larry.collister@cityofdenton.com Deputy City Attorney Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 12:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter Rebecca. Hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Holder: Jody Word jody.word@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 �DocuSigned by: UV��ua �,v�bVt. o�F�soaco�s�a�9... Using IPAddress: 162.203.15.206 oo��s�yoea ny: � Ca(�sf�r 38A6D90FD93B4AB... Using IPAddress: 129.120.6.150 ��, � �� Status: Sent Envelope Originator: Jody Word 901 B Texas Street Denton, TX 76209 jody.word@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 2/22/2018 7:50:48 AM Viewed: 2/22/2018 7:51:36 AM Signed: 2/22/2018 7:56:21 AM Sent: 2/22/2018 7:56:24 AM Viewed: 2/22/2018 7:57:11 AM Signed: 2/22/2018 7:59:28 AM Sent: 2/22/2018 7:59:34 AM Viewed: 3/1/2018 11:38:39 AM Signed: 3/1/2018 11:38:53 AM Sent: 3/1/2018 11:38:55 AM Signer Events Accepted: 7/25/2017 9:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Rebecca Hunter Rebecca. Hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Robin Fox Robin.fox@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 2/22/2018 7:59:31 AM �Y�if►af►�►af►��yE:�IF.'�1K3►�1��iI Carbon Copy Events Status Timestamp Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Craig Waggoner Craig.Waggoner@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Tyler Hurd Tyler.Hurd@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Signature Status Hashed/Encrypted Timestamp Timestamps 3/1/2018 11:38:55 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM Parties agreed to: Virginia Belmore, Larry Collister, Todd Hileman 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. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-416, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the purchase of substation Remote Terminal Unit (RTLT) software and Human Machine Interface (HM� software, with Subnet Solutions, Inc., which is the sole provider of this software. In accordance with Texas Local Government Code 252.022, provides that procurement of commodities and services that are available from one source are exempt from competitive bidding; and if over $50,000 shall be awarded by the governing body; and providing an effective date (File 6500 awarded to Subnet Solutions, Inc. in the tY�ree (3) year not-to-exceed amount of $307,980). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the purchase of substation Remote Terminal Unit (RTU) software and Human Machine Interface (HMI) software, with Subnet Solutions, Inc., which is the sole provider of this software. In accordance with Texas Local Government Code 252.022, provides that procurement of commodities and services that are available from one source are exempt from competitive bidding; and if over $50,000 shall be awarded by the governing body; and providing an effective date (File 6500 awarded to Subnet Solutions, Inc. in the three (3) year not-to-exceed amount of $307,980). The Public Utilities Board recommends approval (6-0). BACKGROUND Denton Municipal Electric (DME) has substation projects in its approved five year Capital Improvement Plan (CIP) that will require purchase of Remote Terminal Unit (RTU) and Human Machine Interface (HMI) software for use in substations. This software is necessary to collect and manage data for input into the Supervisory Control and Data Acquisition (SCADA) system in substations and will be installed on Schweitzer Engineering Labs (SEL) 3355 relay panel mounted substation computers. The SCADA system is the mechanism for collecting field information for monitoring and for remotely controlling substation equipment. This information is also required for reporting system status and performance data to ERCOT. The substation SCADA RTU is the field end for collecting analog quantities, such as voltages, currents, megawatts, temperatures, and statuses of devices such as breaker positions, relay contact positions, alarms, etc. The RTU software and the substation computer are both necessary to create the RTU function. The HMI software is used to display the field SCADA input data on the screen of the substation computer using displays similar to what System Operators use in the System Operations Control Room. There will be multiple substation computers in each station, serving as RTU's, with the number dependent on the station size and configuration. An RTU software license is required for each computer. The CIP included ten (10) new and existing substations that will require an estimated total of 66 Subnet RTU licenses and 13 HMI licenses. Quantities of licenses may vary depending on the size and exact designs of substations. In most existing substations the SCADA functions are performed using RTU equipment purchased under contract 5526 - Advanced Control Systems RTU. DME is transitioning to the use of the SEL 3355 and Subnet software for new stations and when older RTU's must be replaced. This approach offers increased functionality and redundancy that was not a part of older systems and does this at reduced cost. Because of the benefits of the present design, DME has elected not to pursue another contract with Advanced Control Systems. The Advanced Control Systems contract expired in July of 2017. DME currently purchases the SEL 3355 from Schweitzer Engineering Laboratories (Contract 6046) and must purchase RTU software from Subnet Solutions Inc. to create the field RTU's. These two products fully replace and enhance significantly the features of the ACS RTU product. DME has used SEL hardware and Subnet software for RTU functions for several years and has now moved to this as a standardized approach. There are several reasons for this selection. The main reason is reliability. The SEL equipment performs consistently without issue, and SEL offers the best warranty in the industry at 10 years. The Subnet software has proven reliable through 8 years of trouble free use in several substations. Use of SEL hardware and Subnet software will reduce the cost of and improve reliability over past methods. A cost comparison is shown in Exhibit 2. Use of the 3355 and Subnet software also provides additional features that were not available with the Advanced Control Systems RTU. These features provide ease of setup, quick troubleshooting features, additional protocol support, and HMI in a platform that is fully compatible with all the other protective equipment that DME uses in substations. Lastly, it allows for a fully redundant backup system, on line and functional at the reduced cost. Subnet handles marketing of their products directly on a nation-wide basis. There is no network of dealers for this highly technical product. Because of this, there is no mechanism for competitive bidding. Therefore, DME is requesting a sole source designation for Subnet products (Exhibit 3 and 4). Section 252.022 of the Local Government Code provides that procurement of sole source commodities and services are exempt from competitive bidding, if over $50,000, shall be awarded by the governing body. The proposed contract does not require expenditure of any minimum purchase amount. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. RECOMMENDATION Award with a contract to Subnet Solutions Inc., as a sole source supplier, for the purchase of substation RTU and HMI software in an amount not to exceed $307,980. PRINCIPAL PLACE OF BUSINESS Subnet Solutions, Inc. Alberta, Canada ESTIMATED SCHEDULE OF PROJECT This is three (3) year contract. FISCAL INFORMATION The costs for material purchased under the proposed agreement will be funded out of amounts budgeted for specific projects. Purchase orders will be issued based on need in project construction schedules or on replacement needs. 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 Public Infrastructure 1.5 Use technology to enhance efiiciency and productivity Exhibit 1— Agenda Information Sheet Exhibit 2— RTU Cost Comparison Exhibit 3— Subnet Sole Source Letter Exhibit 4— Department Justification Memo Exhibit 5 — Contract Exhibit 6 — Ordinance Respectfully submitted: Karen Smith, 349-8436 Purchasing Manager For information concerning this acquisition, contact: Brent Heath 940-349-7180. Exhibit 2 RTU Cost Comparison Existing Advance Control System Cost North Lakes Substation RTU System Component Qty Unit Cost Extended Cost ACS RTU 3 17,689.00 53,067.00 SEL 3355 1 6,794.00 6,794.00 Subnet Server License 1 1,600.00 1,600.00 SEL 3530 5 6,300.00 31,500.00 Total 92,961.00 SEL/Subnet Solutions System Cost North Lakes Substation RTU System Component Qty Unit Cost Extended Cost SEL 3355 6 6,794.00 40,764.00 Subnet Server License 6 3,800.00 22,800.00 Subnet HMI 1 5,000.00 5,000.00 SEL 2730U 6 1,350.00 8,100.00 SEL 2440 6 1,448.35 8,690.10 Add Ethernet and DNP 1 2,115 .00 2,115.00 to Relays Total 87,469.10 � TAi ... �� { � �.... May 4, 2017 Laura Cheek Engineering Technician Denton Municipal Electric 1671 Spencer Road Denton, Texas 76205 This letter is to confirm that SUBNET Solutions Inc. (SUBNET) is the sole authorized supplier of SubSTATION Server and SubSTATION Explorer for the state of Texas. Denton Municipal Electric is a user of SUBNET's SubSTATION Server and SubSTATION Explorer products and purchases direct from SUBNET. SUBNET is a global software solutions provider for electric utilities. Founded in 1992, SUBNET is an industry leading provider of intelligent solutions that securely connect real-time electric utility field information with utility business systems to enable smart grid solutions. Over 200 utilities worldwide rely on SUBNET software to safely manage and monitor thousands of substations. Sincerely, �.. � . ...._ ., �- w.�� ..� w_.. �. ..�. � .�. -� � ....�� Steve Goldstone CET Regional Sales Manager Phone: 587-794-4953 Mobile: 480-292-6620 Email: steve.goldstone@subnet.com SUBNET Soiutions inc. #200, 4&39 Manhattan Road SE Calgary, Alberta T2G 463 Canada T1.403.270.8885 info(�SUBNET.com F 1.403.27D.9631 wuvw.SUBNET,com i/�iii i / /// ;iiiiii�� ii%//iii � // i � // v / i //% // � q j � i ii �� i//%i � � //�� % /// // , �//� �% i// %% �. i� �� , , , , , ; 1� ,� 1 ; �; , 1659 Spencer Road, Denton, TX 76205 Memorandum To: Karen Smith, Assistant Purchasing Manager From: Mark Zimmerer Date: June l, 2017 Subject: Subnet Sole Source Justification Karen, I� � /��+ � �� A�,,, � � ... i � i %;, � (�' / �%;; � � ��i�i� �' � u � l�l � � � � � DME has substation projects approved in its five year Capital Improvement Plan that will require purchase of Remote Terminal Unit (RTU) software for use in substation buildings. This software is necessary to make the SCADA system function with the substations. Current the functions this software perform are integrated into the RTU equipment being purchased under contract #5526 - Advanced Control Systems RTU. Due to failures with this equipment, difficulty of use, and cost we are electing to not purchase RTUs from this contract. Also, this contact will expire in July 2017. We currently purchase RTU capable hardware from Schweitzer Engineering Laboratories (Contract #6046) and RTU capable software from Subnet Solutions Inc (No Contract). These two products fully replace the features of the RTU product purchased under the Advanced Control Systems RTU contract #5526. DME is choosing to standardize on Schweitzer Engineering Laboratories hardware and Subnet Solutions Inc. software for RTU functions. There are several reasons for this selection. First and foremost among these is reliability. SEL equipment performs consistently as intended and this has resulted in SEL being able to offer the best warranty in the industry at 10 years. Also, Subnet Solutions Inc. software has proven reliability in the DME system through 8 years of trouble free use. Second, the use of Schweitzer Engineering Laboratories hardware and Subnet Solutions Inc. software is less costly than the Advanced Control Systems RTU. A cost comparison is shown on the next sheet. Third, this software also provides additional features that were not available with the Advanced Control Systems RTU. These features provide ease of setup, quick troubleshooting features, additional protocol support, and HMI. For the reasons listed above, DME wishes to enter into a long term contract with Subnet Solutions Inc. to purchase substation software products. RTU Cost Comparison Current Substation RTU System Cost (North Lakes Substation Example) ACS RTU 3 17,689.00 53,067.00 SEL 3355 1 6,794.00 6,794.00 Subnet Server License 1 1,600.00 1,600.00 SEL 3530 5 6.300.00 31.500.00 Total � 92,961.00 New Substation RTU System Cost (North Lakes Substation Example) � mlk nu . � iu .... �i � � mlk nu , IIII u u� . ur �� mlk nu �� SEL 3355 6 6,794.00 40,764.00 Subnet Server License 6 3,800.00 22,800.00 Subnet HMI 1 5,000.00 5,000.00 SEL 2730U 6 1,350.00 8,100.00 SEL 2440 6 1,448.35 8,690.10 Add Ethernet and DNP to Relays 1 2,115.00 2,115.00 Tota I 87,469.10 DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 � %��/i��i� ��iiiiiiiiia �iiiiiiiiiiii/iiiiiiioi �� /iiiiiiiii%///// ii /i/ ��%/ r,i ,,, i,/ , ;/%jr"' II %%% �� a � � �i f �� / ' ' , � �, j� � i ;. �� i , � % � :;::,. /�� „�, � Docusign City Counci) Transmitta) Coversheet File 6500 File Name Substation Servernet Software - Subnet Solutions Purchasing Contact Rebecca Hunter City Council Target Date 3/Zo/Zols Contract Value $3o�,9so Piggy Back Option no Contract Expiration Ordinance DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND SUBNET SOLUTIONS, INC. (FILE 6500) THIS CONTRACT is made and entered into this date , by and between SUBNET SOLUTIONS, INC. a corporation, whose address is #100, 4639 MANHATTAN RD, SE — CALGARY, ALBERTA — T2G 4B3, 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 Subnet Solutions Quote: QUO-11160-H7N4-R0, a copy of which is attached as "Exhibit F." 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) Certificate of Interested Parties Electronic Filing (Exhibit "B"); (c) House Bill 89 Verification Form (Exhibit "C"); (d) Senate Bill 252 Certification Form (Exhibit "D"); (e) Conflict of Interest Questionnaire (Exhibit "E") (� Subnet Solutions Quote: QUO-11160-H7N4-R0. (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." 1 r, r, , r, r, r, r, r, r, r, r, , r, , ; ; r, r, r, r, r, „ r, r, File # 6500 DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 r, r, r, r, , ;, .r, r, r, r r IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR � aa�c�uSiqned py: � ' BY: ��=�� 29CEE94�dFAA4F0... AUTHORIZED SIGNATURE 3/2/2018 Date: Anthony Eshpeter Name: T1tle: Chief Technology officer 4032708885 PHONE N UMBER Anthony.Eshpeter@subnet.com EMAIL ADDRESS 2018-321401 TEXAS ETHICS COMMISSION CERTIFICATE N UMBER CITY OF DENTON, TEXAS ATTEST: 7ENNIFER WALTERS, CITY SECRETARY BY: : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY �-Oa�cuSigne[N f�y: �T �,�.V� �,�i�5{�:.�"' B 1 . _ . 3&A6d9CF�9334AB... File # 6500 TODD HILEMAN CITY MANAGER Date: DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Exhibit A Special Terms and Conditions 1. Total Contract Amount The contract total for services shall not exceed $307,980. Pricing shall be per Exhibit F attached. 2. Contract Terms The contract term will be three (3) years, effective from date of award or notice to proceed as determined by the City of Denton Purchasing Department. 3. Frequency Purchase orders will be issued for products and services as needed during the contract period. File # 6500 DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Exhibit B 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 ori�inal 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 : �:��:�fvvvvvv.��n�;�.��.��.a��lvv��vv��` n��`� �`�� q 2�:��.�:�� 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 �u��;��(��z,�;��`��.�;�� 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. File # 6500 DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Exhibit � House Bi1189 - Government Code 2270 VERIFICATION I Anthony Eshpeter , 3 the undersigned representative of SUBNET soi Ut; ons rn� . Company or Business name (hereafter referred to as com�anx), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pur�suant to Section 2270.001, Texas Gover�nment Code: 1. "Boycott Isr�ael " means r�efusing to deal with, ter�minating business activities with, or� other�wise taking any action that is intended to penalize, infZict economic har�m on, or� limit commer�cial r�elations specifically with Isr�ael, or� with a per�son or� entity doing business in Isr�ael or� in an Isr�aeli-contr�olled ter�r�itory, but does not include an action made for� or�dinary business pur�poses; and 2. "Company" means a for� pr�ofit sole pr�opr�ietor�ship, or�ganization, association, cor�por�ation, par�tner�ship, joint ventur�e, limited par�tner�ship, limited liability par�tner�ship, or� any limited liability company, including a wholly owned subsidiary, major�ity-owned subsidiary, par�ent company or� affiliate of those entities or� business associations that exist to make a pr�ofit. Anthony Eshpeter Name of Company Representative (Print) � a�a�c^�uSiqned py: ,� J t:w�G�`rr�� 29CEE94�dFAA4F0... �ignature o� �ompany Representative 3/2/2018 Date DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Exhibit o Senate Bi11252 -Government Code 2252 CERTIFICATION I Anthony Eshpeter � the undersigned representative of SUBNET soiUt;ons rn�. (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Anthony Eshpeter Name of Company Representative (Print) � a�a�c^�uSiqned py: ,� J t:w�G�`rr�� - �29CEE94�dFAA4F0... �ignature ot c:ompany Representative 3/2/2018 Date DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Exhibit E CONFLICT OF INTEREST QUESTIONNAIRE - 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. FORM CIQ 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. SUBNET Sol uti ons Inc . � 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 oriqinally filed questionnaire was incomplete or inaccurate.) Name of local government ofticer about whom the information in this section is being disclosed. Todd Hileman 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? � 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 � No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of one percent or more? � Yes � No D. Describe each employment or business and family relationship with the local government officer named in this section. Customer ❑X I have no Conflict of Interest to disclose. � a�a�c^�uSiqned py: ,� J t:w�G�`rr�� 29CEE94�dFAA4F0... ` xsiness with the governmental entity 3/2/2018 Date DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 EXHIBIT F SUBNET Solutions Inc #110, 916 —42nd AVE SE - Calgary, Alberta - T2G 1Z2 Phone: 1-403-270-8885 - Fax: 1-403-270-9631 - Website: www.SUBNET.com �i;J l / /'� /-1 %i /� - • � � � j � / • • j � l �� . �� , � • !i � a ,/ % i�� / I /iiii % SDLl0TU0NS IINC, Bill To Address: Denton Municipal Electric Mark Zimmerer 1671 Spencer Road Denton, Texas, USA, 76205 Phone: 1-940-349-7169 Fax: 1-940-349-7334 ........................................................................................ ........................................................................................................................................ Date Quote # ............M.AR/02/20.1..8 ............. ................Q.U.O._..1...1..1..6.o._.H.7.N.4._.RO................. Ship To Address: Denton Municipal Electric Mark Zimmerer 1671 Spencer Road Denton, Texas, USA, 76205 Phone: 1-940-349-7169 Fax: 1-940-349-7334 .............................................................................................................................................................................................................................................................................................................................................. Terms Rep P.O. # Ship Via ..............*..............................*.......................................................................................................................................................................................................................................................................................... Net 30 Sue Spate FEDEX ............L.n...# .............................................t..........P a.rt..#......................... ....Desc ri......tl o.n................................................................................................................................................................................... ..............................U.n.�t...P.ri ce ...............................EXt...P.ri ce QY p ............................... �..................................................... ...........................................................�............................................................................................................................................................................................................................................... ................................................................................�.........................................................................� 1 66 SUBP-218 SubstationSERVER.NET - $ 3,780.00 $ 249,480.00 SubstationSERVER.NET v2.0 v2.19 Option Set 3 includes: 50, 000 Points / 100 Ports / All Standard Client and Server Protocols Also Includes: Calculator SEL Data Logger ChannelRedundancy System Redundancy Price reflects 10% software discount. List Price: $4,200 USD Discounted pricing is based on purchasing the license quantities identified in this quotation within a 3 year time frame. 2 13 SUBP-284 SubSTATION Explorer 2015 $ 4,500.00 $ 58,500.00 Price reflects 10% software discount. List Price: $5,000 USD Discounted pricing is based on purchasing the license quantities identified in this quotation within a 3 year time frame. 66 SUBP-415 SubSTATION Server 2.XX - Standard Software INCL INCL Support Includes six years of Minor Release Updates, Help �U��...:�.:�.:�.��...Ilh.11l'�III��...III'�� III�� :�. �� DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Desk for Critical8ug Fixes, and Software Hot Fix Updates from date of SubSTATION Server 2.0 4 13 SUBP-286 SubSTATION Explorer 2015 - Standard Software INCL INCL Support Includes Minor Release Updates, Help Desk for Critical Bug Fixes, and Software Hot Fix Updates of SubSTATION Explorer 2015 from release date until June 2020 5 66 SUBP-443 SubSTATION Server Substation Edition Option $ 513.00 $ 33,858.00 Set 3- Full Continuous Current Evolution Program including Major Single Version Upgrade Includes Major Version Upgrades, Priority Help Desk Support, Patch Management EmailBulletins and SUBNET Continuous Current Incentive Plan for the term of July 1, 2017 to June 30, 2018. Initial enrollment in SUBNET's CCE program (15% value add), this will enable FREE upgrades or license transfers as well as accumulated CCE engineering hours, patch management notification, training tour incentives, software service bulletins and priority help desk support. Discounted pricing is based on purchasing the license quantities identified in this quotation within a 3 year time frame. 6 13 SUBP-410 SubSTATION Explorer - Substation Edition - Full $ 675.00 $ 8,775.00 Continuous Current Evolution Program including Major Single Version Upgrade. Includes Major Version Upgrades, Priority Help Desk Support, Patch Management EmailBulletins and SUBNET Continuous Current Incentive Plan for the term of July 1, 2017 to June 30, 2018. Initial enrollment in SUBNET's CCE program (15% value add), this will enable FREE upgrades or license transfers as well as accumulated CCE engineering hours, patch management notification, training tour incentives, software service bulletins and priority help desk support. Discounted pricing is based on purchasing the license quantities identified in this quotation within a 3 year time frame. 7 1 SPECIAL SPECIAL NOTE DETAILS: ($ 42,633.00) ($ 42,633.00) NOTE As a valued SUBNET customer and as part of your commitment to purchase the licenses described in this quotation, we are offering our Continuous Current Evolution (CCE) program FREE of charge for the first year. This program will ensure that you have the extra support infrastructure in place to ensure the success of your project. This represents a 15% value with the following benefits; Priority Help Desk Support Major Version Upgrade at no additional charge Software Hot Fix Updates Operating System Updates Software Service Bulletins SUBNET Patch Management Bulletin Access Patch Management Email Notification Service and Updates Software License Portability to New Operating Systems �U��...':�.':�.':�.��...III..III'�III��...III'�� III�� DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Software License Portability to New Hardware Training Tour Incentives FREE System Engineering/Technical Services hours PURCHASE ORDERS MUST REFERENCE QUOTE #: QUO-11160-H7N4-RO All Prices are in USD Dollars, Shipping is extra. Sub Total $ 307,980.00 Sales Tax $ 0.00 Shipping Total $ 307,980.00 �U��...':�.':�.':�.��...III..III'�III��...III'�� III�� DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 SUBNET QUOTATION TERMS AND CONDITIONS (GYty of Denton) Feb 2018 Unless otherwise agreed by SUBNET Solutions Inc. ("SUBNET") in writing, the terms and conditions of this SUBNET Quotation will govern the sale of any license for the use of the software, any sale of hardware described herein or any SUBNET services to be provided hereunder. SUBNET hereby objects to any additional, conflicting or different terms that may be proposed by you, or if you are authorized by SUBNET to resell such software, hardware or services, your customer, or set out in any purchase order or other document provided by you, or your customer, and no terms or conditions included in any such documents shall apply to the software, hardware or services to be provided or performed hereunder. This SUBNET Quotation may only be accepted within forty-five (45) days from its date by. (i) providing SUBNET with a purchase order or other confirming document, (ii) receiving, downloading or installing the applicable software, hardware or service, (iii) activating the applicable key for the applicable software, hardware or service, or (iv) arranging for or using the applicable software, hardware or service. The availability and features of SUBNET's offered hardware, software and services and the fees and pricing related thereto beyond this date are subject to change without notice. By accepting this SUBNET Quotation, you are accepting the scope, milestones and deliverables (namely, hardware, software and services) as set out herein. This SUBNET Quotation may not be accepted after such date. The agreement created by the acceptance of this SUBNET Quotation is between you and SUBNET. Unless otherwise defined herein, all capitalized terms herein will have the same meaning as ascribed to them in the SUBNET Software License Agreement. For the purposes of this SUBNET Quotation and unless stated otherwise: "hardware" shall mean the hardware and systems specified in this SUBNET Quotation, including without limitation any accessories, enclosed documentation and embedded software; "maintenance and support services" means the annual maintenance and support services described in the Continuous Current Evolution Program description (a copy of which is available at www.subnet.com/salesorderterms); "professional services" means the training, consulting, and any other services to be provided by SUBNET hereunder as specified in this SUBNET Quotation, other than maintenance and support services; "services" means maintenance and support services and professional services; and "software" shall have the meaning ascribed thereto in the SUBNET Software License Agreement (a copy of which is available at www.subnet.com/salesorderterms). By accepting delivery of software, hardware or services, you agree to be bound by these terms and conditions. All orders are subject to you advising SUBNET of the requirement for, and SUBNET's ability to obtain, on appropriate terms and within a reasonable amount of time, any export license or permit required by applicable government law or regulation. SUBNET shall have the right to cancel any order at any time if you fail to agree to these terms and conditions or materially breach same (including, without limitation, by failing to pay any amounts when due). Reselling: Notwithstanding any other term herein, where it is indicated on this SUBNET Quotation that you will be reselling the software, hardware or services to be provided or performed hereunder to the third party indicated on this SUBNET Quotation (your customer), such software, hardware or services are provided to you solely for delivery to your customer at the location indicated on this SUBNET Quotation and on the strict condition that your customer first agrees to all of the terms and conditions of this SUBNET Quotation, and the agreements and other documents incorporated by reference herein, without change. As you are reselling such software, hardware and services to your customer, you shall have no right to use same, other than the limited right to transfer same to your customer in accordance with this SUBNET Quotation. Your customer must accept these terms before the software will be enabled or the hardware or services will be provided. DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Software: By executing and returning this SUBNET Quotation, you acknowledge and agree that the software provided to you hereunder is subject to, and governed by, the terms and conditions of this SUBNET Quotation and the SUBNET Software License Agreement, including, without limitation, all of the rights, restrictions, indemnities, disclaimers and limitations contained therein. The SUBNET Software License Agreement forms part of and is hereby incorporated into, this SUBNET Quotation. These license terms must be accepted before the software will be enabled. The software is subject to and provided with SUBNET's Five-Year Signature Image Software Warranty (a copy of which is available at www.subnet.com/salesorderterms). This warranty shall be exclusive and in lieu of all other representations, warranties or conditions, whether statutory, express or implied (including representations, warranties or conditions of inerchantability, fitness for particular purpose, uninterrupted use and representations, warranties or conditions arising from course of performance or dealing or usage of trade). These warranty terms must be accepted before the software will be enabled. You must notify us in writing of any bug or defect that you find within the hardware, software or services within ten (10) days of receipt of such hardware, software or service. Such notice shall specify the bug or defect identified and provide sufficient detail to enable SUBNET to recreate same. You will be deemed to have accepted such hardware, software or service if you fail to provide such notice within such period. Additional Software Terms (substation/enterprise/developer/evaluation): In addition to the terms of the SUBNET Software License, the following terms apply to the software versions as noted: You may only use the Software in the manner and to the extent specified in this SUBNET Quotation and the SUBNET Software License Agreement. The rights and limitations for use of the software depend upon the license type. Substation edition software may only be used in a single remote substation whereas enterprise edition software may only be used to manage multiple remote substations providing centralized control capability. Unless otherwise specifically agreed by SUBNET in writing, such as in an Enterprise License Agreement, substation edition software is licensed for use only on the hardware and with the operating system for which it is first installed. You may only change, modify or upgrade such hardware or operating system with SUBNET's prior approval. Substation edition software may only be used to communicate and/or interface with other substation devices located within that substation and any devices installed on feeders that directly connect such substation to an adjoining substation. Devices within any other adjoining substations are not included with a substation edition license. A separate substation edition license is required for each individual substation. If you wish to use the software to communicate and/or interface with substation devices within multiple substations the applicable enterprise edition license of the software is required. Developer edition software may only be used for configuration development and testing. You may not install or use such software in a production environment. Developer edition software may be moved from one hardware to another hardware, provided always that you permanently remove such software from the hardware from which it was moved. Where you are granted an evaluation license, such software is provided for evaluation purposes only. You may not use such software for any other purpose. You may not install or use such software in a production environment. Notwithstanding any other provision herein (including in the SUBNET Software License) (i) such software is provided on a strictly "as is", "with all faults" basis and without representation, warranty or condition of any kind,. express or implied, and (ii) IN NO EVENT SHALL THE TOTAL AND CUMULATIVE LIABILITY OF SUBNET IN RESPECT OF SUCH SOFTWARE EXCEED ONE HUNDRED ($100) DOLLARS. You acknowledge that such Software shall only operate for the period of time authorized by its installation key, after which time the Software shall cease to DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 function. You agree to not rely on the continued availability for use of the Licensed Software for any purpose whatsoever. You may be asked to evaluate a test or beta version of software. Where you are asked to evaluate software, such software may be provided to you for evaluation prior to its commercial release and may have bugs, errors or defects in same. You agree to provide SUBNET with any data, comments or feedback that you may have in respect of such test or beta software and that SUBNET is and shall remain free to use such data, comments and feedback without limitation and without any need to account to you or anyone else, to provide you or anyone else with any notice, or to obtain your or any other consent. Such software is provided under the terms of this Sales Quotation and the SUBNET Software license as evaluation software and all terms related to evaluation licenses herein shall apply to all test or beta versions of the software. Services: SUBNET shall provide to you the professional services selected on this SUBNET Quotation. By executing and returning this SUBNET Quotation, you acknowledge and agree that any professional services to be provided to you hereunder are subject to, and governed by, the description of work provided in the SUBNET Quotation, including the hours, rates, personnel, time schedule and any other charges that may apply to delivery of these services. These terms must be accepted before we can provide you with any professional services. SUBNET shall provide to you the maintenance and support services selected on this SUBNET Quotation. By executing and returning this SUBNET Quotation, you acknowledge and agree that the maintenance and support services provided to you hereunder are subject to, and governed by, the terms and conditions contained herein. Unless otherwise specified herein, SUBNET shall perform such services in a manner consistent with the degree of care and skill ordinarily exercised in the software industry in Canada and the United States. SUBNET shall reperform (or, at SUBNET's option, pay a third party to reperform) any defective services (including services performed in conjunction with SUBNET's software) at no cost upon receipt of notice detailing the defect(s) within ninety (90) days of performance of the original Services. Such obligation shall not apply to the extent that the defect arises as a result o£ (i) your decision not to comply with the reasonable advice of SUBNET in respect ofthe services; (ii) SUBNET'S reliance on incorrect information provided by you; (iii) your (including your personnel's) failure to promptly perform its responsibilities as set out herein. All other representations, warranties and conditions concerning the services, including those which may be implied by law, are hereby disclaimed. Generally, for services performed on a time and expense basis, charges shall include time and expenses incurred in the previous calendar month and for services performed on a fixed-price basis, charges shall include the price of major deliverables substantially completed in the previous calendar month. SUBNETs working hours are typically 8 hours per day. SUBNET personnel are not to work beyond this without approval from SUBNET's project manager. This policy is to ensure that SUBNET personnel are able to consistently deliver high value services in a safe and effective manner. Additional charges may result from modifications to the desired services or from unforeseen conditions. Unless either party gives written notice of non-renewal within thirty (30) days before the last day of the then applicable term, annual maintenance and support services shall automatically renew for additional one (1) year periods. Confidentiality: Neither of us shall disclose to any third party, and each of us shall keep strictly confidential, the confidential information of the other that is disclosed by, or on behalf of, the other to us in the course of the performance of the services, protecting the confidentiality thereof with at least the same level of efforts that it employs to protect the confidentiality of its own proprietary and confidential information of DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 like importance to it and in any event, by reasonable means. Each of us may, however, disclose the confidential information of the other to those of our respective personnel engaged in the performance of the services, and with a need to know, provided that such personneL (i) are directed to treat such confidential information confidentially and not to use such confidential information other than as permitted hereunder and (ii) are subject to a legal duty to maintain the confidentiality thereo£ Neither of us shall use the confidential information of the other except solely as necessary in and during the performance of the services, or as expressly licensed by the other. The City of Denton is a governmental entity and information is subject to the Freedom of Information Act. Hardware: By executing and returning this SUBNET Quotation, you acknowledge and agree that any third party hardware provided to you hereunder is subject to, and governed by, the documentation provided by the third party that specifies the terms and conditions for the use of their hardware and other equipment. SUBNET assumes no responsibility for the operation of third party hardware or other equipment delivered under this order and all such issues must be addressed by you directly with the third party hardware supplier. When applicable, SUBNET shall provide you with one (1) copy of related instructions. You may not reproduce such instructions. Where available, you may order additional copies from SUBNET. All instructions and related documentation shall be in English. Although SUBNET or its representatives may from time to time provide translations of such instructions and documentation as a courtesy, the English version shall govern in the event of, and SUBNET shall not be liable for, any discrepancies. Shipping: SUBNET shall pack and ship software and hardware according to its standard procedures, and all shipments shall be sent to you using SUBNET's standard freight forwarder or carrier. You shall pay for any increased costs due to special packing, shipment (including freight forwarders or carriers required by you) or insurance requests, as well as any detention charges. All shipments are made Incoterms EXW (ex works). In any event, acceptance shall be deemed to have occurred no later than thirty (30) days after shipment. You may not return any shipment without prior written consent of SUBNET. Delivery: Generally, hardware is delivered within 10-12 weeks after receipt of your request for same. The dates on which the software, hardware, and services specified hereunder will be delivered to you are appro�mate, and are based in part upon the prompt receipt of all necessary information from you. They do not constitute a contractual obligation. Fees and Taxes: In addition to the fees payable for the hardware and your license to use the software as set out herein, you acknowledge that service, support and maintenance fees may be payable in respect of the provision of services (including, development, installation, support or maintenance services). Travel Expenses are billed at actual cost. Typically, such fees are set out herein. If they are not set herein, then SUBNET's then current standard pricing shall apply. The fees payable for the hardware, software and services do not include any applicable sales, use, excise, value-added or other taxes or duties; you are responsible for paying same. All prices are quoted and all payments shall be made in the currency specified in the SUBNET Quotation; where no such currency is specified, then such prices and payments will be deemed to be in US Dollars. Payment Terms: DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 Payment terms are net thirty (30) days from the date of invoice. Any change in these payment terms must be agreed to in writing by SUBNET before the sales invoice is issued. SUBNET may, at its sole discretion, impose a late charge equal to the lesser of 1.5% per month (18% per annum) or the highest applicable rate allowed by law on all amounts not paid when due. Any payment made by you will be applied to the oldest amounts due before being applied to current invoices. Notwithstanding the foregoing, your failure to pay amounts due will be deemed a material breach of this SUBNET Quotation, and any acceptance by SUBNET of late payments will not be deemed a waiver of such breach. To the extent allowed by law, SUBNET will be entitled to recover all costs incurred in collecting amounts due from you, including without limitation, legal fees and other costs (including without limitation, disbursements) . International Customers: Additional Terms Notwithstanding any other provision herein (including in the SUBNET Software License), where Software, Hardware or Service are delivered outside of Canada or the United States of America, the following terms shall apply. (i) unless otherwise specifically stated in the SUBNET Quotation, all Software, Hardware and Services are provided only upon receipt, in full, by SUBNET of the payment for same. Should an international client wish to obtain other payment terms, please contact SUBNET directly to discuss establishing appropriate credit. All licenses, sales and services will be provided in compliance with all applicable Canadian and United States of America export control laws, as such, you may be required to provide additional documentation to show that you and the ultimate users of the Software, Hardware and Services are permitted to receive same. All documents and communications with SUBNET, including all legal agreements, shall be in English unless otherwise specifically agreed to, in writing, by us. Deliveries shall be made IncoTerms EXW (Exworks). SUBNET requires the use ofthe customer's freight forwarder and customs broker to handle shipping, insurance, import duties, local taxes, etc. All offsite Services are provided during SUBNET's normal business hours in Alberta, Canada. Any inconsistent or conflicting terms shall be resolved in favour of this section. Negotiated Agreements: To the extent that SUBNET has negotiated any separate agreements with you governing: 1) the licensing of SUBNET software products, such as through an enterprise license agreement, 2) the provision of implementation and training services, such as through a professional services agreement, 3) the provision of maintenance and support services, such as through a continuous current agreement or a software maintenance and support agreement or 4) the development of new or upgraded software products, such as through a development participation agreement or collaboration agreement, the terms and conditions of such agreements will govern the applicable SUBNET software products and services delivered under this SUBNET Quotation. The existence of such agreements will be referenced in this SUBNET Quotation. Intellectual Property: You acknowledge that SUBNET's software and other intellectual properiy is the sole property of SUBNET and its licensors. Software (including firmware) is owned by SUBNET (or its licensors) and is licensed, not sold, to you. Neither the sale of any hardware nor the provision of a software license or any services shall result in any transfer of any of SUBNET's intellectual property rights (including without limitation copyrights, confidential information, rights to designs or other work product). You shall not remove or alter any trademarks, service marks, or trade dress that identify SUBNET, nor use any trademarks, service marks, trade dress or any other intellectual property that is confusingly similar to those of SUBNET. Any information, suggestions or ideas transmitted by you to SUBNET in connection with performance hereunder shall not be regarded as proprietary or confidential, unless identified in writing by you and acknowledged in writing by SUBNET. DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 All work product, materials, documents and intellectual property (including without limitation all inventions, designs, ideas, discoveries, works, creations, patents, copyrights and trade-marks) and all intellectual property rights or other rights relating thereto and developed during the course of, or in connection with, the performance of any services (collectively "Work Product") solely by one of the parties shall be the property of and owned by the party who developed same. All Work Product developed jointly by the parties shall be the property of and owned by SUBNET. You agree that you have no ownership rights of any kind therein, and you hereby assign, and upon the performance of each service automatically assign, to SUBNET all of your right, title and interest, if any, in any such Work Product. Further, to the extent arising at law, you hereby unconditionally and irrevocably waive and shall cause your personnel to unconditionally and irrevocably waive all moral rights that exist or may exist in any of SUBNET's Work Product. You shall, upon our request, obtain from your personnel any agreement or assignment required to confirm ownership rights in SUBNET's Work Product in favor of SUBNET, the licenses granted herein and the waiver of all moral rights therein. If you or your personnel incorporate into any of SUBNET's Work Product any pre-existing intellectual property owned by you or your personnel or in which you or you personnel have an interest, SUBNET is hereby granted and shall have a nonexclusive, royalty-free, irrevocable, perpetual, worldwide license to make, have made, modify, use, sell, license (at any level) and in any other way exploit such pre-e�sting intellectual properiy as part of or in connection with such Work Product, without obligation to account to, or obtain consent from, your or your personnel. Limitation of Liability: 1N NO EVENT, WHETHER AS A RESULT OF BREACH OF CONTRACT, INDEMNITY, WARRANTY,TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE, SHALL SUBNET'S TOTAL AND CUMULATVE LIABILITY TO YOU FOR ANY LOSS OR DAMAGE ARISING UNDER THIS SUBNET QUOTATION, THE PERFORMANCE HEREOF OR THE USE OR RELIANCE UPON ANY SOFTWARE OR HARDWARE PROVIDED HEREUNDER, EXCEED THE PRICE OF THE SPECIFIC SOFTWARE, HARDWARE OR SERVICES THAT GAVE RISE TO THE CLAIM. NO CLAIM, REGARDLESS OF FORM, ARISING FROM THIS SUBNET QUOTATION MAY BE BROUGHT BY YOU MORE THAN TWO (2) YEARS FROM THE DATE SUCH CLAIM ARISES. 1N NO EVENT, WHETHER AS A RESULT OF BREACH OF CONTRACT, INDEMNITY, WARRANTY, TORT (1NCLUDING NEGLIGENCE), STRICT LIABII,TTY OR OTHERWISE, SHALL SUBNET BE LIABLE FOR ANY SPECIAL, CONSEQUENTIAL, EXEMPLARY,INCIDENTAL OR PUNITIVE DAMAGES, ANY LOSS OF PROFIT OR REVENUES, LOSS OF USE OF SOFTWARE, HARDWARE OR SERVICES OR ASSOCIATED EQUIPMENT, DAMAGE TO ASSOCIATED EQUIl'MENT, COST OF CAPITAL, COST OF SUBSTITUTE PRODUCTS, FACII,ITIES, SERVICES, DOWNTIME COSTS OR ANY CLAIMS OF YOUR CUSTOMERS FOR SUCH DAMAGES, EVEN IF IT HAS BEEN ADVISED OF THEIR POSSIBLE EXISTENCE. IF SUBNET OR ITS SUBCONTRACTORS OR SUPPLIERS PROVIDE YOU WITH ADVICE OR OTHER ASSISTANCE, 1NCLUDING INPUT OF CUSTOMER-PROVIDED OR CUSTOMER- REQUESTED SETTINGS AND ADVICE RELATED THERETO, CONCERNING ANY HARDWARE OR SYSTEM OR EQUIPMENT IN WHICH ANY SUCH HARDWARE MAY BE INSTALLED, THE PROVISION OF SUCH ADVICE OR ASSISTANCE SHALL NOT SUBJECT SUBNET TO ANY LIABILITY, WHETHER AS A RESULT OF BREACH OF CONTRACT,INDEMNITY, WARRANTY, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR OTHERWISE. SUBNET SHALL NOT BE LIABLE FOR ANY CLAIMS OR LOSSES RESULTING FROM ANY UNAUTHORIZED ACCESS TO SOFWARE OR HARDWARE. Miscellaneous: DocuSign Envelope ID: B9054932-55DF-4DC0-9764-EBFAE67D1850 This SUBNET Quotation shall be governed by and construed in accordance with the laws of the State of Texas and the federal laws of United States applicable therein, excluding its conflict of laws provisions and without regard to the United Nations Convention on Contracts for the International Sale of Goods or like convention, if applicable. The courts in Denton County, Texas shall have non-exclusive jurisdiction over all disputes relating to this Agreement. Each of the parties hereto irrevocably attorns and consents to the jurisdiction of such courts. Any notice pursuant to this SUBNET Quotation shall be deemed given when sent by registered mail (return receipt requested), overnight delivery or fax (receipt confirmed) to an authorized officer at the address or fax number provided on the SUBNET Quotation or, if no such address or fax number is provided, at the registered headquarters of the other party. No failure or delay by either party in exercising any right or remedy, or insisting upon strict compliance by the other party with any obligation in this SUBNET Quotation, shall constitute a waiver of any right thereafter to demand exact compliance herewith. The invalidity, in whole or part, of any provision in this SUBNET Quotation shall not affect the remainder of such provision or any other provision and, where possible, shall be replaced by a valid provision that affects as close as possible the intent of the invalid provision. Neither party shall be liable for failure to perform or delay in performance of any obligation under this SUBNET Quotation (except payment of amounts already due and owing) where such failure or delay results from any event beyond its reasonable control. Any modification of this SUBNET Quotation must be in a writing signed by an authorized officer of SUBNET. SUBNET is an independent contractor; nothing in this Agreement shall be construed to create a partnership, joint venture, or agency relationship between the parties. This Agreement is an agreement between the parties, and confers no rights upon any of the respective employees, agents, or contractors or any other person. Neither party may assign this SUBNET Quotation nor delegate any of its duties, in whole or in part, without the prior written consent of the other arty, which consent shall not be unduly withheld, delayed or conditioned. Certificate Of Completion Envelope Id: B905493255DF4DC09764EBFAE67D1850 Subject: Please DocuSign: City Council Contract 6500 - Subnet Solutions Source Envelope: Document Pages: 18 Signatures: 5 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 3/2/2018 2:07:29 PM Signer Events Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Anthony Eshpeter Anthony. Eshpeter@subnet.com Chief Technology Officer SUBNET Solutions Inc. Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/2/2018 2:29:47 PM ID:b9d6d32c-92e9-4f86-9f9e-03b553174527 Larry Collister larry.collister@cityofdenton.com Deputy City Attorney Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 12:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Holder: Rebecca Hunter rebecca.hunter@cityofdenton.com Signature ��I��III�� Using IPAddress: 129.120.6.150 a�m��sc�,,,��, r��. ,,� r� ,� �.�':��,�:�.� �r.Sb{,.Ll..Sb,1�E�(!7 A�hdE W... Using IPAddress: 50.66.43.133 ��sn,a� ��. ,�s,t,Fo��,n,� Using IPAddress: 129.120.6.150 �� .; � _ � . � � s�cw��ar Status: Sent Envelope Originator: Rebecca Hunter 901 B Texas Street Denton, TX 76209 rebecca.hunter@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestam p Sent: 3/2/2018 2:19:26 PM Viewed: 3/2/2018 2:19:34 PM Signed: 3/2/2018 2:21:28 PM Sent: 3/2/2018 2:21:30 PM Viewed: 3/2/2018 2:29:47 PM Signed: 3/2/2018 3:01:41 PM Sent: 3/2/2018 3:01:45 PM Resent: 3/8/2018 6:04:19 AM Viewed: 3/8/2018 6:39:13 AM Signed: 3/8/2018 6:39:55 AM Sent: 3/8/2018 6:39:57 AM Signer Events Accepted: 7/25/2017 9:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Laura Cheek laura.cheek@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Signature Signature Status Status Status Status Status ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,�� "��,��„��°°,,,I,,,;',,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,� Signature Status Hashed/Encrypted Timestam p Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/2/2018 3:01:43 PM Timestamp Timestamps 3/8/2018 6:39:57 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM Parties agreed to: Anthony Eshpeter, Larry Collister, Todd Hileman 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. 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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. ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER OR HIS DLSIGNEE TO EXECUTE A CONTRACT FOR (I,HE ACQUISITION AND PURCHASE OF SUBSTA'I'ION REMOTE TERMINAL IJNIT (RTU) SOFTWARE AND HUMAN MACHINE INTERFACE (HMI) SOFTWARE, FOR DENTON MUNICIPAL ELECTRIC (DME) WHICH IS AVAILABLE FROM ONLY ONE SOURCE AND IN ACCORDANCE WITH CHAPTER 252.022 OI' THE TEXAS LOCAL GOVERNMENT CODE, SUCH PURCHASES ARE EXEMPT FROM REQUIREMENTS OF COMP�TITIVE BIDDING; AND PROVIDING AN EFFEC"I'IVE DATE (FILE 6500-AWARDED TO SUBNET SOLUTIONS INC. IN THE NOT- TO-EXCEED AMOUNT OF $307,980). WHEREAS, Section 252.022 of the Local Government Code provides that ��rocurement of items that are only available from one source, iilcluding; items that are only ava�lable from one source because of patents, copyrights, secret processes or natural monopolies; films, manuscripts or books; electricity, gas, water, and other utility purchases; captive replacement parts or components for equipment; and library materials for a public library that are available only fi�orn the persons holding e�clusive distribution rights to the materials; and need not be submitted to competitive bids; and WHEREAS, the City Council wishes to procure one or more of the items mentioned in the above paragraph; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION l. The following purchase of inaterials, equipment or supplies, as described in the "File" listed hereon, and on file in the office of the Purchasing Agent, and the license terins attached are hereby approved: FILE NUMBER 6500 VENDOR Subnet Solutions, Inc. AMOUNT $307,980.00 SECTION 2. The City Council hereby finds that this bid, and the award thereof, constitutes a procurement of items that are available from only oize souree, including, items that are only available from one source because of patents, copyrights, secret processes or natural nionopolies; films, manuscripts or books; electricity, gas, water and other utility purchases; captive replacement parts or components for equiptnent; and library materials for a public library that are available only from the persons holding exclusive distribution rights to the materials; and need not be submitted to competitive bids. SECTION 3. Z'he acceptance and approval of the above iteins shall not constitute a contract between the City and the petson submitting the quotation for stiich items until such person shall coinply with all requirements specified by the Purchasing Department. SECTION 4. The City Manager is hereby authorized to execute any contracts relating to the items specified in Section 1 and the expenditure of funds pursuant to said contracts is hereby authorized. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be perfoi-�ned by �he City of Denton under Pile 6500 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY C APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-425, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and the United Way of Denton County for the purpose of expenses for Denton County Barriers Fund; providing for the expenditure of funds therefor; and providing for an effective date. ($200) City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� __ City of Denton �_ — _ city xall `�t� Illllllllllllllll�l�uuuuuul�l�ll 215 E. McKinney Street � Denton Texas � N www.cityofdenton.com DEPARTMENT: CM/ DCM/ ACM: DATE: SUBJECT AGENDA INFORMATION SHEET CMO Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and the United Way of Denton County for the purpose of expenses for Denton County Barriers Fund; providing for the expenditure of funds therefor; and providing for an effective date. ($200) BACKGROUND This Agreement allows for the total expenditure of $200 from Council Contingency Funds. (Council Member Keely Briggs, $200. Key provisions of the Agreement include: ■ Funds shall be used by United Way of Denton County for the purpose of expenses for the Denton County Barriers Fund. ■ In addition to other reporting requirements, documentation in the form of cancelled checks and/or corresponding receipts specifically detailing expenditure of funds for the purpose provided is required for reimbursement from these designated funds FISCAL INFORMATION Funding for the Agreement will come from Council Contingency Funds. 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: 4.4 Provide outstanding leisure, cultural, and educational opportunities EXHIBITS Exhibit 1— Agenda Information Sheet Exhibit 2 — Ordinance Exhibit 3 — Agreement Respectfully submitted: Todd Hileman City Manager Prepared by: Robin Fox Senior Executive Assistant s:4lc�al\crur dt,7niaiT��r�t�:�;A�7rc�iu�z��t�7c�s\1 f3��;crv <��r-unit4d wt7y-cic��toi� cu b�rricrs iunei ard.ciac c��r.>�r��r�c�: ra�. �I'� Oit:[)I]`�1r1NC',[; C)l� "I'III:� CI"I"Y (�C I:)F;I�1'�'fJN AU"I"I-I(�I�IIINC'.� AN f1CxRFI�M��,N.1, I3F;'T WFI�,'i`� TI{E C:1"C'Y U1� I71;N'1"CJI'�I, "T"E?XAS ANI) i:JN1"t`I�I� W�Y f�� I7F;N"I'ON C'C7l.1NrI"i' l�()F� "I'f-ll; �'[JRI'C7�ti, (JF;' �;:�'.1'I;NSF:;S R:F�I.,�1.rlll�I7 TC) I7I;N'I'C)N C(�iJI�ITY F3AF2IZIF�RS �'iJ1�iI7; }'[2i7VII>ING F{C7C� T��I: F.,�I'I;NI)I'CURF �)I' F[JNI�S "I"1IEI�FIi(7R.; ANI7 C'FtC)VII�I%1C'r 1=�OI'� AN E;FF�;C�fI"IVE; I�A"I"1;. WI I1?T�I:;AS, the City C'ouncil of` tl�e C'ity c�f l�e��►ton he;rcby Iinds that t.}Zc ��reclnen:i l�e�tw��n t17c C;ity ��1xc� tlic (.J��iiecl W��y c�f IJera�Cor� C�7�,int.y, attach�d �heret� and mac�� a��rt 17�:�ree�f �ay rcf��r�ne,�; (tl�c. "A�x��:ex��c�n�t°'), serves � rr��inici�aal and �L�l�lic �Lx��c�s� �zz�� is in t)�7L p��rlic t��,��t; r�c�w, X�r��,��.r,rolzr.;. "I'1IF CC)UNC'IL, C7f� "1�F [} ; CI"I"5� C)}� T7�JN'1"C)N 1�I;[�I;F3Y ORI7AINS: SF;C`I'IC)N 1_, '1'he iia�c�ir�gs set {arttx i�� the, �reanlble o� this C)rdinanc;e are incc�rpc�rc�tecl �y r�1�c�r�:r��c.c intcr the t�<ac�y of'this C7i•diz�c��zce; a� i%'�i��lly se�t 1�=c�rth he��e��in. SL;C�7"IC)N 2. �I,he City M��i�a�;er, or 17is desi�nee, is hereby ar�ztlac�riz�:d tc� exec;utc� th� Agz•ee;�ncnt a��ci to carry a��t th�; �uties arxci rc;s}�c�nsi�iliti�s c�f'tl�e City uz�cier the P��blic 5crvice A�;ree�7aent, i�acluc�ing thc� ex��ciit��e af 1`�Gnds czs pr�vicied in thc A�;reernent. SF;C'T'ICJ�'�1 3. I�'l��i�; C)rciirl��ce sl�x�xll b�cort�c �f(��c�tive imzne�liat:�;�1y u�c>n its �assag�� anr� ap�rc�val. I'AS��'I7 �NI7 A}'I'IZC)VF'I7 tlxis thc; daY of' _� _, 2�1 f�. CI-�RI:S WA"I'�I`S, MAY(JFi �,I..I�I;S"I'. .11:;N1`�1Ii��I2 WAI,'1"I;R�, C'1"I'Y SEICI�I;"I"AKY �3Y: �PI'I'�C7VE:I7 AS �'(J LI;C.if'�L F(7I'�I�!1: AAIZC)N� I.,�t�L, CITY A"�1�"�T'(:)C�N��=;Y � n I3�': �,��„��,�'"�°.�a �"��...a,��„�� a .µ� s:AIG�sil\��ar dos;urnerat�s\cv�7tr�cks\IA\s�rv a�r-unit�ccl wtly-dcnt�7ra cu tMar�ricrs fu�7d.cic7c S�RVICE �-1GRFFMEI"�T I�ETtiVEP,N �I"HI+1 CI�TY UF DI�:1'�T(JN, TEX�S ANI) LJNITEI) WAY� �I'��is A�recn-�c��t is l�ereby �ntezAed intcr l�� a�c� bc.t�veet� the City o(`I)�;r�tni�, 'I'exas, a hc�xne rule mur�icip�l cc7�•�ac�r�Ytion, l�erei��ta[t�r re�`errec� to as "City�� and U1ait�c� Way o1`T�enta�x Coutlty, � taot i'c�r prc>fit carparatic>n, hE;rcinafter refe�•r�d tr� as "'Unitec� W�y�� WF��IF�RL;�S, C"ity l�a� ci�tertniitcci t11at tl�e prc�pers�l �tc�r scrvice�s iner.its assis�t�nc�e and c�ar7. prc�vic�c� ��ceded servic�s tc, citizens c�C C�ity anc� has prcrvic�c:c1 fuilc�s it7 its bcAd�et fcrr t1�e Ux�ited W�y's �;eneral ex�enses; and W�I�I��I��;AS, i��is ��r�c��aei�tt se��v�;s � ti��lid municapal and �tz�lic purpos� r��t1d i� ir� tl�e ��ul�lic interest; �I(.7�1, "Iryi-1I,T�I;I"OR.I;, tla� parties lzerutc� rt�utually a�rc� as fc�llr�ws: I. SC:OPF C7F SL?F�VICYF;,S LTnit�,d Way sha11, in a sati�factc�zy G�nc� �7rcr�er n�az�ner, �erfcaz�tr� tl7e {c�11c>wi:r�g ta�ks, ii]r which the. ��aonies �rcrvicle;d �iy City nxay be used: the fuz�c�s l�ein� �rovided wi11 be fcar tl�c pur�c�se af' ��yin� �.xpel�s�.s rclatin�, fc�r I�cntc7» C'aunty F3arriers Func�. II. CJI3]_,I�'rATI()NS O:�' l�1NITF?I� WAY Ii� cc�nsic�cr�atio�� oftl�e �°ecei}�t c�i'fund� fi°an� City, i.Jnite;d W�y agrces tc� the fc�llowin�; terms anc� cc�nditic�ns: r1, "T'w�� I-�I�,�r7drec� I)olla�a�s �x��d i��/10� ($2(�O.0(J) sha1� bc paid t�7 [1ni�e.d W�zy �y C;�ity t�� lae citi�ircd fc�r th� ��u�poses s�;t fr�rth in Artici� I. k3. lJnitecl Way will ��aintaara �dec�uate recc7rcis tc� establish that tl�e C"ity fiands a1•e used fc�r t�te; ��Gr�c�s�s a�:�tlzc7ri��c� by this A�rc,��nent. C'. lJnited W�y wi11 �acz°rnit authca�•i�eci «1'ticials c�f City to revie;w its t�c�c�ks at ��y time, D. Upon reqr;�est, LTnited WGzy will ��ravirie tc� C�ity its I3y Laws and any c�f'its rules and. re�;ulaticat�s that n�ay L�e relevant tc� this Agreemetat. I��. tJr�it�d Wa�y wi11 nc�t e:.r�t�z• i�1t�� any �:e7�atracts t1��t wc�ulc� exacu�nzl��r C'ity ftinc�s for a peric�d that wo�.Xld exte�acl beycr�ad tl�e icrr� of�this �1.�reer��.nt. F. LJ�nited Way will �lppoint a r�;pr�;se�ntativc �uh�� w�il1 be a�vailable �ta m�;et wi�th City c�f'iicials w}�er� re�uested. s:41��1\<�>t�r tlnctarr�entw\c�ai�Cr�ct;s\1 �\�;erv �gr-uraited w�s�y-dcrrt��n co btlrricrs 1'wud.doc III. T:[ME (�F I'I:<RFC7RMANCE: "1'l�e services fLit�d�c� t�y C"ity shall f�e undertakez� anci cc�m�7leteci by tJnitec� Way within the fr�llc�win� timc� f'rarrle: �I'he tcz~m of'this A�reelncnt shall co�ncn�;��cc on tlae ei`i`ective date ancl te,rn�inatc Se�tembcr 30, ?Ol �, unless t:he contY°�ct is s«ancr terminated Lulcier Sectian VII "Sus�ensian c�r 'I`er•n�inatican". IV. I'AYME;l�r1",, �,. £'�`��v��,�`t's `re� TJ�t�t�'E�[� W��. Ci1y s�l�a�ll ��ay i� �J�txit�d Way tlze s�,�un s�eci�ec� iiz Articic; II 4rfter the ct�:cctive c�ate� c�fthis A�,ree��xe��t. F3. I:^,xc;t�;�s F�':��r.r�"r, ��7r7itec� Way sl�all z�c��1'uncl t�� C"ity wit�hin ten (10) c�«rkin� days <�f' C�ity"s rcc�ue:st, any sunl �f'1�1c7ney whicl� laas l�een }aaid by C'ity anc� wl�ich City at any time thet•eak"ter detcrmines: 1) has resL�ltec� in owerp�yl�nent tc� CJnitec� Way; crr �) ��s nc�t b��c��it s�� str�ictly iz� accorc��nc�; w�it.h the te��•�ns c��f this A��°e�ment; <7r 3) is nat supportc�� by adcquatc dac�,zmentation tr� fi�l]Y.l��stify the cx�rendi:ture. V. };V�.LUA"1,ION [Jnit�;d Way a�;rees te� partici�atc; in �z� ix�a�lenle;ntatio�� anci mc�intenance systena wl��reby the s�rvices can be conti��uc7usly mc�nitc7rc�, U��ited VJ��y agrees tc� m�ke available its bank stat��;nts for ��vi�w �iy C'ity �.t City's discretiatx. It� additic�n, L��an rec�uest, tJnitcc� W�y a�rees to �pt�avi�c� City tl�e follc7win� r�ata �t�d �•epc7rts, c�r cc�pi�� therec�f': A. An explar�atic�n af'any n��jc��• c�han�;�;s in p�•c��raz�� services. I3. .I,c� corr��rly witla this scctic�n, U��itec� Way agrees ta i��raintain recarc�s t}��tt will provic�e accur�t�, currcr�t, s��az�atc, an� cc�m�rlete disclosurc af'the status c�f funds received anci the servic�s �eri'c�rt�zed un�er• this A�re;e�aacnt. i.Jnitcd W�y's recc�rd syste;in shall cr�ntain suf'ficie�zt cicacument�Xtic�z� t�<� �rc>vic�c� iz7 c�etz�il 1u11 st��ac�r•t a�nc� jtastif�rc�t�ic7�z f'c�r eacl� ex��nditure. tJniter� W�y ��;rees to re�tai�r� a111��7c�l�s, r�c��ds, cl�e:umeixts, rep«rts, �nd vvritt��*n a��cc7untin� praced��res �crtainin�; tc� t��h� sc�rv�ices �rc�vic�e:c� anc�l e;xpez7c�iturc af �'unds ��ncier tl�is A�,rce;m�;z�t t'c�r fivc years. C,". N�atl�in�� i��. tl�e abc�vc strbs�:ctioi�s shail 17�; �;onst�rue;d t�a ��c�li�v� U��7iteci Way c��" r�s�c�nsi�ility f<>r r�tai��i�7� �ccurat� �nd cccrrcnt recc7rcis t�h��t cl�a�•ly r�.�fl�c�t t�h�� lcvel ��nci b�x�cfit o1�` scrvices �aravided undcl• this �1gr�eement. I'��e 2 ..... ......... ... ... .....'. """ . .. _ �,,.��,.��,w.,.. �,..�,WWWW .�� ..�.ww� ��w�wwwwwwwuwuuwuww�m ww�wwuuumu�ww�mmw f6�N�u �;:Ale�rzl\��ir clu�:umcr�f�\ct�nCr�ct�s\18\serv agr-�anit�e�ci w�zy-�3��rt�5n ci�7 b�rrie.rs 4'w�d.€�G�c VI. MF?F;"I'INCiS U�c�n r�questi, minut�s of*a11 n�ectings af CJnited Vday's �;cave;rnin�; bady sha11 b�, available to Gity withir� ten (1.0) wat•king days oi� a�7�rc�val. VII. '1"�=;RMfI`�A`1'IC)N Z'l�e C",ity may ter��ia�ate this A�reemei7t for cause if' Uzlited Way �✓iol4�tcs a�1y covenants, �xgre�mea�ts, or �uarantees c�f tl�is Agr•een�cnt, the L�t�ited Way's it�s�lvency c�r iiling c�st'k�al7kruptcy, ciissolutican, c�r receivc;l•sllip, c�r th� �.Jnited Way"s violatian aC ax�y law or re�ulatic�� ta which it is bcaunc� under the ter7r►s <�ftl�is A�;re;e;nxent. `I"he C.'ity »��y te1-minate t11is Agr�emet�i fc�r other reasc�ns z7crt spec.itically ��zur��rate�d in tltiis �rara�;raph. VIII 1;QUAL C)I']?OIi."I�tJNI1"i' ANI� CC)MF'I:,IANC'1: WIT'Fi I,AWS A. CJnited Way sl�al� cam}�ly witli a11 ��plic�l�le eclual e:mplayn�e�lt appori�rnity �nd. �f`tirma:tive acti�n laws car re�ulatic�r�s. I3. tJnitec� V✓�y wi l] turnish all inf'e�cmatic�n anc� repol�ts rec��ze:sted l�y City, ar7d will �e�•mit r�ccess tc� its laoc�]<s, recorcls, and accaunts far putpr�ses o1'in:v�str�ation tc� ascertain cc�r�piiance with Ic�cal, Stt�tc and ��'�:c�e,ral rul�s �nc� i•e�;ulatic�ns, C�. In the; event c�ftJnitecl Way"s nor�zcornpliatace with the nondiscriminalic�n reguire�ancnts, ihe A�;re;eme,nt may �+e c�nce;led, te�°nlinated, c7r sus}�end�c� in whc7le ar in �ra1�t, anc� tJniter� Way may l7e barr�c� L��•t7n7 �fiirthc�r. cc��rtr��ct� with City. IX. VV�IZR.ANri'I}:;S UH�ited Way rG�r�esent:� anc� war�°�nts that: A. AIl infc�rmatic�n, r�pc�rts 41nc1 c�ata hcre;tafc�re or la�reaiter rec�uestcci by C'ity �tz� t��zrni�l��c� tc� C"it�y, ai•� con��let�� r�d ��cc�.��•at� as f7f:"the date s�haw�n �an t��xe i��afox�•mat�iat�, r�at�a, or repc�ri, �xnci, since tl�at date, have nc�t t�nder�c�ne �ny si�t�ific�nt ch�l�ge withaut written noticc�, tc� Cit,y. �.3. �ny supportin� bank siate;ments here;trafiare rec�uested k�y City ��r�d f'urnisl�ed to City, ��r� c<>7nplet�;, accura:te �nc� fiairly rellc;ct the �nancial cc�i�clitic�ns c�f tJnited Way cm the �aie Shown c�n saic� repc��t, ancl th� re:�ults c�f tl�e c�per�tio�i for tlle �ericac� cc�verc�c� �iy the r�e��ort, �nd that since, saic� data, tl�ea�e l�as laccn no tt�c�t�rial change, adver:�c or atl�erwise;, in the fi��anci�l cc�nditia�7 c�� Unite� Way. VVa}r. C.��. l�io lifi�atio�tx c7r le�;��l prc7c��c�in�;s ar��; pr�:s�ntly ��crrc�ii7� ar thr�at�.ncd a�aitast Ui�ited }'agc 3 ` _ _ � .� � � . �� . �� ww w a� s:Ue��al\r�i�ir <locur77en�w\cc'�i�trac�ts\18\serv a�r-unitecl w�y-�cnta�� c� b�rK�ic.rs fu»<l.cloc I7. 1�lc�nc c�f't1�e: �rc�visions l�ercin contravez�e;s c�r is ix� c;anflict witi� the aut}�c�rity un�er which lJnited Way is d�in� busit�ess ar witl� thG provisions of any existin�; indenture �ar agreement c�f` �Jnite� VJay, �::. CJtxite�c� Way lxas thc� ��awcr tc� c�rrtc�r i��%c7 tl�is ��r��z�nt �i�c� acce�pt �ayl�nents he��xnd�r, a��d has t�ak�� a�l �7ecess��z�y actic�n t<� ar.xtlz��rire s��cli �cce��tancc� unc�er the� tc�rms an� ca��c�itians of'tlais A�;reernelat, }i". None af� the assets cat" lJnitcc� V4�ay are subject tr� any lien c�r encunxbra�lce; of any character, e�ccept f'or c�.�rrct�t taa:c;s nc�t delii�c�u�nt, exce��t as shc7wn i�� the l�alxk staten�cnts furnisl�ed. l�y tJnitec� Way ta Gity. E?ach c7fthc;se rcprc�sez�t�tican� and warranties shal� t�c cc7Yxtit�uin�; 4�n� slzall t�e de�cneci tc� l�ave �c.en rcpeateci lay tl�e su�rtnissic�n af' each request fc�r p��yment. �, CI [Al'�1C�I;S AI`�JT7 �1M�;NI�M�:;h1'I'S A. A��y alteratic�ns, acic�itic��s, c�r deleiians tc� the terms c�f` this A�;re;emcnt sh�l1 be lay written art�endment e�ecuteci by lac�th partie:s, cxce:pt when tlle tern�s af�tl�is Agxeem�;nt ex�ressly prc�vide tl�at ��natl�er metlac7c� shall �e usec�. ��. It is ��n�crsto��d an� a�;reed �iy t�11�; pa�rties %�r�;t�c7 that cli��n�;�es in the �tat�, �^�;der�l ar lc�cal law� c�r re;�;ulatians ��.�r�uant l�crcto may c�ccur du�-ing the te;rm c�f this Agr�enx�nt. �ny such 1nc�cliticatic�ns arc tr� be a��ztam��tica.11y ir�c�or•�pc�1��tc�d ixit�c� t�his A�,�r��;naent wi�th«tzt writte.z� a�r��nendment l�c,rc.tc�, ai7ci sh�xll laecan�c; �i p4�rt af the, A�re�;ment c7n the effective: date s��ecifieci �y tl7e law c�r re�ulation, C�. t.Jnited Way sh��11 ��c�tify Ci1��y �>f ar7y cl��z7�;cs in �r�rs�nnel ar g��verning� bo�t��d ccrmprasiti�7n. �T. INI�F;Ivfl`�l II"�C;A'1"I()N T�� the e,�:tc�nt c�c�th<�,rizcd hy law, tl�� United W�y ci�;r�c� tc7 i�ac�e�nnify, hc�ld ]�art��less, �z�zd ��I��c� th� C'�ITY, its c�f"I`icers, �r��it�, a17� ern�al�7�yc��s f�rc�rz� a�r�ci a�;a.inst a�ny a17c� �11 c;lain�s c7r stiait� ��r i�a.j ��ries, dama�;c,lc�ss, <�r lial�ility c7i`whatever � ind r�r char�tcter, arisiz�g c�ut af c�r in car�ncctac�n with thc ��e�ri':��rrna�nc� l�y �h� �[.J�ni��c� �JJa�y ��r tl�c>�;� s��rvic�s c.r�z�tem�l��C�c� �y tl�s A�,n�en��zzt, includi��; all �;G��1� cictirns car c;aus�,s c7I`action bascc� u�on cc��nmc�n, canstitutic�n��l ar statutc�ry 1�w, or �ased, i1�t whc�le «r in �art, upc,n alle;�;crt.ions c�t nc;�ligent c7r i►atenlic7n�l ac;ts c>f [.Jnitc;c� W�y, its affccrs, c;m�71<7yces, a�;ents, sul��;ontr�ctors, licc�ns�es at1c� invitces. �II. COI�I�'I�,IC�"I'C7FINI�;F�i;SrI� �l. tJnitec� Way cc�ven�nts tl�at r�exther it nc�r any m�mt�er c�f`i:ts gc�v�;rning t�c�dy p��ese�7tly has any itxtere:st, dir�r,t c�r i�ld:ir�;ct, whicl� would conflict in a�7y ma��ncr or� d�gre� with the �erfc�rn��nce c�f' services reqt�ired tc� be �crfc�r7�lcd ut�dei� tlais A�reement, Llnitec� Way further 1'r��;e 4 s:Ale�kal�o�xr di>ou�n�nts\ccrnCracesU A\surv �gr-n�7itecl way-d�r7k�a�� cc.i trarriers fiarad.doc covenants that in t�c perforzn��ce o1' this A�reement, no �erson havin� such i��terest slzall be e:n��laycd c>r a�p«intecl as a memk�er of'its �ovcrning laady. fi. i:Jr�itcd Vday f'urther cc7ve.nants that na member c�f its �;overnin�; �cady ot• its staFf, s�rbcantt•actc�rs c�r c:m�rlc�yees shall possess ��y intcre;st in or use hi�/het� pc>sitzc�n fc�r a�ac�rpasc th�t is ar �;ives t1�c a�a�earance of k�eing mc�tivated by desir� fc�r ��r�ivat�; g�in 1or hin�se;lf'/17ersclf, ar c�thers; p�rticularly thase witlz whicl� helshe h�s lanxily, l�usiness, ar oth�r ties, �. Nc� a1'iiccr, mGznl�ex•, or e,znplc�yee caf City and no mctn�cr c7f its �overnin� b�dy who exercise�; a�ny lun�t�<��7 c�r re�;pc�z��i�k�i]��ities in t�l�e rcview or a�pravr�l c��f t.h� uiide�r�akin�? or canyin�; c��rt caf this Agrc�ern�.nt shali parlici�ate it� any dccisic�n r��atin� ta tl�e; A�rcenic�nt which affiects l�ris perso��l ir�ter�st car tlie inierest ia� �ny cc�rpar�tion, �aartncx-ship, �,r [.Jnited Way ix� wl�icl� he laas darcct c�� i��clix•ect i�zterest. XTII. NO"I'TCL; Any n<7ticc: c�r c�tl�er w�•itten instr�.u��e��t rey.uired ox pe�nitted to be delivered r.�nder the terms c��`tl�is ��;reei��ent sl�all bu c�ccmeci �o hav�; been delivered, whether actually received ar nc�t, whezx cie�asite;� in tl��: tJnitcd 5�tate;s n�ail, �aosta�e prepaic�, re�;ister�ec� c�r certified, returt� re:eeipt requested, c,r via h�nd-c�e;liv�ty c>r facsinzile, ac�c�re;sscd tc� C.Jr�it�� Way c,r City, as the ease n7ay k�e, at the fo11c7win� ��resscs: Clri"Y UNI'1:'I1I7 W�Y City of' I��,ntc>n, 'I'e�as CJa�y F_�r;ndersca�l Attn: C�"ity iVlanag�r I'r�;sident c`� C�;C) 215 F..'„ McKinnc;y 1314 '1"easlcy Lane I7ci�ton, "I"?� 76201 Denton, T� 76205 �;ither ��arty na�y ch�n�e it:� mailing adciress by sen�in� n��tice c�f change af acic�ress tc� thc c7��i��r �t the abc>�ve a�dr�ss l��y ce�rtiC'�i�d zn�i�, retilxr�n rcceip�t r��.q�zc�st�ed. XIV . 1�tISC�.;[,I ,Al`�1;CJt.JS A. �Jnite� Way shall nc�t tt•ansfer, pler��;� or atherwisc assign this Agreement c�r any interest ther�;in, e�r any claim �risin�; tli�ret��7r�er ic� aaty p��l�ky c�r parties, ban.k, tru�t cozn}��ny or c�ther finar►cial instit:ution wit]�c�ut tl�e pric7r writte�� a�pr«val c�:f' C'ity. F�, l:�f'�r►y pr�avision o�('tlti�is A�rL�n�ent i�; h€:ld t� �re in�valid, ill��;al, ar unenf�7rc�able, th�. re�mai��ir1g pr��visi�ns shail r�in��it� in �tull f��rce anc� �.f'fe;ci �1�c� c��ntin��e to c;��zafcrri�n tc� the ��ri�;ina1 ir�1��n�� a�t�. �l��at�h part�ies heretc�. C. In r�ra eve�at slaal� any p�yrnent to Ut�itec� Wrxy l�ereu:nder, c7r any othe�° act c�r f`ai l��rc of C'it��y to ir��ist it� any crnc c�r znc�re izastax�c�s c►pon �thc� tc�rms anci c��nd�iti�7n�; ofthis Agreerz�cnt cc�nst�i- tute crt• t�e ccai�strue� in any way tc� be a waive;�° by City c�f any l�reach caf covcxzant c7r dcfault w}�icl�. I'a�e 5 __ ...............�W ��w. ..,.,...�.M,�M�.��, ��w�� w�� s:\legal\our documentslconlracts\18lserv agr-unitcd way-denton co barriers Fund,doc may then or subsequently be committed by United Way, Neither shall such payment, act, or omission in any manner impair or prejudice any right, power, privilege, or remedy available to City to enforce its rights hereunder, which rights, powers, privileges, or remedies are always specifically preserved. No representative or agent of City may waive the effect of this provision. D. This Agreement, together with referenced exhibits and attachments, constitutes the entire agreement between the parties hereto, and any prior agreement, assertion, statement, understanding, or other commitment occurring during the term of this Agreement or subsequent thereto, have any legal force or effect whatsoever, unless properly executed in writing, and if appropriate, recorded as an amendment of this Agreement. E. This Agreement shall be interpreted in accordance with the laws of the State of Texas and venue of any litigation concerning this Agreement shall be in a court of competent jurisdiction sitting in Denton County, Texas. IN WITNESS WHEREOF, the parties do hereby affix their signatures and enter into this Agreement as of the day of m....,,......�.m.. �� .................._............................m� 2018. ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROV�D AS TO LEGAL FORM: AARON LEAL, CITY �1 �`"�"�'�1�.�9��"�� " � BY: �,��".��.�� „��.°-��» � Page 6 CITY OF DENTON TODD HILEMAN, CITY MANAGER t ��'� � ��:�:a �� Y � �l ,.. BY' ; 4�.�..� ��' . , � � ._ G��"�'" l�"''�➢t',�ERSON PRESd �"�" & CEO City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-426, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and The University of North Texas for the purpose of hosting the African Cultural Festival; providing for the expenditure of funds therefor; and providing for an effective date. ($350) City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� __ City of Denton �_ — _ city xall `�t� Illllllllllllllll�l�uuuuuul�l�ll 215 E. McKinney Street � Denton Texas � N www.cityofdenton.com DEPARTMENT: CM/ DCM/ ACM: DATE: SUBJECT AGENDA INFORMATION SHEET CMO Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton authorizing an agreement between the City of Denton, Texas and The University of North Texas for the purpose of hosting the African Cultural Festival; providing for the expenditure of funds therefor; and providing for an effective date. ($350) BACKGROUND This Agreement allows for the total expenditure of $350 from Council Contingency Funds. (Mayor Chris Watts, $200; Council Member Dalton Gregory, $150. Key provisions of the Agreement include: Funds shall be used by Funds shall be used by the University for airfare, lodging, meals, and reception for the African Ensemble and African Chiefs. ■ In addition to other reporting requirements, documentation in the form of cancelled checks and/or corresponding receipts specifically detailing expenditure of funds for the purpose provided is required for reimbursement from these designated funds FISCAL INFORMATION Funding for the Agreement will come from Council Contingency Funds. STRATEGIC PLAN RELATIONSHIP The City of Denton's Strategic Plan is an action-oriented road map that will help the City achieve its vision. The foundation for the plan is the five long-term Key Focus Areas (KFA): Organizational Excellence; Public Infrastructure; Economic Development; Safe, Livable, and Family-Friendly Community; and Sustainability and Environmental Stewardship. While individual items may support multiple KFAs, this specific City Council agenda item contributes most directly to the following KFA and goal: Related Key Focus Area: Safe, Liveable & Family-Friendly Community Related Goal: 4.4 Provide outstanding leisure, cultural, and educational opportunities EXHIBITS Exhibit 1— Agenda Information Sheet Exhibit 2 — Ordinance Exhibit 3 — Agreement Respectfully submitted: Todd Hileman City Manager Prepared by: Robin Fox Senior Executive Assistant S:AI..e�ta1\C)ur 1�7t>curn�nts\C�)r��iirs�ac�s\1$\serv s�z�r-UhCl" Afric;an Cultaaral F�e�stiv�l.d��c (JF�DIN�NCL I�10. A.N C)RDiN�.�ICF; C)F ri'I�l=; C'IT'Y OF I7�::N'I'C)N ALT"T'I�C)I�ILIl�iCx AN ACJRL;F?ML?N"I' BE']. WI�I',1'�i '1"1=fI:; C"I`I'Y C7F D��1�ITCJI'�1, TEXAS ANI7 "I�I�I? tJNIVC;�SI7'Y OFa f`�IORTN 'I'�;X�1S F(7R. �I'�-Ir PURT'C7SE OF I-�C7S"I�INC"r `l'I-IE AFRICAN C[JL,TT:JI2.AL Ii L';�T1VAL; PRC�VIDINCi FCJI� TI-iE L;XPF:NT�I'I'tJTZE C7}a ��lJNL7S; �1NL� I'I�OVII�INCJ F()R AN F?��'I�F.,CTIVE DA7"F. WI IF�,IZ.L,AS, t17e �"ity Cwcruncil c�i' the C�ity c�:f I�enton hereby finds that t11e agrecment between the C�ity anc� thc University «f 1�1c�rth "I�exas far the }�ur�c�se c>f� hc�sting the E1f'rican. C"ultural li"estival, attaclled hc;retc� and i��ade a part hereof by reference (the "A�;r�ement"), s�;rv�;s a��7unicipal anel �aL�blic pr.u��as� a��d is in tl�e �ublic ii�t�r�st; NOVd, �I'I�3ERFFt�I��f;,, T�-IF C()i.1NCIL C7I�' I'I-IL; CITY OF I�FN'I"�N I��aIZ1:�3Y OI�I�AINS: SF,G'�I,IC7N 1. "Cl�� inriin�s sei� f.'c�rth �in t��e ��rc�z�mb�lc� of tl�is C7rdinanc��, are incorp�rateci by reference iz�tc� the l�c>dy crf'this ()rciina��cc as if fully set fc�rtll herein. SEC"I'IOI�1 2. �I'he City Manager, or his desigz�ee, is lae;rel�y autharized ta execute thc Agr�,e:zx��iat �nd t�� c�rry �7u�t tlzc� c�utics �nd i°espc�t�si�l�iliti�s of t11� City under tlle �'ublic Service 11�reem�nt., it�cl�i�dii7�; th� c��pe�nc��it�ure c�f�' f:u��ds a.s pr�7vided in the, �4�z•c�m�xxt. S�^;C1'I(7?�1 3. 'I'his Orclin�nce shall become cffective i1��mcdiately upc�n its passagc anci appr•c�val. PASSEL7 AND �API'ROVED �this t�� _ day of , 2018. GHI�IS WE1,i,,CS, MAYC7R A I„I'�;S'1; .1L1�1NIF'E� WAL"I'I;I2S, GI"I`Y SI;C�Rt;TAI2`�' BY: 1�I'T'R(7VEI� /�.S "I'O LI1CiAI.� 1�CJR.M: AAi�(7N L��,AI,, C'IT5' A�I,TORNI;Y ,.,., ,.,� �„ � m�.�� `� � � � ;A, �.� I3Y: ��"� .,��...�,..�� s:Ue��!\oG�ir ci�acur��iei7ls\cont��art�,\1F,Ase�v t�t�?r-ui��t af`ricaar cziltural f�stival.d��c sFRvlcF AGREEMENT ��FTWFIa�1V� THE CITY UF DFNTON, TEX.AS ANC) THE LINIVERSITY (7F �1tJ12TH TEXAS FOI2 THE AFI2ICAN CLILTlT12.AL FESTIVAL "I�17.is tl�reement is ��er�;by entered i�1tc� by and laetween the C:ity a1'I�ent<�n, 'I"�;xas, a l Iom�; ��ulc Municipal Corpc�ratian, hcreina�=te;r refcl�rcd tc� �xs "Cit�" art�d the. tJnivcrsity c�f�Nc�rth 1'e;xas, �'Tea.as hion-�'raiit Col•poratic�n, her�ii��fter referrec� tc� as "Univ�rsity" W�F��;RI�;�S, Cit�y has r�et�r��nizled thr�t the �r�o�c�sa1 f'c�r s�rvices ��eri�ts �ssistance G�1zd ca�n �rovidc �t�e�eded servic;es to citizcns cr�f C;it�y and I�as p�-o�vid��i funds in its bud�ct f�>r the �u�r�pose; c�i }�a�yit�� fc�r cr�rltracttiz��1 se�7•v�ic�s, an� W1-[CRf�s1� S, this ��?recnaent s�;rv� s a valic� rn�xr�icipal and pti�blic �urpc�s�. and �is in t�h� �L�b1ic interest; NOW, "T'I-IF;RT1�()RI�, the parties hereta �nutually agree as fc�llows: I. SC�OI'I; OI� S�:;RVIC:I;S L1n.iversity sl�all in � satisfactory a��d prc��c.r manner perform t:he fc�llc>wing tasks, for which th� n7c�nies �ravide.d t�y City r��ay k�e ��sc�d. Tl7e �C��ds l�e,�i�7�� p��ov�i�ed sl�al�l be �used l�y t17e Unive;�r�;it�y �fcrz� ai�r��f��r�, �lc7d�,�in�,�� m��l� a�r�d rece�atic�n for° the Atrican 1:?nse�a�bl�; and �fi•ican G17ie1's. II. OIiLIGA'I'IONS OF Ufi�IIVEjI�SITY 1'�� cc��si��r°atic�n o�l'the r•eceipt c�f�fui7ds frc�tn C�"ity, [;�nive�r�:�ity a�;rec�s tc� tl��: �taliawing tcrm� ai�c� carzditior�s: A. T"hrcc� I[��rn�red F"i�l�t�y I�7o1]��rs a�nd nc�/1O0 (�350.00) sl��l k�e �ctic� tc� LJniversit�y �b�y� City t.c� 17�: util�i�!e4� t<7r tl�e �r,�r��c��c�s s�;1 �ft�iwth in �rt�icic; �I. F3. t.lniversity will maintain adec�u�te r•eccrrc�s ta establish that the C,ity Iunds are used fc7r tl�e �Lir}acrses authari�ec� �y t17is �lgreexnent. C�. Llniv�rsity w�il� }�ermit authorized c��1'ricials c�i" C�ity tc� r�vi�w its b�oks at �ny tin�e. I7. Upon requcst, [Jniversity will pz�c�vide tc� City its I�y I.1aws and a��y of its x•ules anc� re;gulatic�ns t.hai may l�� rc;levant ia this A�reemet�t. �;. U��riversity will nvt entc�r into at�y contracts that would encumbe�• C�ity f'uncls for a pe�riac� t17�t wr�uld exte��d �r�.yond t1�e t�rm c�ftl�is A�re�i��t1t. s:A)c;gt�f4cr�ar cic�cumcnis\caritrta�atsU 8\�crv agr-unt a[7ican ciMltural festival.cioc I�'. [�fniversit�y �vill ap��int a rc��rese;ntative w17r� will l�� available ta meet w�ith City of'ficials wl�en requ�stec�. II�. "I�IME; C)I� P .F,I�F(7I2MA:NC"L; T�l�e services �9i��dec� by C"ity shall be u��dc��rt��k��n a�xd com�7leted by LJniversity withiai thc fc�ll�win� time fx�an�c: 'I'he tertn of"this A�;ree.ment shall ca��ninence c>n t17e ef"Iectiv� c�ate and ic�n7�inate� Septc�n�k�er 30, 2018, unless t�hc contract is soc��ner terxnit��ted u�nder. S�,ctic�n �V�II "'Susp�nsic�n c�r �['ern�ination'". IV. �'AYM}�N7'S A. ��'�v�vt�;tv'r�'rt�� 1J1v1vx:tzst7�v. C`it�y shall pa�y tc7 Urxiv�.rsi�ty thc� s�l�ns �peci�fied in �rticle I]� aft��r tl�►e ef'fectiv� drztu of' xl�is A�;rce,ment. �3. I�;��'��;ss I��,��M�;t��'. [J�niversit�y shall ref'unc� tc� City wit�hin t�n (' 1 U) workin�, days c7f C�ity'� r�qucst, any sui77 c�f'n�c�ney which has l�een �aid l�y C:ity and whicl� City at any ti��e tl�ere�fter c��tLrmi�tics: l) has resulte;r� in c7verpayn�ent tcr University; or 2) l�as ric7t b�en sp�nt strictly ir� acc�7rdance wit11 ti�e ter�a��s ofth�is A�reen�ent, �ar �� is ��►c�t s��p�art�ci by adec��zG�t� docunler�tation to fully justify t1�e ex�enclit�.ire. V. 1=;V�I.,[1A"I"ION i1r�i�c1°sity ��re;�s tc� ��rticipate ir� an i7n�lLxn�;ntatioz7 and ma�ir�tcnancc syste��7 whe;r�by the servic.�s c��n be c�oi7tii�uously �ync�nitarec�. i.Jnivc�t�sity a�rees tc� �z�rake a�vaalable its �1�i�1a��cial rec�rc�s f'r��r r�;view by C�iiy at C�.it�y's �iscr�tiot�. In additic�n, u��c�n r�a��c�st, Univ�rsity a�rees tu prc7vide C;it�y �Ize, �'��llc�wi��, ��ta anc� repc�rts, �ar° c.c��ai�s tl7c�rec�f: �,. All cxtcii�al c��r i�nternal a��;Gc�zt�. LJniversity s�1�z11 s�ul��t7�it �� c��y c�1' the a�nriva�l ir�clepenc�ent auciit tr� C:"ity within ten (10) d�y� c�fir�ceipt. 13. �111 �;x�terzzal c�x� i��te�rnal �;valuation �•e�c�rts. C:'. �n ��pian�tion <�fi'any majr�r claa�nges in prc��,raln sc�r�vie�s. I7. Tc� c��cam�ly witl7 t�his sec�tir�z7, LTniv�rsity ��;��es tc� �nai�ltain re�cords that will ��rc�vid� accur�xte, curre:nt, se�arate, a7�d cc�mplete disclasure ot the status c>f fi�nds received anc� the services per�Eorzl7ed ur�dcr tlzis �,�;rec�xrrc�nt. U�niversity°s recc�rd systei�n shall cc�nta.in suf`ficient dc�cumentai�ion tc� }arv�id� in c�c�t�i1 f�u�l suppc�rt anc� justif�icatio�n ror cach �x�a�zxditti�r�. U�7iversity ag�r�es to retain al1 }?a�;e 2 s:Ale�al\Ue�r doc�arne�nt;s4caa�uazct.s\if�\s�rv agr-urrt aa1'rican cixitural fe�stival.dc�c boaks, recards, dc�cuxnents, repnrts, and written accc7unting �roccdures p�rtair�iza�; tc� t17e services �rovi�ecl and expc.nditure crf i:l�i�ds unde�� this A�reement far fiv�: yeaX�s. �;. Notlxing i�� the ak�ave subsectioc�s slx�ll l�e canstrucd ta relieve tJniversity c�f �•csp�>nsibil�ity ��or ��tainin�; ��cc�ur�t� ��nd c�.��rren� r�c�ards th��zt clearly rc�fl�Ct the level and ben�,�fit c�f' scrvices provic��;ci u»c��;t� t]�is A�r�emc��t. VI. I�II��C"I'OF�S' MFF'I�INGS tJpc�n rcquest, mii�t�tes c�f' �11 meetizags of University's gcavcrnin� bcady sha11 be available tc� C�it�y vwit}�izi te;rz (1 U) wc7rkin� c�ays �7�E ap��rc��va1. VII. rI'TRMINAT'IUN �I'l�c C�'ity �nay terminat� this hgreement foz• cau5e if [Jniversity vialates any cc�venants, ag�i��ena��nts, <�r �u�zra�t�le��s c��'tlxis A�,x�cment, t�hc� Univcrsity°s insc�lvcncy crr iiling c,f �bariltruptcy, c�is��lL�tic�n, c�r rec�ivcrst7i�p, c�r ti�e Univ�ersity's vic�latiatl of any law c�r regulat�ian to which it� is bc�unc� unde:r the terms c�lthis A�reerraent. 'I,he C.'ity n7�y tc;r7x�inate t1�is ��recme�xt tc�r ��ther reasc�r�s not s�aecitic�ily enumerated ii� t}�is para�rapl�. VIII. T�;C�TJ�AL, C7�'I'C)RTUI'�ITY AI'�I7 C'C7M�IlIAT�I�C�, WI I'�-I I.,AVJS f1. i�:flziv��rsity shall �;o�n�ly with a11 ap�licable� c�c�u4�1 ern�}�layment oppc�rtui�it�y and affirm�tive action Iaws or re�Lrlations. F3. Ui�iversity will fur�iisl� all inf;r�rrrratiot� and repcarts rec�uestec� by C;ity, anci will permit ��cccss t�a it�s bc�c�ks, r�cards, a��d accounts �`�r �u.rp<�ses �{"iz�ve��ti�atic7�� tc7 �sc�;it�ain cc�in�liancL wit.h 1�ca1, Sta�te anc� T�ede;ral rul�s and re�;ulations. C�.. In t�1�e �ve�it al Ur�7iversit�y°s z�e�r1-c��t��pli�r�c� with the �7on-discriminatir�i�. 1°equiz�e�a�ents, the 1��;recn�e��t may be cat�c�led, te,rmin�tec�, or suspenc�eci ir� whc�le ar i�x part, and Univcrsit�y n�ay l�e l�arr�.d frc��n fu�rtl�i�;r cc��n�t��racls w�ith C�ity. I�, WAI� [� ANT[ES �1��iversity re;presetlts atad war�•ai7ts that: A. All ini:c�rXnatic>n, rcpe�rts and �ata h�retoforc or 1�ereafter rcc3uested by City and f�urnisli�;c1 ta Ci�ly, are carl�pi�tc� a�nd �r�cc�lrate as c�ft�hc da�te; sl�own ��rx the i��f'c�i~�zlat°i�n, dat�a, or re�art, and, �;ince �that c��te, l�ave ncrt �uz��cr�;�7nc �:ny sigzzilicarzt cl��n�;� w�iihaut� written nc�iic� t�> City. F3. �ny su�por�in�, fin�i7cial stateix�ents heretaforc rGc�uestec� by City anc� furnished tc� Cit�y, are cc7m��ict�, acc�ir�tc� and fairly 1•�;'[1e�ct tl�u 1it7�z�cial conc�itic�ns c��f i..lnivel�sit�y c�n the dat� shown c�n said repc�rt, anc� the results o{'th� �pc�ratic�n f'or tl�e pc1•iod caver�ci by tl�e x•epc�rt, 4�nci that P�ge 3 w:Aleg�l\o��ir c3�cti�rrr�nts\ccrntrttct�l]$\serv a�r-Grnt afric��7 culttiirul fw�st�ival.doc since said data, ther•e has �ecn no i�t�atei•ial chan�;e, adverse or atherwise, in the financia� cr�ndition oi` CJnive;rsity. C. I�ia liti�;atic�r► or lc;�,a1 �7roceeciings arc presently �endin�; or tlzreatene� a�;ainst �Tnive;rsity. i�. Ncrne; af't:t1c; �rc�visians herc�in cantrav�nes c�r is in cc7nflict with the au:thc�rity under wl�ich University is d«in� busin�.ss �7�r wit�h tl�e provisio�7s c�f an�y ex�isti�ng i��derature c�r a�greeir�ent �af University. F. i�lniversi ty has thc �c�wer to ent�;r iilto tl�is Agreeme��t anc� accupt payments �iere�;�nder, and has taken all n�:ccssary actian to authorize such acceptar�ce unc�er the terms and conditions of`this Ag��een�e��t. 1'. None of tlac assets of iJt�iversity are sub�ect tc� any lien o�� encun�br�nce of any c]zaracter, except fc�r. �,ura�ent taxes �1c�t delinc�uent, exce�t as shc>w�� in t1�e: fi�zancial statex�zent� fi�z•i��ishe� by i.Jnivcrsit�y ta C�ity. I;ach c�� th�s� re�resentatic�ns a,r1d wa�n��n�ti�s sh�11 �l�e� cot7tii�uin� �uzcl sl�all l�c decmed tc� h�ve� l�een z��:�aeatec� by t17� s��bn�ission c�f'each rec�ue,st for �ayment. �. CHl�,NCiI;S ANI7 AMEI'�ITaMFI`�1"I'S A. Any a�t��r�tic�t�s, adciitions, cxr de.l�;�tic�ns tc� t�he� tc�rms ol� this �greemc�nt shall b� by w�•itten an�c�n�ment cxec;uted �iy bc�th �arties, except when thc te:rms of this ��ree�net�t expressly �ravid� that anc�the;r n1et11cad shall be; uscd. F3, It is t�nderstc�oc� and a�reed by the �arties l�ereto that cl�arlges i�� the State;, Fc�eral or loc�� laws or r��;��x�atic�ns pur�;�r��ni here�to may c�ccur du�r��ii��,� th� t�ern� �af this ��ree�nent. Any s��ch inodi�Cca�ti��z�:� are: tc� �ic� aute�r��atically incr�r�or�t�e;d iz�tc� this 11�,�reemezit wi�hout writ�te.n an�en�nYc�Yt }xer�ta, anc� sl�al] l�e;cc�mc a��,�rt c�f' t�11�; t��reetnent c��z t�lze eff'�ctive date speci�ed �ry the law or i•��ul�tion. C. lTniv�i°sity shall z�oti�fy City c�1' any cha�»�c�s i�� }�e;rsc�n:��c�l c��- �r�v�;r�ni�x� 1�c�arc� cc��pc�s�itic�n. XI. 1i�1I�I;MTr1lFICA'I"I()1`� "I'c� the extent autllcarizcc� by law, thc; i;Jtliversity a�r�es tc� ii�demnify, l�old ha�•mless, �nd defend th�; C�ity�, it�s c�f�c�rs, a�;enis, and emplayees f�t•om arxd a�aizzst any �i�c� a11 claims ��r s��its f��r ir�juries, ciart�a��;�, 1c�ss, ��a° lia�bility ca�1' �wl�atevcr• �ki�nc� c�r c�ha�ractex�, ari�;i�1g� c�ut c��f c7r it�� cont7ectiarz with th� �7cr�f�r�na�nce l�y t�hc LJnive�rsity or t1�rc�se services cc7i7terr�plated by this ��recn�cnt, includi�n�? all �uch cl�ims ar cacAses ��t`action �a�s�t� u��a�z c��n��nr�n, c�<ar�5tit�utirai�al c�r staiutory 1dw, �a�- based, in w�h�le c�r in part, upora allc��;�tians c7f 7��;�ligent ar il�tel�tianal acts c�� LJniv�;rsity, its o1`flcers, c�mplayees, agerzts, subcr,ntractcars, licun�ees a,nc� invit�es. Page 4 s:Alugal��trr cl�cuir7e��f.tilc�nt�r<�c�w\1R\�;crv agr-urrt a�frican cult�ur�I 1�sCival.cluc XII. CONFI,ICT OF 1T'1rI'ERES�I~ A. [Jnive.rsrty covcrxants that neither it nor any member af its �c>vernin�; body pr�sently has axzy intLrest, di�°c��t r�r iz��ireci, whic�� wauld canflict irr any r��a�i�rier c�r c�e�;r�� witl� the perfortnance c�f' serviccs rec�uired ta be perfoi�rned u7�d�r tllis A�;reement. LJn:iversity furtl�er covenants th��t ir1 the perfc�rmance of tl�is A�;rce,me;nt, nc� �erscata h�ving such interest s��ll be employed c�r nppair�ted as a�nember c�f its gc�verz7in� bc�dy. I3. Ut�iversity fiirther covetlat�ts that i7a niembc;r af its gove;rn:ing bac�y or its statt�, sulacontractc�rs ar ez��ployees shall posscss any interest in or use his/he�• positiai� far a pur�c7se that is ��r giv�s t.h� a�p��e��r��nce o�`b�iz�� znr�iiv��t�c� by d�si�•� �f�r pr�ivate �;�in fa�r 1�i��scl�f%1xc�rself, ar othc.rs; �articularly tlaosc with wl�ich he:/sl�e, has falnily, l�usine�s, c�r c�ther ties. C. I�1a afficer, na�mber, c�r �m�lc�yet c�f C.�ity and ��o m�;mber af'its gc�verning body whc> exercise,s any tunctian ar respa�xsi�ailities in the revr�;w ar a�prc�val c�fthe ur�dertaking c�r carryin�; out oC tl�is A�;r�eizient shall partici�ate in any d�.cisic��i relatin� �i� �t�i7e ��;r�c�im�i�t whicl� a�f�fccts l�is ��crsc>nal interest or the interest in any cor�aration, part��ersl�ip, c�r as�caciation in which he: has direct �r �indiz��ct interest. XIII. N()"I'ICr tlny nc�ticc c7r c�thcr writtcr� inst�r�umc�nt rcc7uir�;d or p�rn�itted to be c�c�livc�re;d unr�er t.he t�rms of this A�;re;ement shall be deemed tc� 17avc been delivel°ed, wl7ether actually received or t�c�t, when dc.pc7sited in the IJnited St�ies n�ail, perst�a�� prc�aid, re�;istc�rec� or c�e�rti��;d, re�t�urn receipt rec�uested, ar via hand-dc;livcry c�r facsimile, a�dr�;�scd tc� LJ��iversity Qr C'ity, as thc casc may be, at tl�e fallc�win�; �d�resses: CI']�"�' C'ity c�f I��nton, "I�c�xas Attzz: City IVlanager 215 E. McKi��ncy I�c�Y�ton, 'I'?� 76201 }jax No, �40,349.�5�)6 UNIVN [i SI'1"Y Prafcssar Mida�vo Gic�ec�n E1l�arwc�yie CJN'I' Cc�llcge of Music l 15S [Jnic7n C�ircle Nc�. 3113Ei7 I�entc7n, T3f 76203-5017 Fax No. 940.5G5.2002 F,itlle;l� party m�y c1z�n�;e its mailin�; address by sendiia� notice e�f` change af address to the c,ther at t17e abc�ve� a�dclress l7y certi�l�ied mail, �rEtt�rn recei��t reques�ted. XIV. N'ffSC"I;I,I,�4NFOlJS �. [..Jniversity shall not transfer, pled�;e or c�thc,rwise a�sign tl7is Agree.tnent or any irrt�;rest tlzc�re;in, or at�y claii�r7 arisin�; tlaere�,r�ac�er tc� any party ar ��arties, �aarlk, trust com�any o�� other financia:l institution withc�ut the �arial� w7•itten approval af C�ity. �'��e 5 s:Alu�al\Uur dc��iu7�ecit�s\ca�Yr�c;ts\1 �\xerv agr-��mt african cultural fcxtivel.dac I�. Ifany }arovisic7n ot`this A�rce:me:nt is h�1d to bc; invali�, i11e:�a1, or u1�e;nforceal�le, the remainin� pr�visicrt�s s1��1� remairs irz f`u�1 i'arce anci effiect and cca��tinue to conform tc7 tlae c�riginal it�►te:n:t c�f bcath �arties l�ereto. C. In nc� event shall any pay��ent ta University he�•eundt�r, or any ather act or iailure of City tc� in�ist in any �i�e or� �zzare; i��stances upan the ten��s and canc�itians c�f'this A�;rcem�;nt consti- tut� c�r �e cc�nstrued it� any way to lae a waiver by C'ity of any bz•eac;h of` cc�venat�t c�r c�efault which. m�y t17en or subs�;qLi�ntly t�e commitied by LJniversity, I�1e:ithe;r shall scd�l� paymcnt, �ct, or amissir�n i�� any n�taa�ner imp�ir c�r prejudice ar7y ri�l�t, pc�wer, privile�;e, oz• remedy available ta City to �:nfc�rce its raglats hereunder, wl�ich ri�hts, pc�wei�s, privileges, ar remedies are always speci�ically ��reserved. Nc, represcnt�ttivc ar agc;t�t c��' City may waive the �;f'tect c�f this pravision. I7 �I,his Agreetnent, together w'rth r€;ferencec� exhi�its �nd attaGhments, cc�nstitute.s the entire agreement betwe,ei� tl�e pal�ties heretca, a7�� a��y �rior agreen�ent, assertic�n, statement, undcrstandin�, or othe�• cc�m��itment accL�rrin�; �urin� the tert�� c�f thi�; �greement c�r subsec�uent th�r�t�, ��ave� any le�;��1 ��7rcc� c�r �1�'f�;ct whatsoevc�r, unl�ss �rc�pc�rly �xc�cut�;d in wr�itin�,�, at�d �if ap�rc>pri�te, recc�rdeci as �n az��en�ment of�this Agrt•ecmetat. F. "I�l�is A�;reczxi�z7t sl�all be inierpr�:te� in acc«rc�a�acc with the laws c�f'thc Statc af Tcxas ai��d v��uc rrf ��.t7y liti�;aticax� c�>nce�rniz�� tl�is f1�;rc.em�r�t sha11 L�e in a caurt �7f'c��i�x�ei�etlt� juri�d�ic�ic�n sitting in I7�ntc»� Cc�Lrnty, 'T'exas. IN WI�"1'1`�II:;S`� WHI��;R1�C7F, tl�c �artics c�c� her�by �f'fix tlzeil� si�z��turc�s and enter into tlzis Agreement as <]f'thc day c�i� , �018. T(7I:7I7 �IILFIVIA,N, CI"I"Y MAN�GF;I� !�r['"I,I;S'I': JENNIFI=:l2 WAI,I'L;RS, CI"1"Y SI�CRi;'I'�R5' IiY: A�'I'I2(7VE;T7 E?�.S 'T<� 1aFGAI,I��C)I�M: AARC>N ],F.,At,, C�ITY A"I'TOI�NI::;Y F f r,,-�'" V�� : �� "�� " � -� �� ,.,� ,, � .��,,,,� �p� „�e � s:\legal\our documenta\contracts\l8lverv agr-unt africsn cultural festival.doc � : �. ' � UNNERSITY OF NORTH TEXAS . � . �• • � � , �• � .., �. � � Page 7 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� File #: ID 18-467, Version: 1 Legislation Text AGENDA CAPTION Consider approval of a resolution authorizing the city manager to execute a Memorandum of Understanding on behalf of the City of Denton with the Denton Independent School District, relating to the School Resource Officer program; increasing the DISD reimbursement from $199,085 to $404,390; and providing an effective date. City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: POLICE AGENDA INFORMATION SHEET CM/ DCM/ ACM: Todd Hileman DATE: SUBJECT April 3, 2018 Consider approval of a resolution authorizing the city manager to execute a Memorandum of Understanding on behalf of the City of Denton with the Denton Independent School District, relating to the School Resource Officer program; increasing the DISD reimbursement from $199,085 to $404,390; and providing an effective date. BACKGROUND The Denton Police Department assigns a police officer to each of the three DISD high school campuses and each of the three DISD middle school campuses within the city limits. These School Resources Officers are deployed to the campuses on a full-time basis to provide a police presence and to help maintain a safe, secure, and orderly learning environment for students and staff. Beginning in 201 l, the Denton Independent School District reimbursed the City of Denton at a rate of fifty percent of the annual salary and benefits of the School Resource Officers assigned to three high schools within the city limits of Denton: Guyer High School, Denton High School, and Ryan High School. DISD did not pay any of the costs associated with permanently deploying full-time school resource officers to the three middle schools within the city limits: Calhoun Middle School, Mc Math Middle School, and Strickland Middles School. For several years, the SRO program has been codified through a Memorandum of Understanding (MOU) between the City of Denton and DISD. The MOU, which is reviewed and approved annually, outlines the mission, goals, and the financial aspects of the SRO program. Beginning July l, 2018, DISD has agreed to increase the reimbursement to the City and provide for fifty percent of the annual salary and benefits of the School Resource Officers assigned to all six of the middle and high school campuses within the city limits. RECOMMENDATION Staff recommends that council approves the Memorandum of Understanding with DISD for the SRO program. PRIOR ACTION/REVIEW (Council, Boards, Commissions) 09/15/17 — Informal Staff Report 2017-066 FISCAL INFORMATION The changes in the financial agreement will result in an annual net increase to the City of just over $200,000 for the increased reimbursement. 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: Agenda Information Sheet Exhibit 2: Resolution Exhibit 3: Memorandum of Understanding Respectfully submitted: Lee Howell Chief of Police Prepared by: Scott Fletcher Assistant Chief S:Alegaliour documents\resolutionsU 8\disd RESOLUTION NO. A RESOLUTION AUTHORIZING THE CITY MANAGER "I'O EXECUTE A M�MOIZANDUM OF UNDERSTANDING ON BEHALF OF THE CITY OF DENTON WITH THE DENTON INDEPENDENT SCHOOL DISTRICT, RELATING TO TH� SCHOOL RESOURCE OFTICER PROGRAM; INCREASING THE DISD R�IMBURSEMENT FROM $199,085 TO $404,390; AND PROVIDING AN EFFECTIVE DATE. THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION L• That the City Manager is hereby authorized to execute a Memorandum of Understandiilg on behalf of the City of Denton with the Denton Independent School District relating to the School Resource Oftcer Program. SECTION 2: That this ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WAL�I'ERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: _ t' " ` ` � f �""�� er��air��Nr�m ��' CJ��r��r��i�� (�"l�l.�Pj i� ��i�uc� ��at�� i�� a��^� la��' �r��u��: ��y��mrro IVim��c��r��'�r�� '�cr�l C�Ni�t��'��t (��C�� °� �r� ��r��i� ��liii�� C��r�t �I�f'C�� e��l6�ir��, i��n� ��u'i� 9��1 ��ca�wl� k�� c�r��t��u�� Nrr�i�ir�� r irr��a�'ir��c� t�� u� ��r'R�, �� c��r�t,i�rr ��A�N�� i�� 6��t��ru� t8�� rta�i,��i�ro� ��u�Aii�� I��t�c.� �k��r�. 1� E'�r �� 6� 6a��.� �,��Ilo�� r�� qim�� f�� ro�i��qar� c�� tl��: �r��c��V ��c�� i�� 'r��d��, W��r�i�� r��e�� a �Q�� F�� r��r�rr��, �� ir�t ��r��A�� f�art. .��iutiicar��ll�, �h� i�'6�R.� ��a�r��lllr�� r�l�tic�u��ip� �a��+��r� th�� ,��i��Np��nr�� tnk�� i�� r�i�r t� ��i��r �r� ��`�'i�i�r�t ��r�� h��i�°� �r��r�� 9�� vwi�N �r�iB�l � ��;i�t�u�� m��l�t��r��i�'o� i��t�� r�ic�� C)f��:�� r�� I�� r��atd�a �f �� rr��ar�'s�°� ir� �d�wta�i�u �� c��a�.iir�� rira�� ar�r�r�i�� ay j��;�°�i8�� i�� y�u��¢� ��a��. q4. ��sr� ih� r�aAi��i�r� �� r�;; �� '��w �� '��r�: r��'��u��t��n �� r�r��a ��'' ��'��a� �'�I�i��& �ri��n� ��v�i��t�e� �r"� .1��r�a�i�..� �r�c� �raa�r�� d��t�. �� a��r�lu�'� k��6� r��m��i�a�u �a��Ya�� f�i��r��, �r��i�u ��rre�;� t� �� ;�, �ill �,�� i�ir�� h� f�ld��i�� I�: �.��c,r�t��t �—dn�� '"�c°h�s�� r�� I ��u��r �-4��0 ��:sc�lll ��Ill��a� I�u��c�N� ��:V°��a�ll ��m�i��l��°u� ��d�.�� '��al �I��'i�:�t�'t C�i�c��l�� '�� T�� "�:� I�r��°a� �c,�;c��g�Ni�h�� hr� rc�e��r� �� r��in� �r�c� �r��t��r�i�� , ��,�.�r�, �ai�ca�� r.��6� Ir��.�rr�i°ir�,� ��r�w��w��r��, �c�r �t�.��'��t�, ��r;&��r � ��c�� t�=��". T�p��:, �U=�� w�CidG ��a�:�lUa�� .� tl:K��a��' ��ru��uo�i��ii�r� �� ta��r�t�, p��r�:r��, �,�n�� Ph�r�. ��;�'� �rii'n� ��+� �� y��;�6�m��„ �� .�� t� ud��tiAl ir� ;��.�e��,n�� m��a��n �t��c��r�� ¢��a� j��rr��t ��u�� d��r��ic��, ir��,,�a�� f�a�°' r��lh°�� .a��r��, �r�s� � �ir��r� ��r��'�� 'l�r� �r�� c��r°�i�r��.ir�ti��. �I��°� ��IN �i��nc�� ut��r�n ��i��s� �a� '��t� V��r t� �ru��l� �t�a��r�� tc� ��M��:��:� ��t��r ��r��r�rr�� d �f��'�°�� u��, �hu�� ru�r��r��ur�� e��r�� v��h ��N�� &�u�cav�b��; c.�� f�� fi�r��ro��t ��f��ar�� rn� c��l'r�R:�� r��rdd�� o�f�ar��r�i �� I� �� r.,�ad�7��r��:�� r:rr vuc��i�� t�� I��. ��:�"� a��fb ��c°�� :� � ��ar7fN�l�i��i�l �a��1�� a�rr�� ' �1.�.�� a��r�� c� �'niNM �rs��.��i�� r��r��i�� ,sr� ��iN�bl�.� c�c�c��rn�ar��t� ��u,w��c.;��. 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City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-488, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract # 515-16 for the acquisition of one (1) replacement 2018 Case model 590SN Extended Reach Backhoe for $92,89724 for the Denton Municipal Electric Distribution Department; providing for the expenditure of funds therefor; and providing an effective date (File 6763 - awarded to Associated Supply Company, Inc., in the amount of $92,897.24). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract # 515-16 for the acquisition of one (1) replacement 2018 Case mode1590SN Extended Reach Backhoe for $92,89724 for the Denton Municipal Electric Distribution Department; providing for the expenditure of funds therefor; and providing an effective date (File 6763 - awarded to Associated Supply Company, Inc., in the amount of $92,89724). The Public Utilities Board recommends approval (6-0). BACKGROUND This item is for the purchase of one (1) replacement Backhoe for the Electric Distribution Department that was approved as part of the 2017-2018 Fiscal Year budget. This backhoe will be replacing (2) 2008 model backhoes that have together accrued over $80,000 in lifetime to date (LTD) maintenance costs. This purchase will effectively result in a fleet reduction, as the two existing backhoes will be auctioned when the new unit is delivered. The new backhoe will be used to trench, excavate conduit and pull poles. Fleet staff obtained three (3) quotes from prospective suppliers of this type of equipment (Exhibit 2). All quotes were from a cooperative contract, and provide an extended 36 month warranty which covers all parts, labor and travel time. The lowest quote was submitted by Associated Supply Company, Inc. (ASCO) on Buy Board Cooperative Purchasing Network Contract #515-16. Pricing obtained through the Buy Board Cooperative Purchasing Network has been competitively bid and meets the statutory requirements of Texas Local Government Code 271.102. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On February l, 2005, Council approved the interlocal with the Buy Board Cooperative Purchasing Network (Ordinance 2005-034). On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. RECOMMENDATION Award a contract for the purchase of one (1) 2018 Case mode1590SN Extended Reach Backhoe, in the amount not to exceed $92,89724. PRINCIPAL PLACE OF BUSINESS Associated Supply Company, Inc. Euless, TX ESTIMATED SCHEDULE OF PROJECT Delivery of the Backhoe will occur within 180 days after receipt of order. FISCAL INFORMATION The Backhoe will be funded from Electric Distributions operating account 604298605.1355.3920 in the amount of $92,897.24. Requisition # 137951 has been entered in the Purchasing software system. The budgeted amount for this piece of equipment is $110,000. 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 Organizational Excellence 1.1 Manage financial resources in a responsible manner Exhibit 1: Agenda Information Sheet Exhibit 2: Pricing Comparison and Quotes Exhibit 3: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Terry Kader at 940-349-8729 � O � � U fB m � c-I O N L 0 i� i--+ N N L N � O � cB � � cB H m � n � a� i.i BuyBoard Quote ASSOCIATED SUPPLY COMPANY, INC. THE FOLLOWING DETAILS SHALL BE PROVIDED WITH ANY BUYBOARD PURCHASE ORDER (FAX PURCHASE ORDER TO 800-211-5454J � ��a ��:�,�� u� �,�� u� ��:Ih.n II ��,r � � ��:li u� ��,r ��,�� u�° Ih� ii.0 li II � �,�� u� � � � ii.0 u� li ��:�� Associated Supply Company, Inc. Prepared By: Jason Alda 2019 Airport Freeway, Euless, TX 76040 Mobile: 682-219-2053 Phone: 817-283-2844 Email: jalda(C�asCoeq.Com Fax: 817-283-7836 Government Agency: City of Denton Ship To: City of Denton 804 Texas St Denton, TX 76209 Contact Name: Brad Holland Emai�: brad.holland(�citvofdenton.com Product Description I. Price List Dated: II: Base Bid Options (Itemized Below) 590SN 2WD T4 Final 5/15/2017 2WD Powershift S-Type Transmission Included Front Wheels: 14x17.5 10PR Industrial Rib Included Rear Wheels: 21Lx24 10PR (R4) Included Extendahoe $ 6,650.00 Pilot Controls w/ Power Lift $ 2,380.00 24" Universal Bucket $ 1,252.00 Flip Over/Stabilizer Pads $ 816.00 93" Wide, Heavy Duty Long Lip Loader Bucket $ 2,542.00 Cab, LH Door w/ Heater and AC $ 8,676.00 Radio $ 232.00 SUB-TOTAL: $ 22,548.00 III. SUB-TOTAL OF I& II IV. BuyBoard Discount: V: NON-BASE OPTIONS 3 Year/3,000 Hour EPG Premier Warranty "Keep You Going" Program 22.00% $ 31,560.76 Included $ 1,500.00 SUB-TOTAL: $ 1,500.00 Date Prepared: 3/13/2018 11��11 � IC �911� ��'� ��N� Bill To: City of Denton 804 Texas St Denton, TX 76209 Phone: Fax: BuyBoard Contract: 515-16 Base Price: $118,612.00 Comfort Steer - Industry Exclusive (Cuts lock-to- $ 724.00 lock steering wheel rotations in half Battery Disconnect/Jump Start Included Chaff Screen $ 260.00 Standard Lights Included Locking DEF/Fuel Cover $ 132.00 Standard Ride Control $ 1,182.00 Vinyl Mech Suspension Seat w/ Armrest Included 3 Year Advanced Telematics Subscription Included CASE SiteWatch Telematics Included VI: UNPUBLISHED OPTIONS ADDED TO CONTRACT PRICE (SUBTOTAL OF COL1 & COL 2) VII: TOTAL IV + VI VIII: QUANTITY ORDERED UNITS: 1 IX: TRADE-IN OR OTHER CREDIT(5): $ 20,500.00 (Q1 Discount) SUB-TOTAL: $ 2,298.00 Options List Price Total: $ 24,846.00 $ 143,458.00 BUYBOARD CONTRACT PRICE: $ 111,897.24 Non-Base Options (%) _ SUB-TOTAL: $ - $ 1,500.00 $ 113,397.24 $ 113,397.24 $ 20,500.00 TOTAL: $ 92,897.24 CITY OF DENTON FLEET SERVICES BRAD HOLLAND 804 TEXAS ST DENTON, TEXAS 76209-4330 DATE: January 30, 2018 QUOTE #:212244-02 One (1) New Caterpillar Inc Model: 420F2 HRC Backhoe Loaders with all standard equipment in addition to the additional specifications listed below: SALE PRICE EXT WARRANTY TOTAL PRICE Buy Board Contract 515-16 WARRANTY Standard Warranty: Extended Warranty 12 Month/Unlimited Hours Total Machine 3 year or 2500 hours power train extended warranty DATE: January 30, 2018QUOTE #:Quote 212244-02 MACHINE SPECIFICATIONS DESCRIPTION Page 1 REF.# $93,979.96 Included $93,979.96 DESCRIPTION 420F2 BACKHOE LOADER DCA2 493-8171 LANE 1- AVAILABLE FROM CLAYTON PRODUCT DISTRIBUTION CENTER INCLUDES: 450-8448 420F2 BHL ST, TIER 4, HRC 450-8448 337-9696 COUNTERWEIGHT, 1015 LBS 337-9696 450-8757 ENGINE, 74.5KW,C4.4 ACERT, T4F 450-8757 450-8730 STICK, EXTENDABLE, 14FT 450-8730 398-2681 RIDE CONTROL 398-2681 450-8683 CAB, DELUXE 450-8683 450-8715 AIR CONDITIONER, T4 450-8715 433-4806 SEAT, DELUXE FABRIC 433-4806 450-8530 HYDRAULICS, MP, 6FCN/8BNK, ST 450-8530 450-8606 PT, 4WD, STD SHIFT 450-8606 398-2882 COLD WEATHER PACKAGE, 120V HRC 398-2882 447-0049 PRODUCT LINK, CELLULAR, PL641 447-0049 BUCKET-GP, 1.5 CYD 337-7401 CUTTING EDGE, TWO PIECE 9R-5321 TIRES, 12.5 80/19.5L-24, FS 380-8961 WORKLIGHTS (8) HALOGEN LAMPS 491-6734 INSTRUCTIONS, ANSI 430-9944 BELT, SEAT, 2" SUSPENSION 206-1747 STABILIZER PADS, FLIP-OVER 9R-6007 BUCKET-HD, 24", 6.2 CFT 219-3387 SERIALIZED TECHNICAL MEDIA KIT 421-8926 SHIPPING/STORAGE PROTECTION 461-6839 RUST PREVENTATIVE APPLICATOR 462-1033 BEACON, MAGNETIC MOUNT 211-4292 FAN, DELUXE CAB 387-6682 BATTERY, HEAVY DUTY 457-2797 PLATE GROUP - BOOM WEAR 423-7607 GUARD STABILIZER 353-1389 PACK DOMESTIC TRUCK 0P_021 O Page 2 REF.# STANDARD EQUIPMENT CONSIST NOTE THIS LISTING IS A GENERAL DESCRIPTION THE LOWEST CHARGE ITEMS. OF A 420F2 BACKHOE LOADER EQUIPPED WITH BOOMS, STICKS AND LINKAGES 14'4" Center pivot excavator style backhoe Pilot operated joystick hydraulic controls with pattern changer valve Pilot operated stabilizer controls POWERTRAIN Drive-line parking brake High Ambient Cooling Package Torque converter Transmission--four speed synchro mesh with power shuttle & neutral safety HYDRAULICS Load sensing, variable flow system with 43 gpm axial piston pump 6 micron hydraulic filter O-ring face seal hydraulic fittings Caterpillar XT-3 hose ELECTRICAL 12 volt electrical start 150 ampere alternator Horn and Backup Alarm Hazard flashers/turn signals Halogen head lights (4) Halogen rear flood lights (4) Stop and tail lights POWERTRAIN Differential lock disk brake with dual pedals & interlock Hydraulically boosted multi-plate wet indicator ejection system & filter condition integral precleaner, automatic dust A dry-type axial seal air cleaner with Eco mode Boom transport lock Swing transport lock Street pads stabilizer shoes Anti-drift hydraulics switch Spin-on fuel, engine oil & transmission oil filters Outboard planetary rear axles Open Circuit Breather Hydraulic oil cooler Pilot control shutoff switch PPPC, Flow-sharing hydraulic valves Hydraulic suction strainer Audible system fault alarm Key start/stop system 880 CCA maintenance free battery Battery disconnect switch External/internal power receptacles(12v) Diagnostic ports for engine and machine Electronic Control Modules Thermal starting aid system Water separator with service indicator with Selective Catalytic Reduction(SCR) US EPA Tier4 Final Emissions Compliant with ACERT technology. Direct Injection Turbo Charged Engine, Cat C4.4, 74.5KW (Net 93HP / 69kW) Page 3 BOOMS, STICKS AND LINKAGES Single Tilt Loader Transmission neutralizer switch control Self-leveling loader with single lever Return-to-dig (auto bucket positioner) ELECTRICAL Remote jump start connector OPERATOR ENVIRONMENT Lighted gauge group Interior rearview mirror Rearfenders ROPS canopy 2-inch retractable seat belt Tilt steering column Steering knob OTHER STANDARD EQUIPMENT Hydrostatic power steering Standard Storage Box Transport tie-downs Ground line fill fuel tank with 44 gallon capacity Ground line fill diesel exhaust fluid tank with 5 gallon capacity Rubber impact strips on radiator guards Lift cylinder brace Bucket level indicator Cat Cushion Swing(tm) system (Boom, Stick and E-Stick) Hand and foot throttle Automatic Engine Speed Control One Touch Low Idle Floor mat and Coat Strap Lockable storage area Air suspension seat Bumper CD-ROM Parts Manual Backhoe Safety Manual Operations and Maintenance Manual Lockable hood Tire Valve Stem Protection Long Life Coolant -30C (-20F) Padlocks (2 on ST, 3 on IT) Page 4 � JOHN DEERE Proposal for: CITY OF DENTON - FLEET SERVICES ACCOUNTS PAYABLE 804 TEXAS ST DENTON, TX, 762014299 DENTON �omments BuyBoard Contract 515-16 Equipment Informati�n Quantity Serial Number 1 TBD Investment Proposal (Quote) RDO Equipment Co. 2902 N Central Expy McKinney TX, 75071 Phone: (214) 856-4899 - Fax: Investment Proposal Date: Pricing Valid Ur�til: Deal Number: Customer Account#: Sales Professional: Phone: Fax: Email: Hours Status / Year / Make / Model (approx.) Additionalltems 0 New 2018 JOHN DEERE 410L Customer Discount BuyBoard Contract 515-16 Warranty -John Deere Power Train & Hyd.-36 Months, 3000 Hours,Deductible: 0 3/13/2018 4/13/2018 1046590 8410003 Justen Phillips (972)438-4699 (972)438-6789 JPhillips@rdoequipment.com Equipment Subtotal: Cash Price $165,085.50 ('fi 71; �� f�i f�i , f�i 7) $0.00 $93,718.83 Purchase Order Totals Balance: $93,718.83 Tax Rate 3: (TXEG 096) $0.00 Sales T� Total: $0.00 Sub Totel: $93,718.83 Cash with Order: r, � �� Balance Due: $93,718.83 D1046590 Page 1 of 2 Equipment Opti�ns Qtv Serial Number Year / Make / Model Description TBD 2018 JOHN DEERE 410L OABOT 410L BACKHOE LOADER 1065 ENGINE FT4 170C JDLINK 5YR TEMP LICENSE 50HR 2035 CAB 2401 DECAL ENG W/ENG PACKET 3035 AXLE 2WD FRONT 4440 TIRE GAL 16.9-28,12.5/80-18 5285 CONTROL PILOT 5400 COUPLER LESS 5656 BUCKET HD 24" 7.5CU FT 6020 DIPPER EXTENDABLE 6210 HYDRAULICS REAR, NO AUX 7025 LDR 1 LEVER, NO AUX 7655 LDR BUCKET 1.5CY LONG LIP 8485 COUNTERWEIGHT 1250LB. 8635 BATTERY SINGLE W/JUMP POST 9110 RIDE CONTROL 9917 RADIO BASIC PACKAGE 9919 SUN VISOR 9965 SEAT AIR SUSPENSION CLOTH D1046590 Page 2 of 2 ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOME-RULE MUNICIPAL CORPORATION, AUTHORIZING THE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE A CON�I'RACT THROUGH THE BUY F30ARD COOPERATIVE PURCHASING NETWORK CONTRACT # 515-16 FOR THE ACQt1ISITION OF ONE (1) REPLACEMENT 2018 CASE MODEL 590SN EXTENDED REACH BACKHOE FOR $92,897.24 I'OR TI-IE DENTON MUNICIPAL ELF_,CTRIC DISTRIBUTION DEPARTM�NT; PROVIDING FOR "I'I-IE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (FILE 6763 - AWARDED TO ASSOCIATED SUPPLY COMPANY, INC., IN THE AMOUNT OF $92,897.24). WHEREAS, pursuant to Ordinance 2005-034, the Buy Board Cooperative Purchasing Network has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, suppiies, or services in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager, or a designated employee, has reviewed and recommended that the herein described materials, equipinent, supplies, or services can be purchased by the City through the Buy Board Cooperative Purchasing Network programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget %r the appropriation of funds to be used for the purchase of the materials, equipment, supplies, or services approved and accepted herein; and NOW, THEREFORE, THE COUNCIL OF THE CI"rY OF DENTON HEREBY ORDAINS: SECTION l. The recitations contained in the preamble of this ordinance are true and correct and are incorporated hei•ein by reference. SECTION 2. The items shown in the "File Number" referenced herein and on file in office of the Purchasing Agent, are accepted ai�d approved as being the lowest responsible bids for such iteins: rIL� NUMBER 6763 VENDOR Associated Supply Company, Inc. AMOUNT $92,897.24 SECTION 3. By the acceptance and approval of the items set forth in the r•eferenced file nuinber, the City accepts the offer of the persons submitting the bids to the Buy Board Cooperative Purchasing Network for such items and agrees to purchase the materials, equipment, supplies, or seivices in accordance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid docurnents and related documents iiled with the Buy Board Cooperative Purchasing Network and the purchase orders issued by the City. SECTION 4. Should the City and persons submitting approved and accepted items set foi-th in the referenced file number wish to enter into a formal written agreement as a result of the City's ratification of bids awardcd by the Buy Board Cooperative Purchasing Network, the City Manager or his designated representative is hereby authorized to execute the written contract which shall I�e attached hereto; provided that the written contract is in accordance with the terms, conditions, specifications and standards contained ii1 the Proposal submitted to the Buy Board Cooperative Purchasing Network, and related documents herein approved and accepted. SECTION 5. T'he 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 6763 to the City Manager of the City of Denton, Texas, or his designee. SECTION 6. By the acceptance and approval of the items set fot�th in the referenced file number, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approval purchase orders or pursuant to a written contract made pursuant thereto as authorized herein SECTION 7. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-489, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract# 515-16 for the acquisition of one (1) replacement Kubota model SVL95-2SHFC compact track loader for $63,497.59 for the Water Distribution Department; providing for the expenditure of funds therefor; and providing an effective date (File 6764 - awarded to Zimmerer Kubota & Equipment, Inc., in the amount of $63,497.59). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, a Texas home-rule municipal corporation, authorizing the City Manager, or his designee, to execute a contract through the Buy Board Cooperative Purchasing Network Contract# 515-16 for the acquisition of one (1) replacement Kubota model SVL95- 2SHFC compact track loader for $63,497.59 for the Water Distribution Department; providing for the expenditure of funds therefor; and providing an effective date (File 6764 - awarded to Zimmerer Kubota & Equipment, Inc., in the amount of $63,497.59). The Public Utilities Board recommends approval (6-0). BACKGROUND This purchase request is for a planned fleet replacement of unit WDl 137, a 2011 model John Deere Skid- Steer Loader with a life expectancy of eight (8) years. This loader has accumulated over $25,000 in lifetime to date (LTD) maintenance costs. The current loader will be auctioned after arrival of the new unit. Fleet staff obtained three (3) quotes from prospective suppliers of this type of equipment (Exhibit 2). All quotes were from the Buy Board Cooperative Network Contract #515-16. The Kubota loader is not the lowest cost loader quoted; however, based on implement compatibility issues and maintenance issues with the existing Bobcat loaders, staff is recommending Kubota as the best value for the City (Exhibit 3). Pricing obtained through the Buy Board Cooperative Purchasing Network has been competitively bid and meets the statutory requirements of Texas Local Government Code 271.102. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On February l, 2005, Council approved the interlocal with the Buy Board Cooperative Purchasing Network (Ordinance 2005-034). On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. RECOMMENDATION Award a contract for the purchase of one (1) 2018 SVL95-2SHFC Kubota Compact Track Loader, in the amount not to exceed $63,497.59. PRINCIPAL PLACE OF BUSINESS Zimmer Kubota & Equipment, Inc. Fort Worth, TX ESTIMATED SCHEDULE OF PROJECT Delivery of the loader is estimated to occur within 180 days after receipt of order. FISCAL INFORMATION The Compact Track Loader will be funded from Water Distribution operating account 635102635.1355.30100 in the amount of $63,497.59. Requisition #137378 has been entered in the Purchasing software system. The budgeted amount for this piece of equipment is $50,000. The additional funding will come from the unallocated account 635996635. EXHIBITS Exhibit 1: Agenda Information Sheet Exhibit 2: Pricing Comparison and Quotes Exhibit 3: Department Justification Memo Exhibit 4: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Terry Kader at 940-349-8729 � � � � � � � v �n � m a � rn � � O^l 2 U ^ X �k X c � � N — Q � � � � � U �, �' � � OO L p Y U 00 c0 � 2 � � N � .Q O � O p� L O CJ � O C� +' � � N � ? U T m N � � � � Q Vf U -a N (6 C C �"� L N ��n C � � m U C t�o O � O O � Q. Y U (�6 'i U i (6 i V �p N N w d Q y � U T Q � � (0 � � .� U Q � to � � c � m d U � �i H I�I�I I�I o�o ylc-I INIM SVL95-2SHFC WEB QUOTE #950296 ,� � Date: 2/20/2018 8:55:53 PM �i �� -- Customer Information -- Holland, Brad �,��,��,� ��,�,��,� CITY OF DENTON brad.holland@cityofdenton.com CE - #515-16, GM - #529-17 940-349-8422 -- Standard Features -- a�� w�� S Series SVL95-2SHFC "`EQUIPMENT IN STANDARD MACHINE"` FEATURES BASIC UNITS Final Tier 4 Certified Kubota SVL95-2SHFC, 17.7" Rubber Diesel Engine Tracks, Electronic Travel Torque A/C ROPS/FOPS Cab Management System Hydraulic Quick Coupler, Vertical Lift Path Loader Frame High Flow Auxiliary Hydraulics Standard Front Quick Coupler, Float Standard OPERATIONAL DIMENSIONS Hydraulic Quick Coupler Operating Weight", SVL95-2s, Option 17.7" Rubber Tracks, Loader Arm Self-Leveling Open ROPS/FOPS Cab, Loader Boom Lock Mechanical Quick Coupler 11,299 Open ROPS/FOPS Ibs. Optional enclosed and Rated Operating Capacity (ROC) pressurized cab with A/C @ 35% High Back, Adjustable, Vinyl, of Tipping Load complies with ISO Suspension Seat 14397-1 2" Retractable Seat Belt And and SAE J 818) 3,200 Ibs. 2-Piece Seat Bar Rated Operating Capacity (ROC) 23.1 gpm Auxiliary Hydraulics @ 50% Standard, 40.0 gpm Option of Tipping Load 4,572 Ibs. Direct To Tank Return Line Tipping Load 9,143 Ibs. Rigid Mounted Undercarriage, Auxiliary Hydraulics Flow 23.1 / 5 Lower Track Rollers 40.0 gpm High Grip Rubber Tracks, 17.7" Travel Speed (Low / High) 5.0 / 7.3 Standard mph Two Speed Travel System Reach @ Maximum Height 40.7" Automatic Wet Disk Parking Height to Hinge Pin 128.6" Brake Ground Pressure 4.4 psi. Kubota 4 Hydraulic Pump Load Traction Force 12,178 Ibf. Sensing System 3 Variable Displacement " Includes operator's weight, 175 Pumps, Ibs. 1 additional piston pump for High Flow Option ENGINE Hydraulic Joystick Controls V3800-Tier 4 Kubota Final Tier 4 ISO Operating Pattern Diesel Engine Dial Knob And Foot Throttle 4 Cylinder, 4 Cycle, Turbo Controls Charged Stall Guard Engine Control g6.0 Gross HP @ 2400 rpm Automatic Glow Plugs Key Switch Stop System DIMENSIONS Self Bleed Fuel System Cab Height 83.4" 2 Front And 2 Rear Working �dth (without attachment) 77.2" Lights Length (without attachment) Hour Meter, Engine 1Z3.5" Temperature, DEF, And Fuel Length of Track on Ground 65.6" Gauges And Warning Lights Horn And Backup Alarm Lockable DEF Tank Cap Lockable Fuel Cap Radio Ready on Enclosed Cabs Quote Provided By Zimmerer Kubota & Equipment, Inc. Sherman Hammons 5165 Mark IV Ft. Worth, TX 76106 email: sherman.hammons@gmail.com phone:9403904211 -- Custom Options -- SVL95-2SHFC Base Price: $80,281.00 (1) 80" HEAVY DUTY HIGH CAPACITY BUCKET $1,882.00 (25 CU-FT) W/CUTTING EDGE AP-HD80HC-80" HEAW DUTY HIGH CAPACITY BUCKET (25 CU-Ff) W/CUTTING EDGE (1) REAR VIEW MIRROR KIT 56641-REAR VI EW MIRROR KIT Confiqured Price: BUY BOARD Discount: SUBTOTAL: Dealer Assembly: Freight Cost: PDI: Radio 77700-04757 $22.00 $82,185.00 ($19,724.40) $62,460.60 $17.00 $520.00 $250.00 $249.99 Total Unit Price: $63,497.59 Quantity Ordered: 1 Final Sales Price: $63,497.59 II��uII�II��dri �II�driII II��u�� d ��dri�� ri ri� �. „ �Il�d. II uu��ll ��Ild.� II o-u��. � II n:a n:ai��'�*i �*�pu�iill�uttn�*ur� .... Il�u�i a�llr�a��* nsi �'�*i�� uttnu�� Ila�* urrn�a�'�r n:au�� aur�' i, �*�u�i�, u'r�*�' �a:a: I!�u�llan:a��a II i �aa��n:ai �Fnsi Il�n:ai�, �a�nn:aur ��ur: I!'��a�nn:aur�all �awawn:au�ur�� Q%Q%Q% I!��Il�n:,�� I' �� n�� i�,�all��iiur�, .II.� .�� nsi �*urrn�aiill I!'��.�u�ll�ll�nsi �fcr?Gcu�llana��a.awn:aurrn nai�, aw�allll �u� � "�� a°sir n�ax �u�q�q,.��u�..��:u� "All equipment specifications are as complete as possible as of the date on the quote. Additional attachments, options, or accessories may be added (or deleted) at the discounted price. All specifications and prices are subject to change. Taxes are not included. The PDI fees and freight for attachments and accessories quoted may have additional charges added by the delivering dealer. These charges will be billed separately. Prices for product quoted are good for 60 days from the date shown on the quote. All equipment as quoted is subject to availability. �O 2018 Kubota Tractor Corporation. All rights reserved. �""`�r i�+�� ' , � � , � �C '; �F, Product Quotation Quotation Number: 28598D028707 Date: 2018-02-19 15:24:16 Ship to Bobcat Dealer Bill To mmCit mmof Denton/Brad HollandmmmmmmmmmmmmmmmmmBobcatmof DallasmmmLewisvillemm TXmmmmmmmmmmmmmCit mmof Denton/Brad Hollandmmmmmmmmmmmmmm Y , Y 1302 SOUTH I-35 E Denton, TX LEWISVILLE TX 75067 Denton, TX Phone: 469-586-0000 Fax: 972-221-3095 Contact: Ken Peterson Phone: 469 586 0000 Fax: 972 221 3095 Cellular: 214-676-2951 E Mail: rsonCc�bobcatofdallas.com Description T740 T4 Bobcat Compact Track Loader 74 HP Turbo Tier 4 Diesel Engine Air Intake Heater (Automatically Activated) Auxiliary Hydraulics: Variable Flow B ackup Alarm Bob-Tach Bobcat Interlock Control System (BICS) Controls: Bobcat Standard Controls with Power Assist Engine/Hydraulic Systems Shutdown Horn Instrumentation: Engine Temp and Fuel Gauges, Hourmeter, RPM and Warning Lights 36 Month Protection Plus (3000 Hours) A91 Option Package Cab Enclosure with Heat and AC High Flow Hydraulics Sound Reduction Hydraulic Bucket Positioning Power Bob-Tach Deluxe Instrument Panel Keyless Start Selectable Joystick Controls (SJC) Telematics US 80" GI Heavy Duty Bucket --- Bolt-On Cutting Fdge, 80" Total of Items Quoted Quote Total - US dollars Notes: QUOTED OFF THE BUYBOARD CONTRACT #515-16 PO'S ARE TO BE MADE OUT TO: Part No Qty Price Ea. Total M0277 1 $46,12510 $46,12510 Lift Arm Support Lift Path: Vertical Lights, Front & Rear Operator Cab Includes: Adjustable Suspension Seat, Top & Rear Windows, Seat Bar, Seat Belt Roll Over Protective Structure (ROPS) meets SAE-J1040 & ISO 3471 Falling Object Protective Structure (FOPS) meets SAE- J1043 & ISO 3449, Level I; (Level II is available through Bobcat Parts) Parking Brake: Spring Applied, Pressure Released (SAPR) Tracks: Rubber, 17.7" wide Machine Warranty: 12 Months, unlimited hours Bobcat Engine Warranty: Additional 12 Months or total of 2000 hours after initial 12 month warranty 9974371 1 $7,223.00 $7,223.00 M0277-PO1-A91 1 $7,07910 $7,07910 Attachment Control Kit Cab Accessories Package Two Speed Travel 3-Point Seat Belt M0277-RO1-004 1 $661.50 $661.50 M0277-R51-0O2 1 $0.00 $0.00 6726344 1 $1,166.60 $1,166.60 6718008 1 $17228 $17228 $62,427.58 $62,427.58 CLARK EQUIPMENT CO. DBA BOBCAT COMPANY PO BOX 6000 250 EAST BEATON WEST FARGO, ND 58078 All prices subject to change without prior notice or obligation. This price quote supersedes all preceding price quotes. Customer must exercise his purchase option within 30 days from quote date. CUSt0111er ACCeptallCe: Purchase Order: Authorized Signature: Print: Sign: Date: CITY OF DENTON FLEET SERVICES BRAD HOLLAND 804 TEXAS ST DENTON, TEXAS 76209-4330 Patrick Dunn 817.996.6348 DATE: February 25, 2018 QUOTE #:214628-01 One (1) New Caterpillar Inc Model: 299D2 XHP Compact Construction Equipment with all standard equipment in addition to the additional specifications listed below: SALE PRICE TOTAL PRICE Buy Board Contract 515-16 $79,944.88 $79,944.88 WARRANTY Standard Warranty: 24 Month/2000 Hour Total Machine Limited Warranty Page 1 DATE: February 25, 2018QUOTE #:Quote 214628-01 MACHINE SPECIFICATIONS Page 2 POWERTRAIN Cat C3.8 Turbo Aftercooled Diesel Engine - Gross Horsepower per SAE J1349 110 hp (82 kW) C� 2400 RPM - EPA Tier 4 Final and EU Stage IV Certified with Aftertreatment - Electric Fuel Priming Pump - Air Inlet Heater Starting Aid - Liquid Cooled, Direct Injection Air Cleaner, Dual Element, Radial Seal UNDERCARRIAGE Steel Imbed Rubber Track 15.7 in (400mm) Triple Flange Idler - front and rear HYDRAULICS HYDRAULICS, XHP - High Flow: 40 gpm (150 Ipm) max - High Flow Pressure: 4061 psi 28000 kPa max - Continuous Flow - Hydraulics, Proportional STARTERS, BATTERIES, & ALTERNATORS 1000 CCA Heavy Duty Battery w/Disconnect ELECTRICAL 12 Volt Electrical System 100 Ampere Alternator Ignition Key Start / Stop / Aux Switch Lights: - Gauge Backlighting - Two Rear Tail Lights OPERATOR ENVIRONMENT Operator Warning System Indicators: - Air Filter Restriction - Alternator Output - Armrest Raised / Operator Out of Seat - Engine Coolant Temperature - Engine Oil Pressure - Air Inlet Heater Activation - Hydraulic Filter Restriction - Hydraulic Oil Temperature STANDARD EQUIPMENT S-O-S Sampling Valve, Hydraulic Oil Filter, Cartridge Type, Hydraulic Filters, Cartridge Type, Fuel and Water Separator Radiator/Hydraulic Oil Cooler (side-by-side) Spring Applied, Hydraulically Released, Wet Multi Disc Parking Brakes Hydrostatic Transmission Suspension - Independent Torsion Axle(4) Two Speed Travel with Ride Control - Worktool Harness CONTROLS: Electro/Hydraulic Implement Control, RH Electro/Hydraulic Hydrostatic Transmission Control, LH - Two Rear Halogen Working Lights - Two Adjustable Front Halogen Lights - Dome Light Backup Alarm Electrical Outlet, Beacon - Hydrostatic Transmission Disables - Parking Brake Engages ROPS, Cab, Enclosed (C3), Tilt Up: - Air Conditioner incl Heater/Defroster - Side Windows - Cup Holder FOPS, Level I Top and Rear Windows Deluxe Headliner Page 3 - Park Brake Engages - Engine Emission System Gauges: DEF Level, Fuel Level, Hour Meter and Tachometer Storage compartment with netting Seat, Comfort, Air Suspension, Cloth, Heat - High Back heated seat with recline - Lumbar support - Fully adjustable Seat Mounted Controls Ergonomic Contoured Armrest Control Interlock System, when Operator Leaves Seat or Armrest Raised : - Hydraulic System Disables FRAMES Lift Linkage, Vertical Path Chassis, One Piece Welded Machine Tie Down Points (4) Belly Pan Cleanout OTHER STANDARD EQUIPMENT Engine Enclosure - Lockable Extended Life Antifreeze (-37C, -34F) Coupler, Mechanical Hydraulic Oil Level Sight Gauge Radiator Coolant Level Sight Gauge Radiator Expansion Bottle Cat Tough Guard Hose Heavy Duty Flat Faced Quick Disconnects with Integrated Pressure Release Split D-Ring to Route Work Tool Hoses Floormat Interior Rear View Mirror 12V Electric Socket Horn Hand (Dial) & Foot Throttle, Electroi Dual Direction Electronic Self Level - (Raise and lower) Work Tool Return to Dig Work Tool Positioner Electronic Snubbing (Lift) Advanced LCD Display - Full color 5 inch LCD screen - Advanced Anti-theft Security System with 50 user code capability - Rear View Camera Support, Lift Arm Cast Rear Bumper Ventilated Rear poor with Integrated Sealing Along Side of Left Lift Arm Variable Speed Hydraulic Cooling Fan Per SAE J818-2007 and EN 474-3:2006 and ISO 14397-1:2007 Rated Operating Capacity : At 50% Tipping Load - 4725 Ib (2143 kg) At 35% Tipping Load - 3308 Ib (1500 kg) Page 4 . . / // � ,,,,,,/„ 1 /� ' ' � � . r �i ,, ? ' � ,� IJATE : T�: SU�JECT: January 1l, 2018 Terry Kader Kent Conlcle Vehicle Replacement Fleet Services 804 Texas Street, Denton, TX 76209 •(940) 349-7400 1 �'. � M; I Currently the W ater Distribution depariment is using a slcid steer machine that is smaller than what is needed for our construction crews. This unit (WD1137) compared to the unit that we are requesting will have the following advantages. �s� WD1137 has a�VW 84001bs where the Kubota we are requesting has a�VW of 11,0001bs. �s� Increase in horse power (96.4 vs 76) �s� Higher hydraulic power (241 gal/min vs 21.9 gal/min) which translates direcily into more lif�ing capability to move more materials than we currently use. �s� Better perfor�nance of hydraulic tools and implements currently owned. �s� Potential of increase productivity by 9 hours per week and 12 days per year. �s� Tracics are being requested due to being more versatile than tires ➢ With tracics the force to ground ratio is 20% better than tires. ➢ Tracics have 42% better traction on all surfaces. ➢ With the better traction it has been proven to increase the life of the machine ➢ Cost of replacement of tires verses tracics is $1,0331ess to replace tracics. The Kubota seems to be the best suited machine for our intended purpose on construction crews in the water distribution division. This coupled with the fact that any implements that we currently have will interface with the Kubota and will run better with the increased hydraulic flow that the Kubota supplies. The implements that we use do not interface with John Deere. Another item is since other departments are going to Kubota as well this will allow staff to have other resources with the same machines. OUR CORE VALUES Integrity • Fiscal Responsibility • Transparency • Outstanding Customer Service ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, A TEXAS HOM�-RULE MUNICIPAL CORPORATION, AUTHORIZING TI-IE CITY MANAGER, OR HIS DESIGNEE, TO EXECUTE A CONTRACT "I�IIROUGH THE BUY BOARD COOPERATIVE PURCHASING NETWORK CONTRACT# 515-16 TOR TII� ACQUISITION OF ONE (1) REPLACEM�NT KUBOTn MODEL SVL95-2SHFC COMPACT TRACK LOADER FOR $63,497.59 FOR THE WA"rER DISTRIBUTION DEPARTM�NT; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EI'FECTIVE DATE (FILE 6764 - AWARDED TO ZIMMERER KUBOTA & EQUIPMENT, INC., IN THE AMOUNT OF $63,497.59). WHEREAS, pursuant to Ordinance 2005-034, the Buy Board Cooperative Purchasing Network has solicited, received, and tabulated competitive bids for the purchase of necessary materials, equipment, supplies, oi� ser•vices in accordance with the procedures of state law on behalf of the City of Denton; and WHEREAS, the City Manager, or a designated employee, has reviewed and recommended that the herein described materials, equipment, supplies, or services can be purchased by the City through the Buy Board Coopei•ative Purchasing Network programs at less cost than the City would expend if bidding these items individually; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the �naterials, equipinent, supplies, or services approved and accepted herein; and NOW, THEREFORE, THE COUNCIL OF TI�E CITY OF DENTON HEREBY ORDAINS: SECTION l. The recitations contained in the preamble of this ordinance are trLie and correct and are incorporated herein by reference. SECTION 2. The iCems shown in the "File Numbei" referenced herein and on file in office of the Purchasing Agent, are accepted and approved as being the lowest responsible bids for such items: FILE NUMBER VENDOR AMOUNT 6764 Ziminerer Kubota & Equipment, Inc. $63,497.59 S�CTION 3. By the acceptance and approval of the items set forth in the referenced �'ile tlumber, the City accepts the offer of the persons submitting the bids to the Buy Board Cooperative Purchasing Network for such iteins and agrees to purchase the materials, equipment, supplies, or services in accotdance with the terms, conditions, specifications, standards, quantities and for the specified sums contained in the bid documents and related documents filed with the Buy Board Cooperative Purchasing Network and the purchase orders issued by the City. SECTION 4. Should the City and persons submitting approved and accepted items set forth ii1 the referenced �le number wisl� to enter into a formal written agreement as a result of the City's ratification of bids awarded by the Buy Board Cooperative Purchasing Network, the City Manager or his designated representative is hereby authorized to execute the written contract which shall be attached hereto; provided that the written contract is in aceordance with the terins, conditions, specifications and standards contained in the Proposal submitted to the Buy Board Cooperative Purchasing Network, and related documents herein approved and accepted. SECTION 5. The City Council of the City of Denton, Texas hereby expressly delegates the authot-ity to take any actions that may be required or permitted to be perforrned by the City of Denton under File 6764 to the City Manager of the Ci�y of Denton, Texas, or his designee. SECTION 6. By the acceptance and approval of the items set forth in the referenced file number, the City Council hereby authorizes the expenditure of funds therefor in the amount and in accordance with the approval purchase orders or pursuant to a written contract made pursuant thereto as authorized herein SECTION 7. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY � APPROVED AS "TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-492, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Maintenance and Repairs of TXDOT Street Lights with Standard Utility Construction, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6640 awarded to Standard Utility Construction, Inc. in the tY�ree (3) year not-to-exceed amount of $300,000). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Maintenance and Repairs of TXDOT Street Lights with Standard Utility Construction, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6640 awarded to Standard Utility Construction, Inc. in the three (3) year not-to-exceed amount of $300,000). The Public Utilities Board recommends approval (6-0). RFP INFORMATION The City of Denton, Texas is responsible for maintaining the existing continuous street lighting along all TXDOT streets, overpasses, bridges, and thoroughfares within the City limits of Denton. The total number of lights to be maintained is approximately 300. TXDOT has installed new luminaires and circuits from I- 35 & Hwy 380 down to I-35 and Post Oak Continuous lighting was installed versus safety lighting which has more than tripled the amount of luminaires on I-35. The City of Denton (DME) has agreed to maintain all new and existing luminaires. Due to the high volume of traffic, and the amount of luminaires on I-35, DME does not have the staff or the proper equipment to work on I-35 safely. Crews working on or along the I-35 corridor are required by TXDOT to provide a relatively high level of traffic control in accordance with the Texas Manual on Uniform Traffic Control Devices (TMUTCD). DME is be responsible for administration of the TXDOT street light contract and for maintaining a sufficient inventory of materials in order to successfully execute the tasks covered in this contract. The inventory includes street light poles, underground cable, overhead conductor (wire), lamp fixtures, photocells, lighting contactors, connection cabinets, luminaires (per TXDOT specification), breakaway pole bases or any other materials needed for street lights. Request for Proposals (RFP) were sent to 179 prospective contractors to provide these services. In addition, specifications were placed on the Materials Management website for prospective respondents to download, and advertised in the local newspaper. Due to the nature of these specialized services, only one (1) response was received. The proposal was evaluated based upon published criteria including price, project schedule, compliance with specifications, and indicators of probable performance. A Best and Final Offer (BAFO) was conducted to reduce quantities of hours for each type of service and to modify the level of service from a two man crew, to a single person for line item one. PRIOR ACTION/REVIEW (COUNCIL, BOARDS, COMMISSIONS) On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. PRINCIPAL PLACE OF BUSINESS Standard Utility Construction, Inc. Fort Worth, TX RECOMMENDATION Award a contract to Standard Utility Construction, Inc. for the maintenance and repairs of TXDOT Street Lights along the IH35 corridor within the City of Denton Limits, for the three (3) year not-to-exceed amount of $300,000. 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 services covered in this contract will be funded from Denton Municipal Electric Utilities operating account 600200.7899.5850. The budget for these services for fiscal year 2017-18 is $100,000. 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 Public Infrastructure 4.1 Enhance public safety Exhibit 1: Agenda Information Sheet Exhibit 2: Evaluation Exhibit 3: Contract Exhibit 4: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Brad Watts 940-349-7500. � F � O O F" � U � R y v W C F �" 0 5 C U � °' � � � � � � W O x � H � a �a a ^C � � z � � H � w � I-y .7 �' � O "� O F v � � F d � � � O � � ' � � W ,'� w° � � � � � � � � a+ T � ti � � � � U � � '� � Q � CL P� Pa � o C4 � � a o � � a �� QI Q � O H � w �" Q d w y m 5z `� a � H O O O O a � O N � � N O O O � O O O 00 �--i O 7 7 O O O o�o M 7 0�0 7 � O � O � o � � ,� o � � � w c� � m c� c� c� � � � � � � � � � v, o a a m o 0 0 o� m oo a � o 0 0 0 r� o0 oi � o 0 0 0 � N m N m a N N vi � � � � � � � � � 0110 �I7 N v3 69 69 69 19 � o w a � � w N v' '�' m � � � � � I I O I� I� I O I� I� I� I� I� I I�I�I�Im a I o a I� � I� � I� � I o �3 �3 �3 �3 �3 �3 �3 �3 �3 �3 O 01 M o0 7 h O O O O 0o M o0 01 � O O O O �--i � N M N M 7 N N V�i � � � � � � � � � � � � � � . � � � �'� O . ''� � ,x' Pr Pr � � W � � �t7 a�i � 'O 'O '� C�i °� � C�i a� � .�. x o .� .� � � � � � � o � o" o" � a� � c� a� 3 � � � C�i C�i � � v, U � � v, U p ,L' N N � O �'� � O '� '� T.' N s�. s�. � ,L' F� � �'�-� 0 Q T T o '� N� '� '� c� � w ,� � o 0 � � � � � � � � � � y � � � � � � � � � � � � � � � � . .� � .� � � o �o �o � � W � � � W � � ° a a m.x �, m x �, � � � � � � � o � � � o .� � U iC iC �' � � ^� � �. � �❑ ^� � � U x � U a 7� '` @ N � �C � S � O O 0 N 01 X. ^1,'O C N 01 ,^1y' U.� 'G� o. o. � a � � d .`" '� a � � � `�" � a�i � ��, ��" °q� �'� „N cc z 'O' w � �"'� c � ,�, � 3 3 3 z � z �� W d a�i �� W d a�i �� °: °: °: � � � � W � �i � � � Rj � U U U w° � w° � �a a �a ,". �a � �a .,". o 0 0 � � � a � � � � � a � � � � o 0 0 O� O� O�o O W O o U�o O W�J o O O O -/y � -/y � -/y -/y � -/y � -/y � � � J J J P+. P+. '� P'' tC '� tC . �,,� �,,� �,,� � .�y .�y N tWC tWC tWC C C � N U� � �� U N W W N CG N P-i N s°', M CG �" P-i M s°', F F F � � � � � � � � � � � a � a �� ¢ � N � M �� , �� , � o 0 0 0 o co 0 01 �O O oo N O 01 M 7 N O 01 7 7 O N O 01 N 01 h O^ O N N � O 0 O� O O O O O M O O O O O 69 69 69 69 19 19 � O � � � � � � c� v� m � olwlolo 0 ,� c� m a � �� w' ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, A TEXAS HOME-RULE MUNICIl'AL CORPORATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A CONTRACT FOR MAINTENANCE AND REPAIIZS OF TXDOT STREET LIGHTS WITH STANDARD UTII,ITY CONSTRUCTION, INC.; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFORE; AND PROVIDING AN EFFECTNE DATE (RFP 6640 AWARDED TO STANDARD UTILITY CONSTRUCTION, INC. IN THE NOT-TO-EXCEED AMOUNT OF $300,000). WHEREAS, the City has solicited, received and evaluated competitive sealed proposals for Maintenance and Repairs of TXDOT Street Lights for the City of Denton in accordance with the procedures of State law and City ordinances; and WHEREAS, the City Manager or a designated employee has received and reviewed and recommended that the herein described proposals are the most advantageous to the City considering the relative importance of price and the other evaluation factors included in the request for proposals; and WHEREAS, the City Council has provided in the City Budget for the appropriation of funds to be used for the purchase of the materials, equipment, supplies or services approved and accepted herein; NOW, THEREFORE, THE COUNCII, OF THE CITY OF DENTON HEREBY ORDAINS: SECTION l. 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 6640 Standard Utility Construction, Inc. $300,000(the"Proposal") 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. ..... ......... ......... . ..... .. _ _. _.� ,.... .� � �. �„��, ��,.�,�� waw�� a� authc�rized ta exe;cute thc� writteYx cc�ntr��ct; pravided that the written et7ntract is in accorda��ce witl� the t�e.�ns, c�cyizciitic�ns, speci�cati�ns, s�ta�n�ards, c�uantities and s�a�citied sun�s cont�ain�d in th�; I'rc>pc>s��l and rel�ted documents herei�x ap�rc�v�d anc� accepted. 'I'his wi11 be an initial c�ne (1} year cantr�cl with aptic>ns t« c;x:tend the cc�t�tract far tw« (2) aclditio��al ane (1) ycar �c.ric�ds witl� all tcz�ms a��d conditic�z7s retnai��in�; tl�e sa�ne. S�;C'I'IC)N �, ,I�hc C�ity C'c��.rixcil c�f fhe C'ity af I�entc�n, '['exas he;�•ctay �xpressly cieleg�tes tl�e ati,�thc�rit�y t�� ta1�e ��7y �cticrns t�h�t tnay �e �r�.c�uirer� ��r p�;rr��itt�cd to b� perf�nrr�d by t�hc� Ciiy r�f'I7ente�n unci�r E2.I{I' 6�24 ta the City M��nager oftlle City of'T�ent«n, Texas, c�r his c�esig�aee. ��:C'I'ION 5. £3y the acce�atance and a��proval c7fthe above ez�un7erated }�roposals, the C�ity Cc�ttncil l��;rcby auth<>rizes th� expenciiture c�f'fiiz�c�s th�refor in the ataxaunt anc� in accc�rdancc with the apprc�ved bicis, S��'C"I"IC)C�I �. "I"his c�rdix��nce shall bccc�mc effeGtive imna€;diately ��aon its passage and ap�ro val , I'i1SSZ;I7 ANI� AI'}'�2(7VE;I7 lhis the c��y of" , 2018. C'I��.IS WAT`I'S, MI�Y()1�Z f1"I'7 I;S"i�: Jk?NNII��;f2 Vl%AI,'I'�RS, CI7"Y ��:;('I2r;"I'AI�'Y � f`,1'I'[�.C7`JT;I:) �1S "I"fJ I,FG�L lA'(�F�M: Af1RC)N LF,�1.I.,, C,I I`Y AT"I"C7I�.NF�,Y I3Y: �" DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet RFP 6640 File Name Street Light Maintenance Purchasing Contact Rebecca Hunter City Counci) Target Date APril Contract Value 300,000.00 Piggy Back Option Yes Contract Expiration Ordinance DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND STANDARD UTII,ITY CONSTRUCTION INC. (RFP #6640) THIS CONTRACT is made and entered into this date , by and between Standard Utility Construction Inc., a Corporation, whose address is 2630 West Freewav Ste 200, Fort Worth, TX 76102, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a Texas Municipal Corporation and Home-Rule City, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and the 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 Contractor shall provide construction services in accordance with the City's RFP #6640 Su�lv of Street Li�ht Maintenance Services, a copy of which is on file at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit B". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) (b) Special Terms and Conditions (Exhibit "A"); City of Denton Request for Proposal #6640 (Exhibit "B" on file at Office of Purchasing Agent) General Provisions-Standard Terms and Conditions (Exhibit "C"); Payment and Performance Bond Requirements (Exhibit "D"); Insurance Requirements (Exhibit "E"); Certificate of Interested Parties Electronic Filing (Exhibit "F"); Contractor's Proposal (Exhibit "G"); House Bill 89 Verification (Exhibit "H") Senate Bi11252 Certification (Exhibit "I") Form CIQ — Conflict of Interest Questionnaire (Exhibit "J") 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 this written Contract, and then to the Contract documents in the sequential order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 IN WITNESS WHEREOF, the parties of these presents have executed this Contract in the year and day first above written. CONTRACTOR ^w^^^d�rc�i5i�7net1 by: BY: '.%�� '��, AUTH Ri��3F��i�VATURE 3/21/2018 Date: Greg Pinkerton Name: Vice President Operations Title: 817-738-8400 PHONE NUMBER gregpinkerton@Standard-utility.com EMAIL ADDRESS 2018-322174 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS A Texas Municipal Corporation : ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY : TODD HILEMAN CITY MANAGER DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 EXHIBIT A SPECIAL TERMS AND CONDITIONS Total Contract Amount The Contract total for services shall not exceed $300,000. Pricing shall be per Exhibit G attached. Contract Term It is the intention of the City of Denton to award a contract for a one (1) year period. The City and the Awarded Contractor shall have the option to renew this contract for an additional two (2) one- year periods. Materials and services undertaken pursuant to this solicitation will be required to commence within fourteen (14) days of delivery of a Notice to Proceed. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the section titled "price adjustments", or the section(s) titled "termination" in Exhibit 2. 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. Scope Modification Section A, Item#1 The Denton Municipal Electric has chosen to decline Section A, Item #1 for a two man Crew for 40 annual hours at $211.00 an hour for an annual cost of $8,440. Alternative Option: Denton Municipal Electric has chosen to accept the alternative option of a 1 man crew for Night Patrols at a standard hourly rate, with an estimated annual quantity of 80 hours, at $118.00 an hour, for annual cost of $9,440. Section A, Item#8 Denton Electric asked for 60 hrs at $x rate for $X total for the purpose of Traffic Control Crew during "Normal Business hours". Vendor Changes: Vendor has priced 60 hrs @$270 an hours, for a total of $16,200; for the purpose of Traffic Control Crew during "Normal business hours". The charge for traffic control is an 8 hour minimum. Section A, Item#9 Denton Electric asked for 20 hrs at $x rate for $X total for the purpose of Traffic Control Crew during overtime hours. Vendor Changes: Vendor has priced 20 hrs @$270 an hours, for a total of $5,400 for the purpose of Traffic Control Crew during "Overtime Hours". The charge for traffic control is an 8 hour minimum. Section A, Item#10 Denton Electric asked for 20 hrs at $x rate for $X total for the purpose of Traffic Control Crew during "Overtime Hours". DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Vendor Changes: Vendor has priced 20 hrs @$540 an hours, for a total of $10,800 for the purpose of Traffic Control Crew during "Emergency Call Outs". The charge for traffic control during "Emergency Call Out" is a 4 hour minimum. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 EXHIBIT C GENERAL PROVISIONS- TERMS AND CONDITIONS FOR FACILITY CONSTRUCTION SERVICES Invoices, Payments, and Releases L INVOICES AND PAYMENT PROCESSING: Pavment processin�: The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipt of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty (30) days after receipt of valid invoices for which items or services have been received unless unusual circumstances arise. The thirty (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 date is later. Direct deposit for pavments: Prime Contractors are encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: www.d�n�c�il�urcllasin�.cc��. Invoices: Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McKinney St, Denton, TX, 76201-4299 with a copy to the attention of Brad Watts, City of Denton Electric Department, 1701 C Spencer Road, Denton, TX 76209. The copy may also be emailed to Mr. Watts at brad.watts@cityofdenton.com. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. Invoices for partial payments on construction projects should normally be presented for payment within the first five (5) days of the month, and submitted on the Pay Application Form. 2. TAX EXEMPTION: The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Prime Contractor performing work under this Contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. 3. PAYMENTS TO CONTRACTORS: A. Upon presentation of valid invoices, which should be within the first week of each month, the Owner shall make partial payments to the Prime Contractor for construction accomplished during the preceding calendar month on the basis of completed construction certified to by the Prime Contractor and approved by the Owner and Architect/Engineer solely for the purposes of payment. Provided, however, that such approval shall not be deemed approval of the workmanship or materials. Only ninety-five percent (95%) of each payment request approved during the construction of the proj ect shall be paid by the Owner to the Prime Contractor prior to completion of the Proj ect. Upon the approval by the Owner DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 of the Prime Contractor's "Final Invoice for Payment" showing the total cost of the construction performed, the Owner shall make payment to the Prime Contractor of all amounts to which the Prime Contractor shall be entitled there under which shall not have been paid: Provided, however, that such final payment shall be made not later than ninety (90) days after the date of completion of construction of the Project, as specified in the Final Invoice for Payment, unless withheld because of the fault of the Prime Contractor. B. The Prime Contractor shall be paid on the basis of the percentage of the work actually completed for each construction item. The total amount paid for periodic billings shall not exceed the maximum Contract price for the construction of the project as set forth in the Contract, unless such excess shall have been approved in writing by the Purchasing Agent as part of a change order. C. No payment shall be due while the Prime Contractor is in default in respect of any of the provisions of this Contract, and the Owner may withhold from the Prime Contractor the amount of any claim by any third party against either the Prime Contractor or the Owner based upon an alleged failure of the Prime Contractor to perform the work hereunder in accordance with the provisions of this Contract. This includes, without limitation, the alleged failure of the Prime Contractor to make payments to subcontractors. 4. RELEASE OF LIENS AND CERTIFICATE OF CONTRACTOR: Upon award of the Contract, the Prime Contractor shall inform the Owner of the subcontractors and material sources that will be used. Upon the completion by the Prime Contractor of the construction of the Project, but prior to final payment to the Prime Contractor, the Prime Contractor shall deliver to the Owner releases of all liens, and of rights to claim any lien, from all manufacturers, material men, and subcontractors furnishing services or materials for the Project, to the effect that all materials or services used on or for the Project have been paid for and indicating that the Owner is fully released from all such claims. 5. PAYMENTS TO MATERIALMEN AND SUBCONTRACTORS: The Prime Contractor shall pay each materialman, and each subcontractor, if any, not later than five (5) days after receipt of any payment from the Owner, the amount thereof allowed the Contractor for and on account of materials furnished or construction performed by each materialman or each subcontractor. 6. REMEDIES: A. Completion of Prime Contractor's Default If default shall be made by the Prime Contractor or by any subcontractor in the performance of any of the terms of this proposal, the Owner, without in any manner limiting its legal and equitable remedies in the circumstances, may serve upon the Prime Contractor and the Surety or Sureties upon the Prime Contractor's bond or bonds a written notice requiring the Prime Contractor to cause such default to be corrected forthwith. Unless within twenty (20) days after the service of such notice upon the Prime Contractor such default shall be corrected or arrangements for the correction thereof satisfactory to the Owner and/or Architect/Engineer shall be made by the Prime Contractor or its Surety or Sureties, the Owner may take over the construction of the Project and prosecute the same to completion by Contract or otherwise for the account and at the expense of the Prime Contractor, and DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 the Prime Contractor and its Surety or Sureties shall be liable to the Owner for any cost or expense in excess of the Contract price occasioned thereby. In such event the Owner may take possession of and utilize, in completing the construction of the proj ect, any materials, tools, supplies, equipment, appliances, and plant belonging to the Prime Contractor or any of its subcontractors, which may be situated at the site of the Project. The Owner in such contingency may exercise any rights, claims or demands which the Prime Contractor may have against third persons in connection with this Contract and for such purpose the Prime Contractor does hereby assign, transfer and set over unto the Owner all such rights claims and demands. B. Liquidated Damages The time of the completion of construction of the project is of the essence of the contract. Should the Contractor neglect, refuse or fail to complete the construction within the time herein agreed upon, after giving effect to extensions of time, if any, herein provided, then, in that event and in view of the difficulty of estimating with exactness damages caused by such delay, the City shall have the right to deduct from and retain out of such money which may be then due or which may become due and payable to the Contractor the sum of FNE HLTNDRED DOLLARS $500.00 per day for each and every day, including weekends, that such construction is delayed on its completion beyond the specified time, as liquidated damages and not as a penalty; if the amount due and to become due from the City to the Contractor is insufficient to pay in full any such liquidated damages, the Contractor shall pay to the City the amount necessary to effect such payment in full: Provided, however, that the City shall promptly notify the Contractor in writing of the manner in which the amount retained, deducted or claimed as liquidated damages was computed. C. Cumulative Remedies Every right or remedy herein conferred upon or reserved to the Owner shall be cumulative, shall be in addition to every right and remedy now or hereafter existing at law or in equity or by statute, and the pursuit of any right or remedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall be the exclusive measure of damages for failure by the Prime Contractor to complete the construction of the Project within the time herein agreed upon. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 CITY OF DENTON GENERAL CONDITIONS FOR CONSTRUCTION ARTICLE 1 GENERAL PROVISIONS GENERAL DEFINITIONS 11 The following deiinitions apply throughout these General Conditions and to the other Contract Documents: a) THE CONTRACT DOCUMENTS The Contract Documents consist of the formal Building Construction Services Agreement between the Owner and the Prime Contractor, these General Conditions and other supplementary conditions included by special provisions or addenda, drawings, specifications, addenda issued prior to execution of the Contract, other documents listed in the Contract, and Amendments issued after execution of the Contract. For purposes of these General Conditions, an Amendment is: (1) a written Supplemental Agreement to the Contract signed by authorized representatives of both parties; (2) a Change Order, including Change Orders signed only by the Owner as described in Subparagraph 7.1(b) and Subparagraph 7.1(e); or (3) a written order for a minor change in the Work issued by the Architect/Engineer as described in Paragraph 7.3. The Contract Documents also include bid documents such as the Owner's Instructions to Bidders, sample forms, the Prime Contractor's Bid Proposal and portions of addenda relating to any of these documents, and any other documents, exhibits or attachments specifically enumerated in the Building Construction Services Agreement, but specifically exclude geotechnical and subsurface reports that the Owner may have provided to the Prime Contractor. b) THE CONTRACT The Contract Documents, as defined in Paragraph 1.1, are expressly incorporated into and made a part of the formal Building Construction Services Agreement between the Owner and the Prime Contractor by reference in this Paragraph and Paragraph 11 (which documents are sometimes also referred to collectively in these General Conditions as the "Contract"). The Contract Documents represent the entire and integrated agreement between the Owner and the Prime Contractor and supersede all prior negotiations, representations or agreements, either written or oral. The terms and conditions of the Contract Documents may be changed only by an Amendment. The Contract Documents shall not be construed to create a contractual relationship of any kind: (1) between the Architect/Engineer and Prime Contractor; DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (2) between the Owner and a Subcontractor or -subcontractor; or (3) between any persons or entities other than the Owner and Prime Contractor. The Architect/Engineer shall, however, be entitled to performance and enforcement of obligations under the Contract Documents intended to facilitate performance of the Architect/Engineer's duties. c) THE WORK The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all labor, materials, equipment, and services provided or to be provided by the Prime Contractor, or any Subcontractors, Sub-subcontractors, material suppliers, or any other entity for whom the Prime Contractor is responsible, to fulfill the Prime Contractor's obligations. The Work may constitute the whole or a part of the Project. d) THE PROJECT The Project is the total construction more particularly described in the Building Construction Services Agreement, of which the Work performed under the Contract Documents may be the whole or a part of the Project and which may include construction by the Owner or by separate contractors. All references in these General Conditions to or concerning the Work or the site of the Work will use the term "Project," notwithstanding that the Work may only be a part of the Project. e) THE DRAWINGS The Drawings (also known as the "Plans") are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules, and diagrams. f� THE SPECIFICATIONS The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, construction systems, standards, and workmanship for the Work, performance of related services, and other technical requirements. g) THE PROJECT MANUAL The Project Manual is the volume or volumes which contain the bidding requirements, sample forms, General Conditions for Building Construction, special provisions, and Specifications. The Project Manual may be modified by written addendums issued by the Owner during bidding, in which case the written addendums become a part of the Project Manual upon their issuance, unless otherwise indicated by the Owner in writing. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 h) ALTERNATE An Alternate is a variation in the Work on which the Owner requires a price separate from the City Building General Conditions Base Bid. If an Alternate is accepted by the Owner, the variation will become a part of the Contract through the execution of a change order or amendment to the Contract and the Base Bid will be adjusted to include the amount quoted. If an alternate is accepted by the Owner, and later deleted prior to any Work under the alternate being performed or materials delivered to the Project site, the Owner will be entitled to a credit in the full value of the alternate as priced in the Prime Contractor's Bid. i) BASE BID The Base Bid is the price quoted for the Work before Alternates are considered. j) HAZARDOUS SUBSTANCE The term Hazardous Substance is defined to include the following: (1) any asbestos or any material which contains any hydrated mineral silicate, including chrysolite, amosite, crocidolite, tremolite, anthophylite or actinolite, whether friable or non-friable; (2) any polychlorinated biphenyls ("PCBs"), or PCB-containing materials, or fluids; (3 ) radon; (4) any other hazardous, radioactive, toxic or noxious substance, material, pollutant, or solid, liquid or gaseous waste; (5) any pollutant or contaminant (including but not limited to petroleum, petroleum hydrocarbons, petroleum products, crude oil or any fractions thereof, any oil or gas exploration or production waste, any natural gas, synthetic gas or any mixture thereof, lead, or other toxic metals) which in its condition, concentration or area of release could have a significant effect on human health, the environment, or natural resources; (6) any substance that, whether by its nature or its use, is subject to regulation or requires environmental investigation, monitoring, or remediation under any federal, state, or local environmental laws, rules, or regulations; (7) any underground storage tanks, as defined in 42 U.S.C. Section 6991(1)(A)(I) (including those defined by Section 9001(1) of the 1984 Hazardous and Solid Waste Amendments to the Resource Conservation and Recovery Act, 42 U.S.C. Section 6901 et seq.; the Texas Water Code Annotated Section 26.344; and Title 30 of the Texas Administrative Code Sections 3343 and 334.4), whether empty, filled or partially filled with any substance; and DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (8) any other hazardous material, hazardous waste, hazardous substance, solid waste, and toxic substance as those or similar terms are defined under any federal, state, or local environmental laws, rules, or regulations. k) OTHER DEFINITIONS As used in the Contract Documents, the following additional terms have the following meanings: (1) "provide" means to furnish, install, fabricate, deliver and erect, including all services, materials, appurtenances and other expenses to complete in place, ready for operation or use; (2) "shall" means the action of the party to which reference is being made is mandatory; (3) "as required" means as prescribed in the Contract Documents; and (4) "as necessary" means all action essential or needed to complete the work in accordance with the Contract Documents and applicable laws, ordinances, construction codes, and regulations. 1.2 EXECUTION, CORRELATION AND INTENT (a) The Building Construction Services Agreement shall be signed by duly authorized representatives of the Owner and Prime Contractor as provided in the Agreement. (b) Execution of the Building Construction Services Agreement by the Prime Contractor is a representation that the Prime Contractor has visited the site, has become familiar with local conditions, including but not limited to subsurface conditions, under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents. (c) The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Prime Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Prime Contractor shall be required only to the extent consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the intended results. (d) Organization of the Specifications into divisions, sections, and articles, and arrangement of Drawings shall not control the Prime Contractor in dividing the Work among Subcontractor(s) or in establishing the extent of Work to be performed by any trade. (e) Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (f) The Drawings and Specifications are intended to agree with one another, and Work called for by Drawings and not mentioned in Specifications, or vice versa, shall be furnished as if set forth by both. Specifications shall govern materials, methods and quality of work In the event of a conflict on the Drawings between scale and dimension, figured dimensions shall govern over scale dimensions and large scale drawings shall govern over small scale drawings. Conflict between two or more dimensions applying to a common point shall be referred to the Architect/Engineer/Engineer for final adjustment. If discrepancies or conflicts occur within or between the Drawings and Specifications regarding the Work, or within or between other Contract Documents, the Prime Contractor shall not perform such Work without having obtained a clarification from the Architect/Engineer and resolution by the Owner. The Owner's decision as to the appropriate resolution of a conflict or discrepancy shall be final. Should the Drawings or the Specifications disagree within themselves or with each other; the Base Bid will be based on the most expensive combination of quality and quantity of Work indicated. (g) Deviations from Contract Documents shall be made only after written approval is obtained from Architect/Engineer and Owner, as provided in Article 7. (h) The intention of the Contract Documents is to include all materials, labor, tools, equipment, utilities, appliances, accessories, services, transportation, and supervision required to completely perform the fabrication, erection and execution of the Work in its final position. (i) The most recently issued Drawing or Specification takes precedence over previous issues of the same Drawing or Specification. In the event of a conflict, the order of precedence of interpretation of the Contract Documents is as follows: (1) Amendments (see Paragraph 72 for order of precedence between Amendments); (2) the Building Construction Services Agreement; (3) addenda, with those addenda of later date having precedence over those of an earlier date; (4) the Supplementary General Conditions and Special Provisions, if any; (5) the General Conditions for Building Construction; (6) Othe Specifications and Drawings. 1.30WNERSHIP AND USE OF ARCHITECT/ENGINEER'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS All Drawings, Specifications, and copies thereof furnished by the Architect/Engineer are and shall remain the property of the Owner and are, with the exception of the Contract set for each party, to be returned to the Owner upon request at the completion of the Work. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 1.4 CAPITALIZATION Terms capitalized in these General Conditions include those which are: (1) specifically defined in these General Conditions (except the terms defined in Subparagraph l.l(j), which terms are of common grammatical usage and are not normally capitalized); (2) the titles of numbered articles and identified references to Paragraphs, Subparagraphs, and Clauses; (3) the titles of other documents published or used by the Owner as manuals or official policy statements; or (4) proper nouns or other words required under standard grammatical rules to be capitalized. ARTICLE 2 - THE OWNER 21 DEFINITION OF OWNER The Owner is the City of Denton, a Texas municipal corporation, and is identified as such in the Building Construction Services Agreement, and is referred to throughout the Contract Documents as if singular in number. The term "Owner" means the Owner or the Owner's authorized representatives. 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER (a) The Owner shall furnish the most recent survey describing the physical characteristics, legal limits, utility locations, and a permanent benchmark for the site of the Project. The Owner shall also furnish any environmental site assessments that may have been given to the Owner or conducted for the property upon which the Project is to be constructed. THIS INFORMATION IS FURNISHED TO THE PRIME CONTRACTOR ONLY IN ORDER TO MAKE DISCLOSURE OF THIS MATERIAL AND FOR NO OTHER PURPOSE. BY FURNISHING THIS MATERIAL, THE OWNER DOES NOT REPRESENT, WARRANT, OR GUARANTEE ITS ACCURACY EITHER IN WHOLE, IN PART, IMPLICITLY OR EXPLICITLY, OR IN ANY OTHER WAY, AND THE OWNER SHALL HAVE NO LIABILITY FOR THIS MATERIAL. (b) Except for permits and fees which are provided for in Subparagraph 3.7(a), the Owner shall secure and pay for necessary approvals, easements, assessments, and charges required for construction, use, or occupancy of permanent structures or for permanent changes in existing facilities. (c) Information or services under the Owner's control shall be furnished by the Owner with reasonable promptness to avoid delay in the orderly progress of the Work It is incumbent upon the Prime Contractor to identify, establish, and maintain a current schedule of latest dates for submittal and approval, as required in Paragraph 3.10, including when such information or services must be delivered. If Owner delivers the information or services to the Prime Contractor as scheduled and Prime Contractor is not prepared to accept or act on DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 such information or services, then Prime Contractor shall reimburse Owner for all extra costs incurred of holding, storage, or retention, including redeliveries by the Owner to comply with the current schedule. (d) Unless otherwise provided in the Contract Documents, the Prime Contractor will be furnished electronic copies of the Drawings and Specifications for bid purposes and one hard copy approved by Building Inspections upon execution of the Contract. Prime Contractor may obtain additional copies by paying the cost of additional printing or reproduction. (e) The obligations described above are in addition to other duties and responsibilities of the Owner enumerated in the Contract Documents and especially those in respect to Article 6 (Construction by Owner or by Separate Contractors), Article 9(Payments and Completion), and Article 11 (Insurance and Bonds). (f) The Owner shall forward all instructions to the Prime Contractor through the Architect/Engineer, except for the Owner's Notice to Proceed and the Owner's decision to carry out Work as described in Paragraph 2.4. (g) The Owner's employees, agents, and consultants may be present at the Project site during performance of the Work to assist the Architect/Engineer in the performance of the Architect/Engineer's duties and to verify the Prime Contractor's record of the number of workmen employed on the Work, their occupational classification, the time each is engaged in the Work, the equipment used in the performance of the Work, and for purpose of verification of Prime Contractor's Applications for Payment. 2.3 OWNER'S RIGHT TO STOP THE WORK If the Prime Contractor fails to correct any portion of the Work which is not in accordance with the requirements of the Contract Documents as required by Paragraph 12.2 or refuses or fails to carry out all or any part of the Work in accordance with the Contract Documents, the Owner, by written order, may order the Prime Contractor to stop the Work, or any portion of the Work, until the cause for the order has been eliminated. The right of the Owner however, to stop the Work shall not create or imply a duty on the part of the Owner to exercise this right for the benefit of the Prime Contractor or any other person or entity. The rights of the Owner under this Paragraph 2.3 shall be in addition to, and not in restriction of, the Owner's rights under Paragraph 12.2. 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK If the Prime Contractor fails or refuses to carry out the Work or perform any of the terms, covenants, or obligations of the Contract Documents, and fails or refuses to correct any failure or refusal with diligence and promptness within fourteen (14) days after receipt of written notice from the Owner, the Owner may correct the Prime Contractor's failure or refusal or cause such failure or refusal to be corrected, without affecting, superseding, or waiving any other contractual, legal, or equitable remedies the Owner has, including but not limited to the Owner's termination rights under Article 13. In that case, an appropriate Change Order will be issued deducting the Owner's cost of correction, including Architect/Engineer's compensation for additional services and expenses made necessary by the failure or refusal of the Prime Contractor from payments then or thereafter due to the Prime Contractor. The cost of correction is subject to verification (but not approval) by the Architect/Engineer. If payments then or DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 thereafter due the Prime Contractor are not sufficient to cover the cost of correction, the Prime Contractor shall pay the difference to the Owner. 2.5 NOTICE TO PROCEED After final execution of the Contract and receipt and approval of the required performance and payment bonds and evidence of required insurance, the Owner will issue a written Notice to Proceed with the Work, including the designated Contract Time within which Substantial Completion of the Work must be achieved. If the Owner unreasonably delays issuance of a written Notice to Proceed through no fault of the Prime Contractor, the Prime Contractor shall be entitled only to an equitable adjustment of the Contract Time, if properly claimed pursuant to the requirements of Paragraph 4.3; but the Prime Contractor shall not be entitled to any increase to the Contract Sum whatsoever for this reason. ARTICLE 3 - THE CONTRACTOR 31 DEFINITION OF CONTRACTOR The Prime Contractor is the person or business entity identified as such in the Building Construction Services Agreement, and is referred to throughout the Contract Documents as if singular in number. The term "Prime Contractor" means the Prime Contractor or the Prime Contractor's authorized employees or representatives. 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR (a) The Prime Contractor shall carefully check, study, and compare the Contract Documents with each other and shall at once report to the Architect/Engineer in writing any inconsistency, ambiguity, error, omission, conflict, or discrepancy the Prime Contractor may discover. The Prime Contractor shall also verify all dimensions, field measurements, and field conditions before laying out the Work The Prime Contractor will be held responsible for any subsequent error, omission, conflict, or discrepancy which might have been avoided by the above-described check, study, comparison, and reporting. In the event the Prime Contractor continues to work on an item where an inconsistency, ambiguity, error, omission, conflict, or discrepancy exists without obtaining such clarification or resolution or commences an item of the Work without giving written notice of an error, omission, conflict, or discrepancy that might have been avoided by the check, study, and comparison required above, it shall be deemed that the Prime Contractor bid and intended to execute the more stringent, higher quality, or state of the art requirement, or accepted the condition "as is" in the Contract Documents, without any increase to the Contract Sum or Contract Time. The Prime Contractor shall also be responsible to correct any failure of component parts to coordinate or fit properly into final position as a result of Prime Contractor's failure to give notice of and obtain a clarification or resolution of any error, omission, conflict, or discrepancy, without any right to any increase to the Contract Sum or Contract Time. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (b) The Prime Contractor shall perform the Work in accordance with the Contract Documents and submittals approved pursuant to Paragraph 3.12. 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES (a) The Prime Contractor shall supervise and direct the Work, using the Prime Contractor's best skill and attention. The Prime Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences, and procedures and for coordinating all portions of the Work, unless the Contract Documents set forth specific instructions concerning these matters. (b) The Prime Contractor shall be responsible to the Owner for the acts and omissions of the Prime Contractor's employees, Subcontractors, Sub-subcontractors, and their respective agents and employees, and any other persons performing portions of the Work under a subcontract with the Prime Contractor, or with any Subcontractor, and all other persons or entities for which the Prime Contractor is legally responsible. All labor shall be performed by mechanics that are trained and skilled in their respective trades. Standards of work required throughout shall be of a quality that will bring only first class results. Mechanics whose work is unsatisfactory, or who are considered careless, incompetent, unskilled, or otherwise objectionable shall be dismissed promptly from the Work and immediately replaced with competent, skilled personnel. Any part of the Work adversely affected by the acts or omissions of incompetent, unskilled, careless, or objectionable personnel shall be immediately corrected by the Prime Contractor. (c) The Prime Contractor shall not be relieved of its obligation to perform the Work in accordance with the Contract Documents either by activities or duties of the Architect/Engineer in the Architect/Engineer's administration of the Contract, or by tests, inspections, or approvals required or performed by persons other than the Prime Contractor. (d) The Prime Contractor shall be responsible for inspection of portions of Work already performed under this Contract to determine that such portions are in proper condition to receive subsequent Work The Prime Contractor's responsibility under this paragraph will not in any way eliminate the Architect/Engineer's responsibility to the Owner under the Architect/Engineer/Owner Agreement. (e) Any Prime Contractor, Subcontractor, Sub-subcontractor, or separate contractor who commences Work over, in, or under any surface prepared by the Owner or by any other contractor, subcontractor, sub-subcontractor or any separate contractor, without the Prime Contractor having given written notice to the Architect/Engineer of the existence of any faulty surface or condition in the surface that prevents achieving the quality of workmanship specified by the Contract Documents and without having obtained the prior approval of the Architect/Engineer and the Owner to proceed is deemed to have accepted the surface or condition in the surface as satisfactory at the commencement of such Work. Any unsatisfactory Work subsequently resulting from such a faulty surface or condition in the surface that was not pre-approved by the Architect/Engineer or the Owner after notice DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 as provided above may be rejected and replacement required, without any increase to the Contract Sum or Contract Time. (f) All grades, lines, levels, and benchmarks shall be established and maintained on an ongoing basis by the Prime Contractor. The Prime Contractor is solely responsible for any errors made in establishing or maintaining proper grades, lines, levels, or benchmarks. Contractor shall verify all grades, lines, levels, and dimensions as indicated on Drawings. He shall report any errors, omissions, conflicts, or inconsistencies to Architect/Engineer before commencing any Work affected by these conditions. Contractor shall establish and safeguard benchmarks in at least two widely separated places and, as Work progresses, establish benchmarks at each level and lay out partitions on rough floor in exact locations as guides to all trades. The Contractor shall, from the permanent benchmark provided by the Owner, establish and maintain adequate horizontal and vertical control. 3.4 LABOR AND MATERIALS (a) Except as is otherwise specifically provided in the Contract Documents as being the responsibility of the Owner, the Prime Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the Work, whether temporary or permanent and whether or not incorporated or to be incorporated in the Work. (b) The Prime Contractor shall enforce strict discipline and good order among the Prime Contractor's employees and all other persons carrying out the Contract. The Prime Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. (c) The Prime Contractor shall give preference, when qualified labor is available to perform the Work to which the employment relates, to all labor hired for the Project in the following order: (1) residents of the City of Denton, Texas; (2) residents of the County of Denton, Texas; 3.5 WARRANTY (a) General Warranty. The Contractor warrants to the Owner that all Work shall be accomplished in a good and workmanlike manner and that all materials and equipment furnished under the Contract will be of good quality, new (unless otherwise specified), and free from faults or defects, and that the Work will otherwise conform to the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, will be considered defective or nonconforming. The Contractor's warranty excludes any remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. If required by the DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Architect/Engineer, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment. The commencement date, duration, and other conditions related to the scope of this general warranty are established in Subparagraphs 9.9 (a) and 12.2(b) of these General Conditions. THE GENERAL WARRANTY PROVIDED 1N THIS SUBPARAGRAPH IS IN ADDITION TO AND DOES NOT LIMIT OR DISCLAIM ANY OTHER WARRANTY OR REMEDY REQUIIZED OR PROVIDED BY LAW OR THE CONTRACT DOCUMENTS AND SUCH WARRANTY SHALL REQUIIZE THE CONTRACTOR TO REPLACE DEFECTNE MATERIALS AND RE-EXECUTE DEFECTNE WORK THAT IS DISCLOSED BY THE OWNER TO THE CONTRACTOR WITHIN A PERIOD OF TWO (2) YEARS AFTER SUBSTANTIAL COMPLETION OF THE ENTIIZE WORK; OR, IF A LATENT DEFECT IS DISCOVERED WITHIN TWO YEARS OF SUBSTATIONAL COMPLETION OF THE ENTIIZE WORK. (b) Special Warranties. The Contractor shall assign to the Owner in writing, as a condition precedent to final payment, the terms and conditions of all special warranties required under the Contract Documents. 3.6 TAXES The Owner qualifies for exemption from state and local sales and use taxes, pursuant to the provisions of Section 151309 of the Texas Tax Code, as amended. Therefore, the Owner shall not be liable for, or pay the Contractor's cost of, such sales and use taxes which would otherwise be payable in connection with the purchase of tangible personal property furnished and incorporated into the real property being improved under the Contract Documents or the purchase of materials, supplies and other tangible personal property, other than machinery or equipment and its accessories and repair and replacement parts, necessary and essential for performance of the Contract which is to be completely consumed at the job site. The Contractor shall issue an exemption certificate in lieu of the tax on such purchases. 3.7 PERMITS, FEES AND NOTICES (a) The Architect/Engineer will apply and arrange for the issuance of the City of Denton Building Permit. The Prime Contractor and Subcontractors will apply and arrange for the issuance of all other required permits, and will not be required to pay a fee for any City of Denton permits required for the Project. The Owner will pay all service extension charges, including tap fees, assessed by the Water Utilities Department. (b) The Prime Contractor shall comply with and give notices required by laws, ordinances, rules, regulations, and lawful orders of governmental entities or agencies applying to performance of the Work. (c) Except as provided in Subparagraph (d) below, it is not the Prime Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable laws, ordinances, construction codes, and rules and regulations. However, if the Prime Contractor observes that portions of the Contract Documents are at variance with applicable laws, ordinances, construction codes, rules or regulations, the Prime Contractor DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 shall promptly notify the Architect/Engineer and the Owner in writing, and necessary changes shall be accomplished by appropriate Amendment. (d) If the Prime Contractor performs Work knowing it to be contrary to laws, ordinances, construction codes, or rules and regulations without notifying the Architect/Engineer and the Owner, the Prime Contractor shall assume full responsibility for the Work and shall bear the attributable costs of the correction of the Work and any other Work in place that may be adversely affected by the corrective work. 3.8 ALLOWANCES (a) The Prime Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for the amounts identified in the Contract and by persons or entities as the Owner may direct, but the Prime Contractor shall not be required to employ persons or entities against which the Prime Contractor makes reasonable objection. (b) Unless otherwise provided in the Contract Documents: (1) materials and equipment under an allowance shall be selected promptly by the Owner to avoid delay in the Work; (2) the amount of each allowance shall cover the cost to the Prime Contractor of materials and equipment delivered at the site less all exempted taxes and applicable trade discounts; (3) the amount of each allowance includes the Prime Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit, and other expenses contemplated for stated allowance Work; (4) whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect: (i) the difference between actual costs and the allowances under Clause (b) (2); and (ii) changes in Contractor's costs under Clause (b) (3); (5) the Owner retains the right to review and approve Subcontractors selected by the Prime Contractor to perform work activities covered by allowances. 3.9 SUPERINTENDENT The Prime Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the Project Site during performance of the Work The superintendent shall represent the Prime Contractor, and communications given to the superintendent shall be as binding as if given to the Prime Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 The Owner reserves the right to request that the Prime Contractor replace its superintendent at any time and the Prime Contractor will replace said superintendent at the Owner's direction. 310 PRIME CONTRACTOR'S CONSTRUCTION SCHEDULES (a) The Prime Contractor shall, immediately after award of the Contract and before submittal of the first Application for Payment, prepare and submit the construction schedule for the Architect/Engineer's and Owner's information, review, and approval in accordance with the following provisions: (1) Unless otherwise approved in writing by the Owner, the construction schedule shall not exceed the Contract Time limits currently in effect under the Contract Documents and shall provide for expeditious and practicable execution of the Work. (2) The construction schedule shall include all shop drawing and submittal data requirements, indicating for each: (i) the latest date to be submitted by the Prime Contractor; and (ii) the latest date for approval by the Architect/Engineer. (3) The construction schedule shall be in the form of a critical path management schedule, and shall indicate each critical task (the "predecessor") of all the major construction activities of the Work in a logical and sequential order (the "project network") which requires completion prior to commencement of the task next following (the "successor"). Each task shall be identified with: (i) actual work time, exclusive of slack time, for accomplishment; (ii) the latest start date; (iii) the latest finish date; (iv) the amount of float associated with each task; (v) the amount of labor, material, and equipment associated with each task; and (vi) the percentage of completion as of the date of the current schedule. (4) The construction schedule shall be revised and updated monthly to reflect the actual status of the Work and shall be submitted with each Application for Payment. (5) On or before the first day of each month, following the date of commencement of the Work as stated in the notice to proceed, the Prime Contractor shall prepare and submit to the Architect/Engineer and the Owner an up-to-date status report of the progress of the various construction phases of the Work in the form of an updated construction schedule. This status report shall consist of a time scale drawing indicating actual progress of the various phases of the Work and the percentage of completion of the entire Work The original construction schedule shall be updated or changed to indicate DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 any adjustments to the Contract Time granted by the Owner. The updated schedule must be submitted with the Prime Contractor's Application for Payment. No such application will be certified without a satisfactory update to the construction schedule. (6) The construction schedule will also be revised to show the effect of change orders and other events on Contract Time. No request for an increase in Contract Time will be considered unless it is accompanied by a schedule revision demonstrating the amount of time related to the cause of the request. If the Contractor's status schedules reflect that the Prime Contractor has fallen behind the pace required to complete the Work within the Contract Time, through no fault of the Owner, the Prime Contractor shall prepare a recovery schedule demonstrating how it intends to bring its progress back within the Contract Time. This recovery schedule shall be in a form acceptable to the Owner. (7) Costs incurred by the Prime Contractor in preparing and maintaining the required construction schedule, any updated schedule, and any recovery schedule required by the Owner will not be paid as an additional or extra cost and shall be included in the Contract Sum. (8) The Contract Sum is deemed to be based upon a construction schedule requiring the full Contract Time. NO CLAIM FOR ADDITIONAL COMPENSATION SHALL BE ALLOWED AS A RESULT OF THE PRIME CONTRACTOR BASING HIS BID ON AN EARLY COMPLETION SCHEDULE, OR AS A RESULT OF DELAYS AND COSTS ATTRIBUTABLE TO COMPLETION LATER THAN THE PLANNED EARLY COMPLETION DATE. (b) The Prime Contractor shall also prepare and keep current, for the Architect/Engineer's approval, a schedule of submittals which is coordinated with the Prime Contractor's construction schedule and allows the Architect/Engineer reasonable time to review submittals. (c) The Prime Contractor shall conform to the most recent schedules approved as to form by the Architect/Engineer and the Owner. Any subsequent revisions made by the Prime Contractor to schedules in effect shall conform to the provisions of Subparagraph 3.10(a) (d) If the Work falls behind the approved construction schedule, the Prime Contractor shall take such steps as may be necessary to improve his progress, and the Architect/Engineer and the Owner may require him to increase the number of shifts, overtime operations, days of work, or the amount of construction plant, and to submit for approval revised schedules in the form required above in order to demonstrate the manner in which the agreed rate of progress will be regained, all without additional cost to the Owner. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 3.11 DOCUMENTS AND SAMPLES AT THE PROJECT SITE The Contractor shall maintain at the Project site for the Owner one record copy of the Drawings, Specifications, addenda, and Amendments in good order and marked currently to record changes and selections made during construction, and in addition shall maintain at the Project site approved Shop Drawings, Product Data, Samples, and similar required submittals. These shall be available to the Architect/Engineer and shall be delivered to the Architect/Engineer for submittal to the Owner upon completion of the Work. 312 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES (a) Shop Drawings are drawings, diagrams, schedules, and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub-subcontractor, materialmen, manufacturer(s), supplier(s), or distributor(s) to illustrate some portion of the Work. (b) Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams, and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. (c) Samples are physical examples which illustrate materials, equipment, or workmanship and establish standards by which the Work will be judged. (d) Shop Drawings, Product Data, Samples, and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the Work for which submittals are required the way the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. Review by the Architect/Engineer is subject to the limitations of Paragraph 42. (e) The Prime Contractor shall review, approve and submit to the Architect/Engineer Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the Owner, or of separate contractors. Submittals made by the Prime Contractor which are not required by the Contract Documents may be returned without action. (f) The Prime Contractor shall perform no portion of the Work requiring submittal and review of Shop Drawings, Product Data, Samples, or similar submittals until the respective submittal has been approved by the Architect/Engineer. Work requiring this submittal and review shall be in accordance with approved submittals and any identified exceptions noted by the Architect/Engineer. (g) By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Prime Contractor represents that the Prime Contractor has determined and verified materials, field measurements, and related field construction criteria, or will do so, and has checked and coordinated the information contained within submittals with the requirements of the Work and of the Contract Documents. The Prime Contractor's attention is directed to Paragraph 3 2 of these General Conditions and the requirements stated in that Paragraph. (h) The Prime Contractor shall not be relieved of responsibility for deviations, substitutions, changes, additions, deletions or omissions from requirements of the Contract Documents by the Architect/Engineer's approval of Shop Drawings, Product Data, Samples, or similar submittals unless the Prime Contractor has specifically informed the Architect/Engineer in writing of such substitutions, changes, additions, deletions, omissions, or deviations DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 involved in the submittal at the time of submittal and the Architect/Engineer, subject to a formal Change Order signed by the Owner, Architect/Engineer and Prime Contractor, has given written approval to the specific substitutions, changes, additions, deletions, omissions, or deviations. The Prime Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples, or similar submittals by the Architect/Engineer's approval thereof. Further, notwithstanding any approval of a submittal by the Architect/Engineer, the Prime Contractor shall be responsible for all associated Proj ect costs, including costs of coordination's, modifications, or impacts, direct or indirect, resulting from any and all substitutions, changes, additions, deletions, omissions, or deviations, whether or not specifically identified by the Prime Contractor to the Architect/Engineer at the time of the above-mentioned submittals, including additional consulting fees, if any, in any and all accommodations associated with such substitutions, changes, additions, deletions, omissions, or deviations to the requirements of the Contract Documents. (i) The Prime Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples, or similar submittals, to additional revisions other than those requested by the Architect/Engineer on previous submittals. In the absence of such written notice, the Architect/Engineer's approval of a resubmission shall not apply to the additional revisions not requested. (j) Informational submittals upon which the Architect/Engineer is not expected to take responsive action may be so identified in the Contract Documents. (k) When professional certification of performance criteria of materials, systems, or equipment is required by the Contract Documents, the Architect/Engineer shall be entitled to rely upon the accuracy and completeness of such calculations and certifications. 3.13 USE OF THE PROJECT SITE The Prime Contractor shall confine operations at the Project site to areas permitted by law, ordinances, permits, and the Contract Documents and shall not unreasonably encumber the Project site with materials or equipment. 314 CUTTING AND PATCHING (a) The Prime Contractor shall be responsible for cutting, fitting or patching required to complete the Work or to make its parts fit together properly. (b) The Prime Contractor shall not damage or endanger a portion of the Work or any fully or partially completed construction of the Owner or separate contractors by cutting, patching, or otherwise altering the construction, or by excavating. The Prime Contractor shall not cut or otherwise alter the construction by the Owner or a separate contractor except with the written consent of the Owner and of the separate contractor; consent shall not be unreasonably withheld. The Prime Contractor shall not unreasonably withhold from the Owner or a separate contractor the Prime Contractor's consent to cutting or otherwise altering the Work. (c) A"Hot Work Permit" must be obtained from the City of Denton's Facilities Management Department, 869 S. Woodrow Lane, Denton, Texas (940 349-7200) for any temporary DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 operation involving open flames or producing heat and/or sparks. This includes, but is not limited to: Brazing, Cutting, Grinding, Soldering, Torch Applied Roofing and Welding. 315 CLEANING UP (a) The Prime Contractor shall keep the Project site and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. Upon the completion of the Work the Prime Contractor shall remove from and about the Project site all waste materials, and rubbish, and all of the Prime Contractor's tools, construction equipment, machinery, and surplus materials. (b) If the Prime Contractor fails to clean up as provided in the Contract Documents, the Owner may, at Owner's option, clean up the Project site, and the Owner's cost of cleaning up shall be charged to the Contractor. 316 ACCESS TO WORK The Prime Contractor shall provide the Owner and the Architect/Engineer access to the Work in preparation and progress wherever located during the course of construction. 3.17 TESTS AND INSPECTIONS (a) Tests, inspections, and approvals of portions of the Work required by the Contract Documents or by laws, ordinances, rules, regulations, or orders of governmental entities or agencies having jurisdiction over the Work shall be made at appropriate times. Unless otherwise provided, the Prime Contractor shall make arrangements for such tests, inspections, and approvals with an independent testing laboratory or entity acceptable to the Owner or with the appropriate governmental entity or agency, and the Prime Contractor shall bear all related costs of tests, inspections, and approvals. The Prime Contractor shall give the Architect/Engineer timely notice of when and where tests and inspections are to be made so the Architect/Engineer may observe such procedures. The Owner shall bear costs of tests, inspections, or approvals which become requirements after bids or proposals are received. (b) If the Architect/Engineer, the Owner or other public authorities having jurisdiction over the Work determine that portions of the Work require additional testing, inspection or approval not included under Subparagraph 3.17(a), the Architect/Engineer will, upon written authorization from the Owner, instruct the Prime Contractor to make arrangements for such additional testing, inspection or approval by an entity acceptable to the Owner, and the Prime Contractor shall give timely notice to the Architect/Engineer of when and where tests and inspections are to be made so that the Architect/Engineer may observe such procedures. The Owner shall bear such costs except as provided in Subparagraph 3.17(c). (c) If procedures for testing, inspection, or approval under Subparagraphs 3.17(a) and 3.17(b) reveal deficiencies or nonconformities in the Work, the Prime Contractor shall bear all costs made necessary to correct the deficiencies or nonconformities, including those of DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 repeated procedures and compensation for the Architect/Engineer's services and expenses, if any. The Prime Contractor shall bear the costs of any subsequent testing, inspection, or approval of the corrected Work. (d) Required certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Prime Contractor and promptly delivered to the Architect/Engineer. (e) If the Architect/Engineer is to observe tests, inspections or approvals required by the Contract Documents, the Architect/Engineer will do so promptly and, where practicable, at the normal place of testing or inspection. (f) Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. 318 ROYALTIES AND PATENTS The Contractor shall pay all royalties and license fees. CONTRACTOR SHALL COMPLETELY DEFEND, INDEMNIFY AND HOLD OWNER AND ARCHITECT/ENGINEER HARMLESS FROM ANY AND ALL LIABILITIES, SUITS OR CLAIMS FOR INFRINGEMENT OF PATENT RIGHTS, REGARDLESS OF WHETHER OR NOT THE OWNER OR THE ARCHITECT/ENGINEER SPECIFIED A PARTICULAR DESIGN, PROCESS OR PRODUCT IN THE CONTRACT DOCUMENTS THAT MAY BE THE SUBJECT OF A PATENT INFRINGEMENT OR OTHERWISE ACTNELY INDUCED OR CONTRIBUTED TO THE PATENT INFRINGEMENT. In the event the Prime Contractor has reason to believe that a particular design, process or product specified infringes a patent, the Prime Contractor shall immediately notify the Owner and the Architect/Engineer of same. 319 INDEMNIFICATION (a) THE PRIME CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD THE OWNER, ITS OFFICERS, AGENTS AND EMPLOYEES, AND THE ARCHITECT/ENGINEER, HARMLESS AGAINST ANY AND ALL CLAIMS, LIABILITIES, LAWSUITS, NDGMENTS, FINES, PENALTIES, COSTS AND EXPENSES FOR PERSONAL INNRY (INCLUDING DEATH), PROPERTY DAMAGE OR OTHER HARM OR VIOLATIONS FOR WHICH RECOVERY OF DAMAGES, FINES, OR PENALTIES IS SOUGHT, SUFFERED BY ANY PERSON OR PERSONS, THAT MAY ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS CONTRACT, VIOLATIONS OF LAW, OR BY ANY NEGLIGENT, GROSSLY NEGLIGENT, INTENTIONAL, OR STRICTLY LIABLE ACT OR OMISSION OF THE PRIME CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, SUBCONTRACTORS, OR SUB-SUBCONTRACTORS AND THEIIZ RESPECTNE OFFICERS, AGENTS, OR REPRESENTATNES, OR ANY OTHER PERSONS OR ENTITIES FOR WHICH THE PRIME CONTRACTOR IS LEGALLY RESPONSIBLE IN THE PERFORMANCE OF THIS CONTRACT; EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 PARAGRAPH SHALL NOT APPLY TO ANY LIABII,ITY RESULTING FROM THE SOLE NEGLIGENCE OR FAULT OF THE OWNER, ITS OFFICERS, AGENTS, EMPLOYEES OR SEPARATE CONTRACTORS, OR OF THE ARCHITECT/ENGINEER, AND IN THE EVENT OF JOINT AND CONCURRENT NEGLIGENCE OR FAULT OF THE CONTRACTOR, THE OWNER, AND THE ARCHITECT/ENGINEER, RESPONSIBILITY AND INDEMNITY, IF ANY, SHALL BE APPORTIONED IN ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS, WITHOUT, HOWEVER, WANING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO THE OWNER UNDER TEXAS LAW, AND WITHOUT WANING ANY DEFENSES OF THE PARTIES UNDER TEXAS LAW. THE PROVISIONS OF THIS PARAGRAPH ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND ARE NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER THIIZD PERSON OR ENTITY. (b) In claims against any person or entity indemnified under this Paragraph 3.19 by an employee of the Prime Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under this Paragraph 3.19 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Prime Contractor or any Subcontractor, under workers compensation acts, disability benefit acts or other employee benefit acts. (c) Indemnification under this Paragraph 3.19 shall include, but is not limited to, liability which could result to or be created for the Owner, its officers, agents, or employees, or the Architect/Engineer pursuant to State or Federal laws or regulations relating to pollution of the environment and State or Federal laws or regulations relating to the occupational safety and health of workers. The Prime Contractor specifically agrees to comply with the above- mentioned laws and regulations in the performance of the Work by the Prime Contractor and that the obligations of the Owner, its officers, agents, and employees, and the Architect/Engineer under the above-mentioned laws and regulations are secondary to those of the Prime Contractor. ARTICLE 4 - CONTRACT ADMINISTRATION 41 THE DESIGN PROFESSIONAL (ARCHITECT/ENGINEER) (a) The design professional is the person lawfully licensed to practice architecture or engineering or a firm or other business entity lawfully practicing architecture/engineering identified as such in the formal Building Construction Services Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Architect/Engineer" means the Architect/Engineer or the Architect/Engineer's authorized representative. The Owner may, at its option, designate a qualified Owner representative to serve as the Architect/Engineer on the Project instead of an outside firm or person. In such event, the references in these General Conditions that refer to the Architect/Engineer shall apply to the Owner-designated Architect/Engineer representative and the Owner- designated Architect/Engineer representative shall be accorded that same status by the Prime Contractor. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (b) In the event the Architect/Engineer is an outside person or firm and the Architect/Engineer's employment is terminated, the Owner may, at its option, contract with a new outside Architect/Engineer to replace the former, or may designate a qualified Owner representative to serve as the Architect/Engineer. The replacement Architect/Engineer, whether an Owner representative, an independent Architect/Engineer or any other qualified person or entity, shall be regarded as the Architect/Engineer for all purposes under the Contract Documents and shall be accorded that same status by the Prime Contractor. Any dispute in connection with such appointment shall be reviewed and settled by the Owner, whose decision shall be final and binding. (c) Owner reserves the right to appoint a representative empowered to act for the Owner during the Construction Phase and to supersede the Architect/Engineer's Construction Phase responsibility. Similarly, from time to time the Owner may expand or reduce the Owner's delegation of powers to the Architect/Engineer, with the Owner notifying the Prime Contractor of any such changes. The Architect/Engineer shall not be construed as a third party beneficiary to the Contract and can in no way object to any expansion or reduction of powers as set forth in this Subparagraph (c). In no event, however, shall the Owner have control over charge of, or be responsible for, construction means, methods, techniques, sequences, or procedures, or for safety precautions or programs in connection with the Work since these are solely the Contractor's responsibility. The Owner will not be responsible for the Prime Contractor's failure to carry out the Work in accordance with the Contract Documents. The Owner will not have control over or charge of and will not be responsible for acts or omissions of Prime Contractor, Subcontractors, or their agents or employees, or of any other persons performing portions of the Work. 4.2 ARCHITECT/ENGINEER'S RESPONSIBILITIES DURING CONSTRUCTION (a) The Architect/Engineer will administer the Contract as described in the Contract Documents and in accordance with the terms of the Architect/Engineer's agreement with the Owner, where applicable, subject to the direction and approval of the Owner. If requested by the Prime Contractor, the provisions of the Owner/Architect/Engineer Agreement will be made available to the Prime Contractor. (b) The Architect/Engineer shall provide, during performance of the Work, adequate and competent periodic on-site construction observation, periodically visiting the Project site to the extent necessary to personally familiarize themselves with the progress and quality of the Work, and to determine if the Work is proceeding in accordance with the Contract Documents. The Architect/Engineer shall not, however, be required to make continuous on-site inspections to check the Work Field reports of each visit shall be prepared by the Architect/Engineer and submitted to the Owner. The Architect/Engineer shall employ all reasonable measures to safeguard the Owner against defects and nonconformities in the Work The Architect/Engineer shall not be responsible for the construction means, methods, techniques, sequences of procedures, nor for the safety precautions and programs employed in connection with the Work The Architect/Engineer will, however, immediately inform the Owner whenever defects or nonconformities in the Work are observed, or when any observed actions or omissions are undertaken by the Prime DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Contractor or any Subcontractor which are not in the best interests of the Owner or the Proj ect. (c) The Architect/Engineer and the Owner will not have control over or charge of and will not be responsible for construction means, methods, techniques, sequences, or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Prime Contractor's responsibility as provided in Paragraph 4.3. The Architect/Engineer and the Owner will not be responsible for the Prime Contractor's failure to carry out the Work in accordance with the Contract Documents. The Architect/Engineer and the Owner will not have control over or charge of and will not be responsible for acts or omissions of the Prime Contractor, Subcontractors, Sub-subcontractors, or their respective agents or employees, or of any other persons performing portions of the Work for which the Prime Contractor is responsible. (d) Except as otherwise provided in the Contract Documents or when direct communications have been specially authorized, the Owner and Prime Contractor shall endeavor to communicate through the Architect/Engineer. Communications by and with the Architect/Engineer's consultants shall be through the Architect/Engineer. Communications by and with Subcontractors and material suppliers shall be through the Prime Contractor. Communications by and with separate contractors will be through the Owner. The Prime Contractor shall provide written confirmation of communications made directly with the Owner and provide copies of such confirmation to the Architect/Engineer. (e) Based on the Architect/Engineer's observations and evaluations of the Prime Contractor's Applications for Payment, the Architect/Engineer will review and certify the amounts due the Prime Contractor and will issue Certificates for Payment in such amounts. (f) The Architect/Engineer and the Owner will each have authority to reject Work which does not conform to the Contract Documents. Whenever the Architect/Engineer considers it necessary or advisable for implementation of the intent of the Contract Documents, the Architect/Engineer will have authority to require additional inspection or testing of the Work in accordance with Subparagraphs 3.17(b) and 3.17(c), whether or not such Work is fabricated, installed or completed. However, neither this authority of the Architect/Engineer nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to any duty or responsibility of the Architect/Engineer to the Prime Contractor, Subcontractors, material and equipment suppliers, their agents or employees, or other persons performing portions of the Work. (g) The Architect/Engineer will review and approve or take other appropriate action upon the Prime Contractor's submittals such as Shop Drawings, Product Data, and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Architect/Engineer's action will be taken with such reasonable promptness as to not delay the Work or the activities of the Owner, Contractor, or separate contractors. 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 performance of equipment or systems, all of which remain the responsibility of the Prime Contractor as DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 required by the Contract Documents. The Architect/Engineer's review of the Prime Contractor's submittals shall not relieve the Prime Contractor of any obligations under Paragraphs 3.3, 3.5, and 3.12. The Architect/Engineer's review shall not constitute approval of safety precautions or, unless otherwise specifically stated in writing by the Architect/Engineer, of any construction means, methods, techniques, sequences, or procedures. The Architect/Engineer's approval of a specific item shall not indicate approval of an assembly of which the item is a component. (h) The Architect/Engineer will prepare Change Orders and may authorize minor changes in the Work as provided in Paragraph 73. (i) The Architect/Engineer will conduct inspections to determine the date or dates of Substantial Completion and the date of final completion, will receive and forward to the Owner for the Owner's review and records written warranties and related documents required by the Contract and assembled by the Prime Contractor, and will issue a final Certificate for Payment upon compliance with the requirements of the Contract Documents. (j) If the Owner and Architect/Engineer agree, the Architect/Engineer will provide one or more Project representatives to assist in carrying out the Architect/Engineer's responsibilities at the site. The duties, responsibilities, and limitations of authority of such Project representatives shall be as set forth in an exhibit to be incorporated into the Contract Documents. (k) The Architect/Engineer will interpret and make recommendations to the Owner concerning performance under and requirements of the Contract Documents upon written request of either the Owner or Contractor. The Architect/Engineer's response to such requests will be made with reasonable promptness and within any time limits agreed upon. The Architect/Engineer shall secure the Owner's written approval before issuing instructions, interpretations, or judgments to the Prime Contractor which change the scope of the Work or which modify or change the terms and conditions of any of the Contract Documents. (1) Interpretations and decisions of the Architect/Engineer will be consistent with the intent of and reasonably inferable from the Contract Documents and will be in writing or in the form of Drawings. When making such interpretations and decisions, the Architect/Engineer will endeavor to secure faithful performance by the Prime Contractor. (m)The Architect/Engineer's decisions on matters relating to aesthetic effect will be final if consistent with the intent expressed in the Contract Documents; provided that the Architect/Engineer has the prior written approval of the Owner. 4.3 CLAIMS AND DISPUTES (a) Definition; General Notice of Claim Procedure. As used in these General Conditions, a "Claim" means a demand or assertion by one of the parties to the Contract seeking an adjustment of the terms of the Contract Documents, of the Contract Sum, of the Contract Time, or some other relief in respect to the terms of the Contract Documents. The term also DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 includes all other disputes between the Owner and the Contractor arising out of or relating to the Project or the Contract Documents, including but not limited to claims that work was outside the scope of the Contract Documents. The responsibility to substantiate the Claim and the burden of demonstrating compliance with this provision shall rest with the party making the Claim. Except where otherwise provided in the Contract Documents, a Claim by the Prime Contractor, whether for additional compensation, additional time, or other relief, including but not limited to claims arising from concealed conditions, WITHOUT EXCEPTION, MUST BE MADE BY WRITTEN NOTICE TO THE ARCHITECT/ENGINEER AND TO THE OWNER WITHIN FOURTEEN (14) DAYS IMMEDIATELY AFTER OCCURRENCE OF THE EVENT OR EVENTS GNING RISE TO THE PARTICULAR CLAIM. Every Claim of the Prime Contractor, whether for additional compensation, additional time, or other relief, including but not limited to claims arising from concealed conditions, shall be signed and sworn to by an authorized corporate officer (if not a corporation, then an official of the company authorized to bind the Prime Contractor by his signature) of the Prime Contractor, verifying the truth and accuracy of the Claim. THE PRIME CONTRACTOR SHALL BE CONCLUSNELY DEEMED TO HAVE WANED ANY CLAIM NOT MADE STRICTLY IN ACCORDANCE WITH THE PROCEDURES AND TIME LIMITS SET OUT IN THIS PARAGRAPH. (b) Referral to the Architect/Engineer. Claims, disputes, and other matters in question between the Prime Contractor and the Owner relating to the progress or execution of the Work or the interpretation of the Contract Documents shall be referred to the Architect/Engineer for recommendation to the Owner, which recommendation the Architect/Engineer will furnish in writing within a reasonable time, provided proper and adequate substantiation has been received. Failure of the Prime Contractor to submit the Claim to the Architect/Engineer for rendering of a recommendation to the Owner shall constitute a waiver of the Claim. (c) Continuing Contract Performance. Pending final resolution of a claim the Prime Contractor shall proceed diligently with performance of the Work and the Owner shall continue to make payments in accordance with the Contract Documents. (d) Claims for Concealed or Unknown Conditions. No adjustment in the Contract Sum or Time associated with concealed or unknown conditions will normally be considered or allowed; provided, however, that the Contract Sum or Time may be adjusted by the Owner in such circumstances only if: (1) a concealed subsurface condition is encountered in the course of performance of the Work; (2) a concealed or unknown condition in an existing structure is at variance with conditions indicated by the Contract Documents; or (3) an unknown physical condition is encountered below the surface of the ground or in an existing structure which is of an unusual nature and materially different from those ordinarily encountered and generally recognized as inherent in the character of the Work; and (4) a notice of claim with proper and adequate substantiation is presented pursuant to Subparagraph 4.3(a) of these General Conditions; and (5) the Owner and the Architect/Engineer determine that: DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (i) prior to submitting its bid for the Work, the Contractor used reasonable diligence to fully inspect the portion of the Project site where the condition was discovered; and (ii) the work caused or required by the concealed or unknown condition at issue can be considered extra work to the extent that additional new Drawings must be prepared and issued and new construction beyond the scope of the Contract Documents is required. (e) Disclaimer of Warranties as to Reports, Drawings, and Specifications. PROJECT SITE INFORMATION AND REPORTS (INCLUDING BUT NOT LIMITED TO SOII,S TESTING REPORTS, GEOTECHNICAL REPORTS, OR ENVIIZONMENTAL SITE ASSESSMENTS) PROVIDED BY THE OWNER AND THE ARCHITECT/ENGINEER IN THE PROJECT MANUAL OR BY OTHER MEANS SHALL BE UTILIZED BY THE PRIME CONTRACTOR AT THE PRIME CONTRACTOR' S OWN RISK. THE OWNER AND THE ARCHITECT/ENGINEER DO NOT GUARANTEE OR WARRANT ANY 1NFORMATION SHOWN 1N THE PROJECT SITE 1NFORMATION AND REPORTS. (f) Claims for Additional Cost. If the Prime Contractor wishes to make a claim for an increase in the Contract Sum, written notice as provided in this Paragraph 43 shall be given before proceeding to execute the Work Prior notice is not required for claims relating to an emergency endangering life or property arising under Paragraph 103. In addition, the Prime Contractor's request for an increase in the Contract Sum for any reason (other than work performed under emergency conditions) shall be made far enough in advance of required work to allow the Owner and the Architect/Engineer a sufficient amount of time, without adversely affecting the construction schedule, to review the request, prepare and distribute such additional documents as may be necessary to obtain suitable estimates or proposals and to negotiate, execute and distribute a Change Order for the required work if the Prime Contractor believes that additional cost is involved for reasons including but not limited to: (1) a written interpretation from the Architect/Engineer; (2) a written order for a minor change in the Work issued by the Architect/Engineer; (3) failure of payment by the Owner; (4) termination of the Contract by the Owner; (5) the Owner's temporary suspension of all or any portion of the Work where the Prime Contractor was not at fault; or (6) other reasonable grounds. (g) Injury or Damage to Person or Property. If the Prime Contractor suffers injury or damages to person or property because of an act or omission of the Owner, or of any of the Owner's officers, employees or agents, written, sworn-to notice of any claim for damages or injury DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 shall be given as provided in Subparagraph 4.3(a). The notice shall provide sufficient detail to enable the Architect/Engineer and the Owner to investigate the matter. (h) Subcontractor Pass-Through Claims. In the event that any Subcontractor of the Prime Contractor asserts a claim to the Prime Contractor, that the Prime Contractor seeks to pass through to the Owner under the Contract Documents, any entitlement of the Prime Contractor to submit and assert the claim against the Owner shall be subject to: (1) the requirements of Paragraph 43 of these General Conditions; and (2) the following additional three requirements listed below, all three of which additional requirements shall be conditions precedent to the entitlement of the Prime Contractor to seek and assert such claim against the Owner: (ii) The Prime Contractor shall either (A) have direct legal liability as a matter of contract, common law, or statutory law to the Subcontractor for the claim that the Subcontractor is asserting or (B) the Prime Contractor shall have entered into a written liquidating agreement with the Subcontractor, under which agreement the Prime Contractor has agreed to be legally responsible to the Subcontractor for pursuing the assertion of such claim against the Owner under the Contract and for paying to the Subcontractor any amount that may be recovered, less Prime Contractor's included markup (subject to the limits in the Contract Documents for any markup). The liability or responsibilities shall be identified in writing by the Prime Contractor to the Owner at the time such claim is submitted to Owner, and a copy of any liquidating agreement shall be included by the Prime Contractor in the claim submittal materials. (ii) The Prime Contractor shall have reviewed the claim of the Subcontractor prior to its submittal to Owner and shall have independently evaluated such claim in good faith to determine the extent to which the claim is believed in good faith to be valid. The Prime Contractor shall also certify, in writing and under oath to the Owner, at the time of the submittal of such claim, that the Prime Contractor has made a review, evaluation, and determination that the claim is made in good faith and is believed by the Contractor to be valid. (iii) The Subcontractor making the claim to the Prime Contractor shall certify in writing and under oath that it has compiled, reviewed and evaluated the merits of such claim and that the claim is believed in good faith by the Subcontractor to be valid. A copy of the certification by the Subcontractor shall be included by Prime Contractor in the claim submittal materials made by Contractor to the Owner.. (3) Any failure of the Prime Contractor to comply with any of the foregoing requirements and conditions precedent with regard to any such claim shall constitute a waiver of any entitlement to submit or pursue such claim against Owner. (4) Receipt and review of a claim by the Owner under this Subparagraph shall not be construed as a waiver of any defenses to the claim available to the Owner under the Contract Documents or by applicable law. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (i) Owner's Right to Order Acceleration and to Deny Claimed and Appropriate Time Extensions, in Whole or in Part. The Prime Contractor acknowledges and agrees that Substantial Completion of the Work by or before the Scheduled Completion Date is of substantial importance to Owner. The following provisions, therefore, will apply: (1) If the Prime Contractor falls behind the approved construction schedule for whatever reason, the Owner shall have the right, in the Owner's sole discretion, to order the Prime Contractor to develop a recovery schedule as described in Paragraph 3.10 or to accelerate its progress in such a manner as to achieve Substantial Completion on or before the Contract Time completion date or such other date as the Owner may reasonably direct and, upon receipt, the Prime Contractor shall take all action necessary to comply with the order. In such event, any possible right, if any, of the Prime Contractor to additional compensation for any acceleration shall be subject to the terms of this Subparagraph (i). (2) In the event that the Prime Contractor is otherwise entitled to an extension of Contract Time and has properly initiated a Claim for a time extension in accordance with Subparagraph 4.3(a) above, the Owner shall have the right, in the Owner's sole discretion, to deny all, or any part, of the Claim for extension of Contract Time by giving written notice to the Prime Contractor provided within fourteen (14) days after receipt of the Prime Contractor's Claim. If the Owner denies the Prime Contractor's claim for an extension of Contract Time under this Clause (i)(2), either in whole or in part, the Prime Contractor shall proceed to prosecute the Work in such a manner as to achieve Substantial Completion on or before the then existing Scheduled Completion Date. (3) If the Prime Contractor would have been entitled to a time extension for a reason specifically allowed under the Contract Documents, for an amount of time that would have justified approval by the Owner if not for the need and right to accelerate, the Prime Contractor may initiate a Claim for acceleration costs pursuant to Subparagraph 4.3(a). Any resulting Claim for acceleration costs properly initiated by the Prime Contractor under Subparagraph 4.3(a) above shall be limited to those reasonable and documented direct costs of labor, materials, equipment, and supervision solely and directly attributable to the actual acceleration activity necessary to bring the Work back within the then existing approved construction schedule. These direct costs include the premium portion of overtime pay, additional crew, shift, or equipment costs if requested in advance by the Contractor and approved in writing by the Owner. A percentage markup for the prorated cost of premium on the existing performance and payment bonds and required insurance; provided however, not to exceed five (5%) per cent, will be allowed on the claimed acceleration costs. NO OTHER MARKUP FOR PROFIT, OVERHEAD (INCLUDING BUT NOT LIMITED TO HOME OFFICE OVERHEAD) OR ANY OTHER COSTS WII,L BE ALLOWED ON ANY ACCELERATION CLAIM. The Owner shall not be liable for any costs related to an acceleration claim other than those described in this Clause (i)(3). DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (i) Waiver of Claims; Final Payment. The making of final payment shall constitute a waiver of claims by the Owner except those arising from: (1) claims, security interests, purported liens, or other attempted encumbrances arising out of the Contract and remaining unsettled; (2) defective or nonconforming Work appearing after Substantial Completion; (3) latent defects, as defined in Subparagraph 12.2(d), appearing after Final Completion; or (4) the terms of general and special warranties required by the Contract Documents or allowed or implied by law. (k) THE CONTRACTOR SHALL NOT BE ENTITLED TO RECOVER ATTORNEY' S FEES AS A PART OF ANY CLAIM MADE UNDER THE CONTRACT DOCUMENTS OR IN ANY SUBSEQUENT LAWSUIT OR ALTERNATNE DISPUTE RESOLUTION PROCEEDING. (1) No Waiver of Governmental Immunity. NOTHING IN THE CONTRACT DOCUMENTS SHALL BE CONSTRUED TO WAIVE THE OWNER' S GOVERNNIENTAL IMMUNITY FROM LAWSUIT, WHICH IMMUNITY IS EXPRESSLY RETAINED TO THE EXTENT IT IS NOT CLEARLY AND UNAMBIGUOUSLY WANED BY APPLICABLE STATE LAW. ARTICLE 5 - SUBCONTRACTORS 51 DEFINITIONS OF SUBCONTRACTOR (a) A Subcontractor is person or entity who has a direct Contract with the Prime Contractor to perform a portion of the Work at the Project site or to supply materials or equipment to the Prime Contractor by purchase or lease for use in performance of or incorporation into the Work The term "Subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term "Subcontractor" does not include a separate contractor or subcontractors of a separate contractor. (b) A Sub-subcontractor is a person or entity who has a direct or indirect Contract with a Subcontractor to perform a portion of the Work at the Project site or to supply materials or equipment to the Subcontractor or another Sub-subcontractor by purchase or lease for use in performance of or incorporation into the Work The term "Sub-subcontractor" is referred to throughout the Contract Documents as if singular in number and means a Sub- subcontractor or an authorized representative of the Sub-subcontractor. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK (a) Immediately after the award of the Contract by the Owner, and before the Building Construction Services Agreement is signed by the Prime Contractor and the Owner, the Prime Contractor shall furnish to the Architect/Engineer in writing, for acceptance by the Owner and the Architect/Engineer, a list of the names, addresses, telephone numbers, M/WBE certification numbers (where applicable), and type of work of the Subcontractors (including those who are to furnish materials or equipment fabricated to a special design), proposed for the principal portions of the Work, including furnishings when made a part of the Contract. The Prime Contractor shall immediately notify the Owner in writing of any changes in the list as they occur. The Architect/Engineer will promptly reply to the Contractor in writing stating whether or not the Owner or the Architect/Engineer, after due investigation, has reasonable objection to any such proposed person or entity. Failure of the Owner or Architect/Engineer to reply promptly shall constitute notice of no reasonable obj ection. (b) The Prime Contractor shall not Contract with a proposed person or entity to whom the Owner or Architect/Engineer has made reasonable and timely obj ection. (c) Architect/Engineer's and Owner's approval of or objection to any Subcontractor or of a particular process or material will not relieve the Prime Contractor of his responsibility for performance of Work as called for under the Contract Documents, and shall not provide a basis for any claim for additional time or money on the part of the Prime Contractor. Approval shall not be construed to create any contractual relationship between the Subcontractor and either the Owner or Architect/Engineer. In no event shall the Contract Sum be increased as a result of the rejection of any Subcontractor. (d) The Prime Contractor shall not change a Subcontractor previously selected if the Owner or Architect/Engineer makes reasonable objection to such change. 5.3 SUBCONTRACTUAL RELATIONS (a) By appropriate agreement, written where legally required for validity, the Prime Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Prime Contractor by the terms of the Contract Documents (including but not limited to these General Conditions), and to assume toward the Prime Contractor all the obligations and responsibilities which the Prime Contractor, by the Contract Documents, assumes toward the Owner and the Architect/Engineer. Each subcontract agreement shall preserve and protect the rights of the Owner and the Architect/Engineer under the Contract Documents (including but not limited to these General Conditions) with respect to the Work to be performed by the Subcontractor so that subcontracting will not prejudice the rights of the Owner and the Architect/Engineer. Where appropriate, the Prime Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors. The Prime Contractor shall make available to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contract Documents to which the Subcontractor is to be bound. Subcontractors shall DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 similarly make copies of applicable portions of such Documents available to their respective proposed Sub-subcontractors. (b) The Prime Contractor is solely responsible for making payments properly to the Prime Contractor's Subcontractors on the Project. During performance of the Work, the Prime Contractor shall comply with the following additional rules regarding Subcontractor payments: (1) The Prime Contractor shall submit, beginning with the Second Application and Certificate for Payment, a Subcontractor Payment Report (the "Report") with each Application and Certificate for Payment. The Report shall show all payments made to date by the Prime Contractor (plus existing retainage) to each Subcontractor involved in the Project. The Report shall be made on a form approved and supplied by the Owner. As an alternative to the Report, the Prime Contractor may furnish Affidavits of Payment Received with the Application and Certificate for Payment, which affida�its shall be executed by each Subcontractor owed money and paid by Subcontractor during the previous progress payment period for work or materials furnished on the Project. RECEIl'T BY THE OWNER OF THE REPORT OR AFFIDAVITS OF PAYMENT RECENED SHALL BE A CONDITION PRECEDENT TO PAYMENT ON ANY APPLICATION FOR PAYMENT . (2) If, for any reason, the Prime Contractor is withholding payment to a Subcontractor due to a dispute or other problem with performance, the Prime Contractor shall note the amount withheld and further note that the payment is in dispute. The Owner may, in its sole discretion, require the Prime Contractor to document and verify the dispute or other problem in question. (3) The Owner reserves the right in its sole discretion, to withhold payment to the Prime Contractor pursuant to Paragraph 9.5(a) of the General Conditions, should it appear from the Report, statements of payment received or other information furnished to the Owner that: (i) the Report has not been properly completed; (ii) the Prime Contractor has knowingly provided false information regarding payment of any Subcontractor; or (iii) the Prime Contractor has otherwise failed to make payments properly to any Subcontractor. (4) THE PRIME CONTRACTOR SHALL NOT HAVE ANY RIGHT TO MAKE A CLAIM FOR ADDITIONAL TIME OR ADDITIONAL COMPENSATION AS A RESULT OF THE OWNER'S OR ARCHITECT/ENGINEER'S ENFORCEMENT OF THIS SUBPARAGRAPH 5.3(b). NO PROVISION OF THIS SUBPARAGRAPH OR ANY OF THE CONTRACT DOCUMENTS SHALL BE CONSTRUED TO CREATE A CONTRACTUAL RELATIONSHIl', EXPRESS OR IMPLIED, BETWEEN ANY SUBCONTRACTOR AND EITHER THE OWNER OR THE DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 ARCHITECT/ENGINEER AND SHALL NOT BE CONSTRUED TO MAKE ANY SUBCONTRACTOR OR ANY OTHER PERSON OR ENTITY, A THIIZD-PARTY BENEFICIARY OF THE CONTRACT BETWEEN THE OWNER AND THE PRIME CONTRACTOR. 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS In the event of a termination of this Contract by the Owner under Article 14, the Prime Contractor shall, if requested in writing by the Owner, within fifteen (15) days after the date notice of termination is sent, deliver and assign to Owner, or any person or entity acting on the Owner's behalf, any or all subcontracts made by Prime Contractor in the performance of the Work, and deliver to the Owner true and correct originals and copies of the subcontract documents. In the event assignment is not requested by the Owner, Prime Contractor shall terminate all subcontracts to the extent that Owner has not directed assignment of same and to the extent that they relate to the performance of Work terminated by the notice of termination. ARTICLE 6- CONSTRUCTION BY THE OWNER/ SEPARATE CONTRACTORS 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION AND TO AWARD SEPARATE CONTRACTS (a) The Owner reserves the right to perform construction or operations related to the Project with the Owner's own forces, and to award separate contracts in connection with other portions of the Project or other construction or operations on the Project site under Conditions of the Contract identical or substantially similar to these General Conditions, including those portions related to insurance and waiver of subrogation. If the Prime Contractor claims that delay or additional cost is involved because of such action by the Owner, the Prime Contractor shall make a claim as provided elsewhere in, and in accordance with the Contract Documents. (b) When separate Contracts are awarded for different portions of the Project or other construction or operations on the Proj ect site, the term "Contractor" in the Contract Documents in each case shall mean the Contractor who executes each separate Building Construction Services Agreement with the Owner. (c) The Owner shall provide for coordination of the activities of the Owner's own forces and of each separate contractor with the Work of the Prime Contractor, who shall cooperate with them. The Prime Contractor shall participate with other separate contractors and the Owner in reviewing their construction schedules when directed to do so. The Prime Contractor shall, with the approval of the Owner, make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the Prime Contractor, separate contractors, and the Owner until subsequently revised by mutual agreement or by written Change Order. If the Prime Contractor believes it is entitled to an adjustment of the Contract Sum under the circumstances, the Prime Contractor shall submit a written proposal for a Change Order pursuant to Article 7 of the General Conditions. In the event DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 the Prime Contractor's Change Order proposal is denied by the Owner, the Prime Contractor must submit any Claim pursuant to Paragraph 4.3 of the General Conditions. (d) Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subject to the same obligations and to have the same rights which apply to the Prime Contractor under these General Conditions, including, without excluding others, those stated in Article 3, this Article 6, and Articles 10, 11 and 12. 6.2 MUTUAL RESPONSIBILITY (a) The Prime Contractor shall afford the Owner and separate contractors' reasonable opportunity for access to and storage of their materials and equipment and the performance of their activities and shall coordinate the Prime Contractor's construction and operations with the separate contractors as required by the Contract Documents. (b) If part of the Prime Contractor's Work depends for proper execution or results upon construction or operations by the Owner or a separate contractor, the Prime Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Architect/Engineer apparent discrepancies or defects in the other construction that would render it unsuitable for proper execution and results. Failure of the Prime Contractor to so report shall constitute an acknowledgment that the Owner's or separate contractors completed or partially completed construction is fit and proper to receive the Prime Contractor's Work, except as to defects not then reasonably discoverable. (c) The Owner shall not be liable to the prime Contractor for damages suffered by the Prime Contractor due to the fault or negligence of a separate contractor or through failure of a separate contractor to carry out the directions of the Owner or the Architect/Engineer. Should any interference occur between the Prime Contractor and a separate contractor, the Architect/Engineer or the Owner may furnish the Prime Contractor with written instructions designating priority of effort or change in methods, whereupon the Prime Contractor shall immediately comply with such direction. In such event, the Prime Contractor shall be entitled to an extension of the Contract Time only for unavoidable delays verified by the Architect/Engineer; no increase in the Contract Sum, however, shall be due to the Prime Contractor. (d) The Prime Contractor shall promptly remedy damage wrongfully caused by the Prime Contractor to completed or partially completed construction or to property of the Owner or separate contractors as provided in Subparagraph 102(e). (e) Should the Prime Contractor cause damage to the work or property of any separate contractor on the Proj ect, the Prime Contractor shall, upon due notice, settle with the separate contractor by agreement, if the separate contractor will so settle. If the separate contractor sues the Owner or submits a claim on account of any damage alleged to have been so sustained, the Owner shall notify the Prime Contractor who shall defend such proceedings, at the Prime Contractor's sole expense, and if any judgment or award against the Owner arises from the separate contractor's claim, the Prime Contractor shall fully pay DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 or satisfy it and shall reimburse the Owner for any and all attorney's fees and costs which the Owner has incurred. (f) The Owner and each separate contractor shall have the same responsibilities for cutting and patching as are described for the Prime Contractor in Paragraph 3.14. 6.3 OWNER'S RIGHT TO CLEAN UP If a dispute arises among the Contractor, separate contractors and the Owner as to the responsibility under their respective contracts for maintaining the Project Site and surrounding area free from waste materials and rubbish as described in Paragraph 3.15, the Owner may clean up, but is not obligated to do so, and Owner shall allocate the cost among those parties responsible, as the Architect/Engineer recommends to be just. ARTICLE 7 - AMENDMENTS 71 CHANGE ORDERS (a) A Change Order is a written order to the Contractor, signed by the Owner and the Architect/Engineer, issued after execution of the Contract, authorizing a change in the Work, an adjustment in the Contract Sum, or an adjustment to the Contract Time, consistent with other applicable provisions of this Contract. The Owner, without invalidating the Contract and without requiring notice of any kind to the sureties, may order changes to the scope of Work under the Contract by additions, deletions, or other revisions, the Contract Sum and Contract Time to be adjusted consistent with other applicable provisions of this Contract. All Change Orders shall be executed on a Change Order form approved by the Owner and the Owner's City Attorney. (b) In addition to the Owner and the Architect/Engineer, the Contractor shall sign all Change Orders to verify and confirm the terms and conditions established by Change Order; however, should the Contractor refuse to sign a Change Order, this shall not relieve him of his obligation to perform the change directed by the Owner and the Architect/Engineer to the best of his ability in accordance with the provisions of this Article 7. A Change Order signed by the Contractor indicates his agreement with all of the changes approved, including the adjustment in the Contract Sum or the Contract Time. EACH CHANGE ORDER SHALL BE SPECIFIC AND FINAL AS TO PRICES AND EXTENSIONS OF TIME, WITH NO RESERVATIONS OR OTHER PROVISIONS ALLOWING FOR FUTURE ADDITIONAL MONEY OR TIME AS A RESULT OF THE PARTICULAR CHANGES IDENTIFIED AND FULLY COMPENSATED IN THE CHANGE ORDER. The execution of a Change Order by the Contractor shall constitute conclusive evidence of the Contractor's agreement to the ordered changes in the Work The Contractor forever releases any claim against the Owner for additional time or compensation for matters relating to or arising out of or resulting from the Work included within or affected by the executed Change Order. This release applies to claims related to the cumulative impact of all Change Orders and to any claim related to the effect of a change on other Work. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (c) No extra work (except under emergency conditions) or changes shall be made nor shall any substitutions, changes or additions to or omissions or deviations from the requirements of the Drawings and Specifications be made unless pursuant to a written Change Order signed by the Owner and the Architect/Engineer, it being expressly understood that the Owner shall not be liable for the cost of extra work or any substitution, change, addition, omission or deviation from the requirements of the Drawings or Specifications unless the same shall have been authorized in writing by the Owner and the Architect/Engineer in a written change order or other Amendment. The provisions of this Paragraph 7.1 shall control in the event of any inconsistency between such provisions and the other provisions of this Article 7. See Subparagraph 10.3(a) of the General Conditions for Change Orders under emergency conditions. (d) The method of determining the cost or credit to the Owner for any change in the Work shall be one of the following: (1) mutual acceptance of a not-to-exceed lump-sum amount properly itemized and supported by sufficient substantiating data to permit evaluation; or (2) unit prices stated in the Contract Documents or subsequently agreed upon; or (3) cost to be determined in a manner agreed upon by the parties and a mutually acceptable fixed or percentage fee; or (4) the force account method provided in Subparagraph 71(e) (e) If the parties cannot agree to one of the methods of calculating cost provided in Clauses (d) (1), (d) (2), or (d) (3), or if the parties agree to a method but cannot agree on a final dollar figure; or if the Contractor for whatever reason refuses to sign the Change Order in question; the Contractor, provided he receives a written order signed by the Owner, shall promptly proceed with the Work involved. The cost of the Work involved shall then be calculated on the basis of the reasonable jobsite expenditures and savings of those performing the Work attributable to the changes, including a reasonable allowance for overhead and profit, such allowance in any case never to exceed fifteen (15%) per cent. In such case, the Contractor shall keep an itemized accounting of the Work involved, on a daily basis, in such form and with the appropriate supporting data as the Architect/Engineer and Owner may prescribe. Sworn copies of the itemized accounting shall be delivered to the Architect/Engineer each day during the performance of force account work, with copies to the Owner. FAILURE OF THE CONTRACTOR TO SUBMIT THE SWORN-TO ITEMIZED ACCOUNTING DAILY AS REQUIIZED HEREIN SHALL CONSTITUTE A WANER BY THE CONTRACTOR OF ANY RIGHT TO DISPUTE THE OWNER'S DETERMINATION OF THE AMOUNT DUE THE CONTRACTOR FOR FORCE ACCOLTNT WORK. Costs to be charged under this Subparagraph for force account work are limited to the following: DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (1) costs of labor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and worker's compensation insurance; (2) costs of materials, supplies and equipment (but not to include off-site storage unless approved in writing by the Owner), whether incorporated or consumed; (3) rental costs of machinery and equipment, exclusive of hand tools, whether rented from the Contractor or others; (4) costs of premiums for all bonds and insurance related to the Work; and (5) additional costs of supervision and field office personnel directly attributable to the changed Work Pending final determination of cost to the Owner, payment of undisputed amounts on force account shall be included on the Architect/Engineer's Certificate of Payment as work is completed. (f) The amount of credit to be allowed to the Owner for any deletion of Work or any other change which results in a net decrease of the Contract Sum shall be the amount of actual net cost confirmed by the Architect/Engineer plus the stated percentage for overhead and profit. When both additions and deletions or credits covering related Work or substitutions are involved in any one change, the allowance for overhead and profit shall be figured on the basis of the net increase or decrease with respect to that change. 7.2 SUPPLEMENTAL AGREEMENTS A written Supplemental Agreement can also be used to implement changes in the Work instead of a Change Order form, including but not limited to situations involving partial occupancy of the Work under Paragraph 9.8, a change made to the Drawings or the Specifications without an increase in the Contract Sum, or special circumstances where it is necessary or more appropriate for the Owner to use a Supplemental Agreement. Written Supplemental Agreements shall have a status equal to that of Change Orders for purposes of priority of Contract Documents interpretation, except that to the extent of a conflict, later Supplemental Agreements in time control over earlier Supplemental Agreements, and the latest Change Order or Supplemental Agreement in time controls over earlier dated Change Orders and Supplemental Agreements. The rules of Subparagraphs 71(b) through (f) shall also apply to the negotiation and execution of Supplemental Agreements. 7.3 MINOR CHANGES IN THE WORK The Architect/Engineer, after notifying the Owner, shall be authorized to order minor changes in the Work not involving an adjustment in the Contract Sum or an extension of the Contract Time and not inconsistent with the intent of the Contract Documents. Minor changes shall be effected by written order, and shall be binding on the Owner and the Contractor. The Contractor shall carry out such written orders promptly. These written orders shall not be deemed to change or impact the Contract Sum or the Contract Time. Contractor shall have no Claim for any minor change ordered to the Work under this Paragraph 7.3 unless the Contractor submits its change proposal, prior to complying with the minor change ordered and in no event later than ten (10) working days from the date the minor change was ordered, to the Owner for approval. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 7.4 TIME REQUIRED TO PROCESS AMENDMENTS (a) All of the Contractor's responses to proposal requests shall be accompanied by a complete, itemized breakdown of costs. Responses to proposal requests shall be submitted sufficiently in advance of the required work to allow the Owner and the Architect/Engineer a minimum of thirty (30) calendar days after receipt by the Architect/Engineer to review the itemized breakdown and to prepare or distribute additional documents as may be necessary. All of the Prime Contractor's responses to proposal requests shall include a statement that the cost described in the response represents the complete, total and final cost and additional Contract Time associated with the extra work, change, addition to, omission, deviation, substitution, or other grounds for seeking extra compensation under the Contract Documents, without reservation or further recourse. (b) All Amendments require approval by either the City Council or, where authorized by the State law and City ordinance, by the City Manager pursuant to Administrative Action. The approval process requires a minimum of forty-five (45) calendar days after submission to the Owner in final form with all supporting data. Receipt of a submission by Owner does not constitute acceptance or approval of a proposal, nor does it constitute a warranty that the proposal will be authorized by City Council Resolution, Ordinance or Administrative Action. THE TIME REQUIIZED FOR THE APPROVAL PROCESS SHALL NOT BE CONSIDERED A DELAY AND NO EXTENSIONS TO THE CONTRACT TIME OR INCREASE IN THE CONTRACT SUM WII,L BE CONSIDERED OR GRANTED AS A RESULT OF THIS PROCESS. Pending the approval described above, the Contractor will proceed with the work under a pending Amendment only if directed in writing by the Owner. ARTICLE 8 - CONTRACT TIME 81 DEFINITIONS (a) Unless otherwise provided, the Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. (b) The date of commencement of the Work is the date established in the Notice to Proceed from the Owner. The date of commencement shall not be postponed by the failure of the Prime Contractor, or of persons or entities for whom the Prime Contractor is responsible to act promptly to commence the Work If the Owner unreasonably delays the issuance of the notice to proceed, through no fault of the Prime Contractor, the Prime Contractor shall be entitled only to an equitable extension of the Contract Time; the Contract Sum shall remain unchanged. (c) The date of Substantial Completion is the date certified by the Architect/Engineer in accordance with Paragraph 9.7. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (d) The term "day" as used in the Contract Documents shall mean a calendar day, beginning and ending at 12:00 midnight, unless otherwise specifically defined by special provision. 8.2 PROGRESS AND COMPLETION (a) Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Building Construction Services Agreement, the Prime Contractor confirms that the Contract Time is a reasonable period for performing the Work. (b) The Prime Contractor shall not knowingly, except by agreement with or instruction of the Owner in writing, prematurely commence operations on the Project site or elsewhere prior to the effective date of insurance to be furnished by the Prime Contractor as required by Article 1 l. The date of commencement of the Work shall not be changed by the effective date of insurance required by Article 11. 8.3 DELAYS AND EXTENSIONS OF TIME (a) If the Prime Contractor is delayed at any time in the progress of the Work by an act or neglect of the Owner or Architect/Engineer, or of an employee of either, or of a separate contractor employed by the Owner, or by changes ordered in the Work, or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes beyond the Prime Contractor's control, or by delay authorized by the Owner pending a claim, or by other causes which the Architect/Engineer determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect/Engineer and Owner may determine. (b) Claims relating to Contract Time and time extensions shall be made in accordance with the applicable provisions of Paragraph 4.3. (c) No Damages for Delay. NOTWITHSTANDING ANY OTHER PROVISIONS OF THE CONTRACT DOCUMENTS, INCLUDING THE GENERAL CONDITIONS, NO ADNSTMENT SHALL BE MADE TO THE CONTRACT SUM AND THE PRIME CONTRACTOR SHALL NOT BE ENTITLED TO CLAIM OR RECENE ANY ADDITIONAL COMPENSATION AS A RESULT OF OR ARISING OUT OF ANY DELAY, HINDRANCE, DISRUPTION, FORCE MAJEURE, IMPACT, OR INTERFERENCE, INTENTIONAL OR UNINTENTIONAL, FORESEEN OR UNFORESEEN, WHICH INCREASES THE TIME TO COMPLETE THE WORK, INCLUDING BUT NOT LIMITED TO ANY DELAYS CAUSED IN WHOLE OR IN PART BY THE ACTS, OMISSIONS, FAILURES, NEGLIGENCE, OR FAULT OF THE OWNER, THE ARCHITECT/ENGINEER, OR THE OWNER'S REPRESENTATNE, AN EXTENSION OF THE CONTRACT TIME UNDER SUBPARAGRAPH 83(a) BEING THE PRIME CONTRACTOR'S SOLE REMEDY. (d) The Owner shall have the right to occupy, without prejudice to the right of either party, any completed or largely completed portions of the structure or Work, notwithstanding the fact that the Contract Time for completing all or a portion of the Work may not have DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 expired. Partial occupancy and use shall not be deemed as an acceptance of the Work taken or used. (e) The Prime Contractor shall promptly suspend the Work when either the Prime Contractor or the Owner is ordered to do so by a court order from a court having lawful jurisdiction, and the Prime Contractor will not be entitled to additional compensation by virtue of any delays resulting from the court order. The Prime Contractor will also not be liable to the Owner for a delay caused in fact by the Work being suspended by a court order. (f) The Architect/Engineer, with the consent of the Owner, shall have the authority to suspend the Work, in whole or in part, for such period or periods as the Architect/Engineer deems necessary due to unusual or severe weather conditions as are considered unfavorable for the suitable prosecution of the Work, or due to failure on the part of the Prime Contractor to correct conditions considered unsafe for workmen or the general public. If it should become necessary to stop the Work for an indefinite period, the Prime Contractor shall store all materials in such a manner that they will not obstruct or impede the public unnecessarily or become damaged in any way, and shall take every precaution to prevent damage or deterioration of the Work performed. In cases of suspension of the Work under this Subparagraph, the Prime Contractor shall also provide suitable drainage about the Work and erect temporary structures where necessary. The Prime Contractor shall not suspend the Work in whole or in part without written authority from the Architect/Engineer or the Owner, and shall resume the Workpromptly when notified by the Architect/Engineer or the Owner to resume operations. (g) In the event of a delay that is the responsibility of the Prime Contractor or any of the Subcontractors, for which the Prime Contractor is not entitled to a time extension under the provisions of this Contract, the Owner may direct that the Work be accelerated by means of overtime, additional crews or additional shifts, or resequencing. This acceleration shall be at no cost to the Owner and will continue until the Contract Time is restored. In the event of a delay for which the Prime Contractor is entitled to a time extension, as determined by the Architect/Engineer, Owner may similarly direct acceleration and the Prime Contractor agrees to perform same on the basis that the Prime Contractor will be reimbursed only to the extent described in Subparagraph 43(i). THE PRIME CONTRACTOR EXPRESSLY WANES ANY OTHER COMPENSATION RESULTING FROM ACCELERATION, SUCH AS LOSS OF LABOR PRODUCTNITY OR EFFICIENCY. ARTICLE 9- PAYMENTS AND COMPLETION 91 CONTRACT SUM The Contract Sum is stated in the Building Construction Services Agreement and, including authorized adjustments, is the total amount of compensation payable by the Owner to the Prime Contractor for the performance of the Work under the Contract Documents. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 9.2 SCHEDULE OF VALUES Before the first Application for Payment, the Prime Contractor shall submit to the Architect/Engineer a schedule of values allocated to various portions of the Work, prepared in such form and supported by such data to substantiate its accuracy as the Architect/Engineer may require. This schedule, when approved by the Architect/Engineer and the Owner, shall be used as a basis for the Prime Contractor's Application for Payment. The schedule of values shall follow the trade division of the Specifications. Prime Contractor's Application for Payment shall be filed on the current version of AIA Form G702 (Application and Certificate for Payment), as approved by the Owner. 9.3 APPLICATIONS FOR PAYMENT (a) At least ten (10) days before the date established for each progress payment, the Prime Contractor shall submit to the Architect/Engineer an itemized Application for Payment for Work completed in accordance with the schedule of values. The Application shall be notarized, if required, and supported by data substantiating the Prime Contractor's right to payment as the Owner or Architect/Engineer may require, including but not limited to copies of requisitions from Subcontractors and material suppliers, and reflecting the applicable retainage as required in the Contract Documents. Prime Contractor's Application for Payment shall also provide other supporting documentation as the Owner or the other applicable provisions of the Contract Documents may require. (b) Applications for Payment may not include requests for payment of amounts the Prime Contractor does not intend to pay to a Subcontractor because of a good faith dispute, unless the Prime Contractor complies with Clause 5.3(b) (2) of these General Conditions and the Prime Contractor's Payment Bond Surety consents in writing to payment to the Prime Contractor of the funds deemed to be in dispute. (c) Unless otherwise provided in the Contract Documents, progress payments shall include payment for materials and equipment delivered and suitably stored at the Project site for subsequent incorporation into the Work within thirty (30) days after delivery to the Project site. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored away from the Project site at a location agreed upon in writing. Payment for costs incurred in storage of materials or equipment away from the Project site will NOT be made by Owner unless: (1) the Owner has given prior approval of such off-site storage in writing; (2) the materials or equipment are stored in a bonded warehouse located in Denton County and identified with the Project for which they are stored, as evidenced by warehouse receipts and appropriate documents of title; and (3) the materials or equipment stored off-site will be incorporated into the Work within thirty (30) days after delivery. STORAGE IN FACILITIES OF THE MANUFACTURER OR THE PRIME CONTRACTOR WII,L NOT BE PERMITTED OR PAID FOR, UNLESS THE OWNER HAS EXPRESSLY GNEN PRIOR APPROVAL OF SUCH STORAGE IN WRITING. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (d) The Prime Contractor warrants that title to all Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Prime Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received from the Owner shall be free and clear of liens, claims, security interests or encumbrances in favor of the Prime Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials, and equipment relating to the Work. (e) All materials or equipment delivered to the Project site earlier than thirty (30) days prior to an approved schedule for delivery to the Project site shall be classified as an "early delivery." All early delivery materials or equipment must have the express written permission of the Owner to be stored on the Project site. If any unauthorized early delivery occurs, Prime Contractor shall, at Prime Contractor's expense or at the expense of the responsible Subcontractor or Supplier, cause such early delivery to be removed from the Project site and stored off-site until required at the Project site. All costs of labor, transportation and storage will be included as part of the expense. If the Prime Contractor fails or refuses to remove unauthorized early delivery materials, the Owner may cause such materials to be removed at the Prime Contractor's sole expense, and amounts may be withheld from the Prime Contractor's Application for Payment to reimburse the Owner for any costs incurred in removing unauthorized early delivery materials. OWNER WII,L NOT BE RESPONSIBLE FOR THE PROTECTION OF OR RISK OF LOSS ON ANY EARLY DELNERY MATERIALS OR EQUIl'MENT, NOR WII,L OWNER BE LIABLE FOR ANY PAYMENT FOR THE EARLY DELNERY MATERIALS OR EQUIl'MENT. Any materials or equipment classified as early delivery will not be approved for payment as stored materials prior to thirty (30) days before the incorporation of the materials or equipment into the Work, unless storage and payment at an earlier date is expressly approved in writing by the Owner. (f) If the Contract Sum is equal to or less than $25,000, and if performance and payment bonds are not furnished by the Contractor, then no payment applied for will be payable under the Contract until the Work has been finally completed and accepted. 9.4 CERTIFICATES FOR PAYMENT (a) The Architect/Engineer will, within ten (10) days after receipt of the Prime Contractor's Application for Payment, either issue to the Owner a Certificate for Payment, with a copy to the Prime Contractor, for such amount as the Architect/Engineer determines is properly due, or notify the Prime Contractor and Owner in writing of the Architect/Engineer's reasons for withholding certification in whole or in part as provided in: (a) City of Denton "General Conditions for Building Construction." (b) Subparagraph 9.5(a). The Certificate for Payment shall be issued on the current version of AIA Form G702 (Application and Certificate for Payment) as approved by the Owner. (c) The issuance of a Certificate for Payment will constitute a representation by the Architect/Engineer to the Owner, based on the Architect/Engineer's observations at the site and the data comprising the Application for Payment, that the Work has progressed to the point indicated and that, to the best of the Architect/Engineer's knowledge, information and belief, quality of the Work is in accordance with the Contract Documents. The DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 foregoing representations are subject to an evaluation of the Work for conformance with the Contract Documents upon Substantial and Final Completion, to results of subsequent tests and inspections, to minor deviations from the Contract Documents correctable prior to Final Completion and to specific qualifications expressed by the Architect/Engineer. The issuance of a Certificate for Payment will further constitute a representation that the Prime Contractor is entitled to payment in the amount certified, subject to the Owner's approval. The issuance of a Certificate for Payment is not a representation that the Architect/Engineer has: (1) made exhaustive or continuous on-site inspections to check the quality or quantity of the Work; (2) reviewed construction means, methods, techniques, sequences or procedures; (3) reviewed copies of requisitions received from Subcontractors and material suppliers and other data requested by the Owner to substantiate the Prime Contractor's right to payment; or (4) made examination to ascertain how or for what purpose the Prime Contractor has used money previously paid on account of the Contract Sum. (d) Whenever the Application for Payment for Work done since the last previous Application for Payment exceeds one hundred dollars ($100.00) in amount, Owner will pay a percentage of the Application, less applicable retainage, to the Prime Contractor within thirty (30) days following Owner's receipt and approval of the Certificate for Payment certified by the Architect/Engineer. The Application may include acceptable nonperishable materials delivered to the Work or stored as provided for in Paragraph 93(c) and the payment will be allowed on the net invoice value, less taxes and applicable retainage. (e) The City is required to withhold five percent (5%) retainage for public works contracts in which the total contract price estimate at the time of execution is more than $400,000; however, this requirement is applied by the City for all public works contracts in excess of $50,000. The retainage will be withheld by the Owner from each progress payment until final completion of the Work by the Contractor, approval of final completion by the Architect/Engineer, and final acceptance of the Work by the Owner. Unless otherwise required by state law, the retainage percentage as specified above is based upon the original Contract Sum, and will not be affected in the event the original Contract Sum is subsequently increased by Change Order. (f) No progress payments shall be made on contracts where performance and payment bonds are not required or furnished. In such instances, payment for the Work performed will be made upon final completion and acceptance by the Owner of all Work. 9.5 DECISIONS TO WITHHOLD CERTIFICATION (a) The Architect/Engineer or the Owner may decide not to certify payment and may withhold a Certificate for Payment in whole or in part, to the extent reasonably necessary to protect the Owner's interest, if in the Architect/Engineer's or Owner's opinion the representations to the Owner required by Subparagraph 9.4(b) cannot be made. If the Architect/Engineer or the Owner is unable to certify payment in the amount of the Application, the DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Architect/Engineer or the Owner will notify the Prime Contractor as provided in Subparagraph 9.4(a). If the Prime Contractor and Architect/Engineer or the Owner cannot agree on a revised amount, the Architect/Engineer will promptly issue a Certificate for Payment for the amount for which the Architect/Engineer is able to make the required representations to the Owner. The Architect/Engineer or the Owner may also decide not to certify payment or, because of subsequently discovered evidence or subsequent observations, may nullify the whole or a part of a Certificate for Payment previously issued to such extent as may be necessary, in the Architect/Engineer's or Owner's opinion, to protect the Owner from loss because of: (1) defective or nonconforming Work not remedied; (2) third-party claims filed or reasonable evidence indicating probable filing of such claims; (3) failure of the Prime Contractor to make payments properly to Subcontractors or for labor, materials, or equipment; (4) reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Sum; (5) damage to the Owner or another contractor; (6) reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or damages for the anticipated delay; (7) persistent failure to carry out the Work in accordance with the Contract Documents; or (8) mathematical or other errors that are discovered in the Application for Payment. (b) When all of the above reasons that existed for withholding certification are removed or remedied, then, at that time, certification will be made for amounts previously withheld. (c) The Owner may, at its option, offset any progress payment or final payment under the Contract Documents against any debt (including taxes) lawfully due to the Owner from the Prime Contractor, regardless of whether the amount due arises pursuant to the terms of the Contract Documents or otherwise, and regardless of whether or not the debt due to the Owner has been reduced to judgment by a court. 9.6 PROGRESS PAYMENTS (a) After the Architect/Engineer has issued a Certificate for Payment, the Owner shall make payment in the manner and within the time provided in the Contract Documents, and shall so notify the Architect/Engineer. The Owner shall not be liable for interest on any late or delayed progress payment or final payment caused by any claim or dispute, any discrepancy in quantities, any failure to provide supporting documentation or other information required with the Application for Payment or as a precondition to payment under the Contract Documents, or due to any payment the Owner or the Architect/Engineer has a right to withhold or not certify under the Contract Documents. Notwithstanding the foregoing, the Owner may refuse to make payment on any Certificate for Payment (including, without limitation, the final Certificate for Payment) for any default under the Contract Documents, including but not limited to those defaults set forth in Subparagraph DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 9.5(a), Clauses (1) through (7). The Owner shall not be deemed in default by reason of withholding payment while any Prime Contractor default remains uncured. (b) The Prime Contractor shall promptly pay each Subcontractor, upon receipt of payment from the Owner, out of the amount paid to the Prime Contractor on account of each Subcontractor's portion of the Work, the amount to which said Subcontractor is entitled, reflecting percentages actually retained from payments to the Prime Contractor on account of such Subcontractors portion of the Work The Prime Contractor shall, by appropriate agreement with each Subcontractor, require each Subcontractor to make payments to Sub- subcontractors in similar manner. (c) The Architect/Engineer will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Prime Contractor and action taken thereon by the Architect/Engineer and the Owner on account of portions of the Work done by such Subcontractor. (d) Neither the Owner nor the Architect/Engineer shall have an obligation to pay or to see to the payment of money to a Subcontractor except as may otherwise be required by law. That obligation belongs to the Prime Contractor or, in the event of the Prime Contractor's failure to pay a Subcontractor, to the Surety on the Payment Bond as required under Paragraph 113. (e) Payment to material suppliers shall be treated in a manner similar to that provided in Subparagraphs 9.6(b), (c), and (d). (f) A Certificate for Payment, a progress payment, or partial or entire use or occupancy of the Project by the Owner shall not constitute acceptance of Work not performed in accordance with the Contract Documents. 9.7 SUBSTANTIAL COMPLETION (a) The Date of Substantial Completion of the Work, or designated portion of the Work, is the date certified by the Architect/Engineer when construction is sufficiently completed in accordance with the City Of Denton General Conditions For Building Construction. (a) the Contract Documents such that the Owner may beneficially occupy and use the Work, or designated portions of the Work, for the purposes for which it is intended and only trivial and insignificant items remain which do not affect the Work as a whole. (b) When the Prime Contractor considers that the Work, or the portion of the Work which the Owner agrees to accept separately, is Substantially Complete, the Prime Contractor shall prepare and submit to the Architect/Engineer a comprehensive list of remaining items to be completed or corrected. The Prime Contractor shall proceed promptly to complete and correct items on the list (hereinafter called the "punch list"). Failure to include an item on the punch list does not alter the responsibility of the Prime Contractor to complete all Work in accordance with the Contract Documents. Upon receipt of the punch list, the Architect/Engineer will make an inspection to determine whether the Work, or designated DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 portion of the Work, is Substantially Complete. If the Architect/Engineer's inspection discloses any item, whether or not included on the punch list, which is not in accordance with the requirements of the Contract Documents and which renders the Work inspected not Substantially Complete the Contractor shall, before issuance of the Certificate of Substantial Completion, complete or correct the item upon notification by the Architect/Engineer. The Prime Contractor shall then submit a request for another inspection by the Architect/Engineer to determine Substantial Completion. When the Work or designated portion of the Work is Substantially Complete, the Architect/Engineer will prepare a Certificate of Substantial Completion which shall establish the date of Substantial Completion, shall establish responsibilities of the Owner and the Prime Contractor for security, maintenance, heat, utilities, damage to the Work and insurance, and shall fix the time within which the Prime Contractor shall finish all items on the punch list accompanying the Certificate. (c) The Certificate of Substantial Completion shall be submitted to the Owner and the Prime Contractor for their written acceptance of responsibilities assigned to them in the Certificate. (d) Upon Substantial Completion of the Work or designated portion thereof and upon application by the Prime Contractor and certification by the Architect/Engineer, the Owner shall make payment, reflecting adjustment in retainage, if any, for the Work, or portion of the Work, as provided in the Contract Documents. 9.8 PARTIAL OCCUPANCY OR USE (a) The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate Supplemental Agreement with the Prime Contractor, provided such occupancy or use is consented to by the insurer as required under Subparagraph 11.2(e) and authorized by public authorities having jurisdiction over the Work Such partial occupancy or use may commence whether or not the portion is Substantially Complete, provided the Owner and Prime Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Prime Contractor considers a portion Substantially Complete, the Prime Contractor shall prepare and submit a list to the Architect/Engineer as provided under Subparagraph 9.7(b). Consent of the Prime Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Prime Contractor or, if no agreement is reached, by decision of the Architect/Engineer. (b) Immediately prior to such partial occupancy or use, the Owner, Prime Contractor, and Architect/Engineer shall jointly inspect the area to be occupied or portion of the Work to be used in order to determine and record the condition of the Work. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (c) Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. 9.9 FINAL COMPLETION AND FINAL PAYMENT (a) Upon receipt of written notice that the Work is ready for final inspection and acceptance and upon receipt of a final Application for Payment, the Architect/Engineer, accompanied by the Owner's representative, will promptly make final inspection and, when the Architect/Engineer finds the Work acceptable under the Contract Documents and the Contract Documents fully performed, the Architect/Engineer will promptly issue a final Certificate for Payment stating that to the best of the Architect/Engineer's knowledge, information and belief, and on the basis of the Architect/Engineer's observations and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Prime Contractor and noted in said final Certificate is due and payable. The Architect/Engineer's final Certificate for Payment will constitute a further representation that conditions listed in Subparagraph 9.9(b) as a condition precedent to the Prime Contractor's being entitled to final payment have been fulfilled. Owner will normally make final payment within thirty (30) days after Owner's receipt and approval of the final Certificate for Payment. Warranties required by the Contract Documents shall commence on the date of Substantial Completion of the Work, unless otherwise provided by separate agreement between the Owner and the Prime Contractor. (b) Neither final payment nor any remaining retained percentage shall become due until the Prime Contractor submits to the Architect/Engineer: (1) an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied; (2) a certificate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be cancelled or allowed to expire until at least thirty (30) days prior written notice has been given to the Owner; (3) a written statement that the Prime Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents; (4) a consent of surety to final payment; and (5) if required by the Owner, other data establishing payment or satisfaction of obligations, such as receipts, releases and waivers of liens, claims, security interests or encumbrances arising out of the Contract, to the extent and in such form as may be designated by the Owner. (c) As a precondition to final payment by the Owner under this Contract, the Prime Contractor's affidavit under Clause (b)(1) shall state that the Prime Contractor has paid DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 each of his subcontractors, laborers or materialmen in full for all labor and materials provided to Contractor for the Work performed under this Contract. In the event the Prime Contractor has not paid each of his subcontractors, laborers or materialmen in full, the Prime Contractor shall state in the affidavit the amount owed and the name of each subcontractor, laborer or materialmen to whom such payment is owed. IN ANY EVENT, THE PRIME CONTRACTOR SHALL BE REQUIIZED TO EXECUTE THE OWNER'S STANDARD AFFIDAVIT OF FINAL PAYMENT AND RELEASE AS A PRECONDITION TO RECEIl'T OF FINAL PAYMENT. (d) If, after Substantial Completion of the Work, final completion of the Work is materially delayed through no fault of the Prime Contractor or by issuance of Change Orders affecting final completion and the Architect/Engineer confirms the delay, the Owner shall, upon application by the Prime Contractor and certification by the Architect/Engineer, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance for Work not fully completed or corrected is less than retainage stipulated in the Contract Documents, and if bonds have been furnished, the written consent of surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to the Architect/Engineer prior to certification of payment. Payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of claims. (e) The acceptance by the Prime Contractor of the final payment shall operate as and shall be a complete release of the Owner from all claims or liabilities under the Contract, for anything done or furnished or relating to the Work or the Project, or for any act or neglect of the Owner relating to or connected with the Work or the Project. ARTICLE 10 SAFETY, SECURITY AND UTILITY PROVISIONS; ENVIRONMENTAL COMPLIANCE 101 SAFETY PRECAUTIONS AND PROGRAMS The Prime Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract, and will comply with all applicable City, County, State and Federal health and safety regulations. 10.2 SAFETY OF PERSONS AND PROPERTY (a) The Prime Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (1) employees on the Work and other persons who may be affected thereby; (2) the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Prime Contractor or the Prime Contractor's Subcontractors or Sub-subcontractors; and DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (3) other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. (b) The Prime Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. (c) The Prime Contractor shall erect and maintain, as required by existing conditions and performance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other warnings against hazards, promulgating safety regulations and notifying owners and users of adjacent sites and utilities. (d) When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Prime Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. (e) USE OF EXPLOSNES - CLAIMS AND TOTAL INDEMNIFICATION. The Owner shall have the right to pre-approve the use of any explosives on the Project; the Prime Contractor shall not assume in its bid that permission to use explosives will be granted. The Owner shall NOT be liable for any claim for additional time or compensation as a result of the Owner's denial of permission to use explosives. Where use of explosives is permitted by the Owner, the Prime Contractor EXPRESSLY AGREES TO BE SOLELY RESPONSIBLE for the determination as to whether explosives shall actually be used, and for any result from the use, handling or storage of explosives, and shall INDEMNIFY, DEFEND AND HOLD COMPLETELY HARMLESS the Owner, its officers, agents and employees, and the Architect/Engineer against any and all claims, lawsuits, judgments, costs or expenses for personal injury (including death), property damage or other harm for which recovery of damages is sought, suffered by any person or persons, as the result of the use, handling or storage of the explosives by the Prime Contractor or any Subcontractor, REGARDLESS OF WHETHER SAID USE, HANDLING OR STORAGE WAS NEGLIGENT OR NOT, AND REGARDLESS OF WHETHER THE DAMAGE OR INNRY WAS CONTRIBUTED TO IN ANY WAY BY THE NEGLIGENCE OR FAULT OF THE OWNER, ITS OFFICERS, AGENTS, EMPLOYEES, OR REPRESENTATNES, OR THE ARCHITECT/ENGINEER AND ITS OFFICERS, AGENTS, EMPLOYEES, OR REPRESENTATNES. In the event of conflict with any other indemnity paragraph in this Contract, this paragraph controls. This indemnity paragraph is intended solely for the benefit of the parties to this Contract and is not intended to create or grant any rights, contractual or otherwise, to or for any other person or entity. The Prime Contractor shall furnish the Owner and the Architect/Engineer with evidence of insurance sufficient to cover possible damage or injury, which insurance shall either include the Owner and the Architect/Engineer as additional insureds or be sufficiently broad in coverage as to fully protect the Owner and the Architect/Engineer. All explosives shall be stored in a safe and secure manner, under the care of a competent watchman at all times, and all storage places shall be marked clearly and conspicuously: "DANGEROUS- EXPLOSNES." The method of storing and handling explosives and highly flammable materials shall conform to Federal and State laws, City of Denton ordinances, and the City DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 of Denton Fire Department regulations. The Prime Contractor shall notify any telecommunications and public utility company and any private property owners having structures in the proximity of the Project Site of the Prime Contractor's intention to use explosives, and such notice shall be given sufficiently in advance to enable the telecommunications and public utility companies and private property owners to take such steps as they may deem necessary to protect their property from injury. The notice shall not relieve the Prime Contractor of any responsibility for damage resulting from any blasting operations. (f) The Prime Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Clauses 10.2(a)(2) and 102(a)(3) caused in whole or in part by the Prime Contractor, a Subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Prime Contractor is responsible under Clauses 10.2(a)(2) and 10.2(a)(3), except damage or loss attributable to acts or omissions of the Owner or Architect/Engineer or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Prime Contractor or any of its Subcontractors. The foregoing obligations of the Prime Contractor are in addition to the Prime Contractor's obligations under Paragraph 3.19. To the extent that any such damage or loss may be covered by property insurance or other insurance required by the Contract Documents, the Owner and the Prime Contractor shall exercise their best efforts to make a claim and obtain recovery from the insurers to provide for the cost, in whole or in part, of the repair work or to provide for reimbursement for such damage or loss. (g) The Prime Contractor shall designate a responsible member of the Prime Contractor's organization at the site whose duty shall be the prevention of accidents. This person shall be the Prime Contractor's superintendent unless otherwise designated by the Prime Contractor in writing to the Owner and Architect/Engineer. (h) The Prime Contractor shall not load or permit any part of the Work or the Project site to be loaded so as to endanger its safety. 10.3 EMERGENCIES In an emergency affecting safety, health, or security of persons or property, the Prime Contractor shall act, at the Prime Contractor's discretion, to prevent threatened damage, injury, or loss. Additional compensation or extension of time claimed by the Prime Contractor on account of an emergency shall be determined as provided in Paragraph 4.3 and Article 7. 10.4 PUBLIC CONVENIENCE AND SAFETY (a) The Prime Contractor shall place materials stored about the Work and shall conduct the Work at all times in a manner that causes no greater obstruction to the public than is considered necessary by the Owner. Sidewalks or streets shall not be obstructed, except by special permission of the Owner. The materials excavated and the construction DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 materials or plant used in the performance of the Work shall be placed in a manner that does not endanger the Work or prevent free access to all fire hydrants, water mains and appurtenances, water valves, gas valves, manholes for the telephone, telegraph signal or electric conduits, wastewater mains and appurtenances, and fire alarm or police call boxes in the vicinity. (b) The Owner reserves the right to remedy any neglect on the part of the Prime Contractor in regard to public convenience and safety which may come to the Owner's attention, after twenty-four (24) hours notice in writing to the Prime Contractor. In case of an emergency, the Owner shall have the right to immediately remedy any neglect without notice. In either case, the cost of any work done by the Owner to remedy the Prime Contractor's neglect shall be deducted from the Contract Sum. The Prime Contractor shall notify the City Traffic Control Department when any street is to be closed or obstructed. The notice shall, in the case of major thoroughfares or street upon which transit lines operate, be forty-eight (48) hours in advance. The Owner reserves the right to postpone or prohibit any closure or obstruction of any streets or thoroughfares to the extent necessary for the safety and benefit of the traveling public. The Prime Contractor shall, when directed by the Architect/Engineer or the Owner, keep any street or streets in condition for unobstructed use by City departments. When the Prime Contractor is required to construct temporary bridges or make other arrangements for crossing over ditches or around structures, the Prime Contractor's responsibility for accidents shall include the roadway approaches as well as the crossing structures. 10.5 BARRICADES, LIGHTS AND WATCHMEN If the Work is carried on or adjacent to any street, alley or public place, the Prime Contractor shall, at the Prime Contractor's own cost and expense, furnish, erect and maintain sufficient barricades, fences, lights and danger signals, shall provide sufficient watchmen, and shall take such other precautionary measures as are necessary for the protection of persons or property and of the Work All barricades shall be painted in a color that will be visible at night, shall indicate in bold letters thereon the Prime Contractor's name and shall be illuminated by lights from sunset to sunrise. The term "lights," as used in this Paragraph, shall mean flares, flashers, or other illuminated devices. A sufficient number of barricades with adequate markings and directional devices shall also be erected to keep vehicles from being driven on or into any Work under construction. The Prime Contractor will be held responsible for all damage to the Work due to failure of barricades, signs, lights and watchmen to protect the Work Whenever evidence is found of such damage, the Architect/Engineer may order the damaged portion immediately removed and replaced by the Prime Contractor at Prime Contractor's cost and expense. The Prime Contractor's responsibility for maintenance of barricades, signs, and lights, and for providing watchmen, shall not cease until the Project has been finally accepted by the Owner. 10.6 PUBLIC UTILITIES AND OTHER PROPERTIES TO BE CHANGED In case it is necessary to change or move the property of the Owner or of any telecommunications or public utility, such property shall not be removed or interfered with until ordered to do so by the Architect/Engineer. The right is reserved to the owner of any DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 public or private utilities to enter upon the Project site for the purpose of making such changes or repairs of their property that may become necessary during the performance of the Work The Owner reserves the right of entry upon the Project site for any purpose, including repairing or relaying sewer and water lines and appurtenances, repairing structures, and for making other repairs, changes, or extensions to any of the Owner's property. The Owner's actions shall conform to the Prime Contractor's current and approved schedule for the performance of the Work, provided that proper notification of schedule requirements has been given to the Owner by the Prime Contractor. 10.7 TEMPORARY STORM SEWER AND DRAIN CONNECTIONS When existing storm sewers or drains have to be taken up or removed, the Prime Contractor shall at his own expense provide and maintain temporary outlets and connections for all public and private storm sewers and drains. The Prime Contractor shall also take care of all storm sewage and drainage which will be received from these storm drains and sewers; for this purpose, the Prime Contractor shall provide and maintain, at the Prime Contractor's own expense, adequate pumping facilities and temporary outlets or diversions. The Prime Contractor shall, at the Prime Contractor's own expense, construct such troughs, pipes, or other structures necessary and shall be prepared at all times to dispose of storm drainage and sewage received from these temporary connections until such time as the permanent connections are built and in service. The existing storm sewers and connections shall be kept in service and maintained under the Contract, except where specified or ordered to be abandoned by the Architect/Engineer. All storm water and sewage shall be disposed of in a satisfactory manner so that no nuisance is created and that the Work under construction will be adequately protected. 10.8 ARRANGEMENT AND CHARGE FOR WATER FURNISHED BY THE OWNER; ELECTRICITY FOR THE PROJECT (a) When the Prime Contractor desires to use the Owner's water in connection with the Work, the Prime Contractor shall make complete and satisfactory arrangements with the Denton Water Utilities Department and shall be responsible for the cost of the water the Prime Contractor uses. Where meters are used, the charge will be at the regular established rate; where no meters are used, the charge will be as prescribed by City ordinance, or where no ordinance applies, payment shall be based on estimates made by the Denton Water Utilities Department. (b) The Prime Contractor shall make complete and satisfactory arrangements for electricity and metered electrical connections with the Owner or with Denton Municipal Electric in the event that separately metered electrical connections are required for the Project. The Prime Contractor shall pay for all electricity used in the performance of the Work through separate metered electrical connections obtained by the Prime Contractor through the City of Denton. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 10.9 USE OF FIRE HYDRANTS The Prime Contractor, Subcontractors, and any other person working on the Project shall not open, turn off, interfere with, attach any pipe or hose to, or connect anything with any fire hydrant, stop valve, or stop cock, or tap any water main belonging to the Owner, unless duly authorized to do so by the Denton Water Utilities Department in accordance with the Denton City Code. 1010 ENVIRONMENTAL COMPLIANCE (a) The Prime Contractor and its Subcontractors are deemed to have made themselves familiar with and at all times shall comply with all applicable federal, state or local laws, rules, regulations, ordinances, and rules of common law now in effect (including any amendments now in effect), relating to the environment, Hazardous Substances or exposure to Hazardous Substances, including but not limited to the Comprehensive Environmental Response, Compensation and Liability Act of 1980, 42 U.S.C.A. §§ 9601, et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.A. §§ 1801, et seq.; the Resource Conservation and Recovery Act of 1976, 42 U.S.C.A. §§ 6901, et seq.; the Federal Water Pollution Control Act, 33 U.S.C.A §§ 1201, et seq.; the Toxic Substances Control Act, 15 U.S.C.A. §§ 2601, et seq.; the Clean Air Act, 42 U.S.C.A. §§ 7401, et seq.; the Safe Drinking Water Act, 42 U.S.C.A. §§ 3808, et seq., and any current judicial or administrative interpretation of these laws, rules, regulations, ordinances, or rules of common law, including but not limited to any judicial or administrative order, consent decree, or judgment affecting the Project. (b) In the event the Prime Contractor encounters on the site materials reasonably believed to be a Hazardous Substance that have not been rendered harmless, and removal of such materials is not a part of the scope of Work required under the Contract Documents, the Prime Contractor shall immediately stop Work in the affected area and report in writing the facts of such encounter to the Architect/Engineer and the Owner. Work in the affected area shall not thereafter be resumed except by written order of the Owner unless and until the material is determined not to be a Hazardous Substance or the Hazardous Substance is remediated. The Owner may choose to remediate the Hazardous Substance with a separate contractor or through a Change Order with the Prime Contractor. If the Owner determines that the Hazardous Substance exists in the affected area due to the fault or negligence of the Prime Contractor or any of its Subcontractors, the Prime Contractor shall be responsible for remediating the condition at the sole expense of the Prime Contractor in accordance with the Prime Contractor's APPROVED Spill Remediation Plan. An extension of the Contract Time for any delay in the progress schedule caused as a result of the discovery and remediation of a Hazardous Substance may be granted by the Owner only if all remaining Work on the Project must be suspended and the delay cannot be made up elsewhere in the progress schedule. Any request for an extension of the Contract Time related to the discovery and remediation of a Hazardous Substance is subject to the provisions of Paragraph 4.3 and Article 8. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (c) The Prime Contractor shall be responsible for identification, abatement, cleanup, control, removal, remediation, and disposal of any Hazardous Substance brought into or upon the site by the Prime Contractor or any Subcontractor or Supplier. The Prime Contractor shall obtain any and all permits necessary for the legal and proper handling, transportation, and disposal of the Hazardous Substance and shall, prior to undertaking any abatement, cleanup, control, removal, remediation, and disposal, notify the Owner and the Architect/Engineer so that they may observe the activities; provided, however, that it shall be the Prime Contractor's sole responsibility to comply with all applicable laws, rules, regulations, or ordinances governing the activities. (d) Spill Prevention Plan. At least seventy-two (72) hours prior to commencing performance of any of the Work at the Project site, the Prime Contractor shall submit to the Owner for review and approval a Spill Prevention and Response Plan (SPRP) meeting the requirements of federal and state law, rules, and regulations. The SPRP shall be specially designed for the Prime Contractor's planned work methods and procedures. The SPRP shall be designed to complement all applicable safety standards, fire prevention regulations, and pollution prevention policies and procedures. The SPRP shall include estimates of the quantity and rate of flow should equipment fail, and detail containment or diversionary structures to prevent spills from leaving the site or migrating into adjacent properties or navigable waters. The SPRP shall include methods of recovery of spilled materials and all applicable twenty-four (24) hour emergency phone numbers, including without limitation that of the Owner's Project Manager or other designated representative. The Prime Contractor shall not commence any field work prior to approval of such plan by the Owner. The following additional rules shall apply with respect to spills caused by the Prime Contractor or a Subcontractor: (1) The Prime Contractor shall immediately report any spill or release at the Project site, whether or not it is associated with this Contract, to the Owner's Project Manager or other designated representative. Thereafter, within two (2) working days after the occurrence of such event, the Prime Contractor shall submit a written report describing such event in a degree of detail reasonably acceptable to the Owner. (2) The Prime Contractor shall immediately respond in accordance with the SPRP in the event of a spill. (3) The Prime Contractor shall dispose of spilled materials in accordance with EPA and Texas Commission on Environmental Quality (TCEQ) regulations and any other applicable federal, state, or local laws, rules, or regulations. In connection with such disposals, the Prime Contractor shall use only those transporters and disposal facilities that are approved in advance in writing by the Owner. A copy of all transport manifests for the spilled materials shall be obtained and retained in the Prime Contractor's records for reference purposes, to be provided upon request of the Architect/Engineer, the Owner, or any governmental regulatory agency with jurisdiction over the matter. ALL COSTS OF COLLECTION, CONTAINMENT, AND DISPOSAL OF SPII,LED MATERIALS SHALL BE THE SOLE RESPONSIBILITY OF THE PRIME CONTRACTOR. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (4) For purposes of this Subparagraph (e), the term "spill" includes any kind of environmental discharge or release. (e) Clean Air Management Plan. The Prime Contractor shall comply with the Clean Air Management Plan submitted to and approved by the Owner during the contractor selection process. The Owner reserves the right, at the Prime Contractor's sole expense, to require the removal or retrofitting of any equipment used in the course of construction that does not comply with the Plan submitted to and approved by the Owner. (f) The Prime Contractor shall deposit surplus or waste excavation or other materials removed as part of the Work at a legal disposal site in accordance with all applicable state, federal, and local laws, rules, regulations, and ordinances. The Prime Contractor shall submit to the Owner for review and approval all planned disposal sites or proposed uses for the surplus or waste excavation or other materials prior to removal of any excavation or other material from the Project site. A copy of all transport manifests for surplus or waste excavation or other materials shall be obtained and retained in the Prime Contractor's records for reference purposes, to be provided upon request to the Architect/Engineer, the Owner, or any governmental regulatory agency with jurisdichon over the matter. (g) The Prime Contractor is responsible for obtaining all TXPDES Storm Water Permits from TCEQ for construction of the Project under regulations contained in 40 CFR Part 122, as amended, pursuant to the Clean Water Act, 33 U.S.C.A. §§1251 et seq. These regulations require the filing of a notice of intent to obtain and abide by the general storm water permit for construction activities promulgated by EPA, including but not limited to cleaning, grading, and excavation that disturb the applicable amount of total land area. In addition, the Prime Contractor shall comply with all regulations of the Owner relating to storm water and storm water runoff management at the Project site pursuant to Chapter 19, Article IX, Denton City Code, as amended. (h) The Prime Contractor shall not install any materials in the performance of the Work that contain asbestos or asbestos-related material such as hydrated mineral silicate, including chrysolite, amosite, crocidolite, tremolite, anthophylite or actinolite, whether friable or non-friable. (i) The Owner reserves the right in its sole option to exercise the following remedies (without waiving the right to pursue the imposition of any civil or criminal fines or penalties that may be imposed under state, federal, or local laws or ordinances), at no additional cost to the Owner and without an extension of the Contract Time, in the event the Prime Contractor fails or refuses after seven (7) days advance written notice from the Owner to comply with the provisions of this Paragraph 10.10, the terms of the SPRP, the terms of the Clean Air Management Plan, any storm water permit or other environmental permit issued in connection with the Work, or any applicable environmental law, rule, regulation, or ordinance: DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (1) suspend all or any portion of the Work until the noncompliance is corrected, or until a detailed plan to achieve compliance within a reasonably prompt period of time is prepared by the Prime Contractor and approved by the Owner; (2) if the Prime Contractor fails to properly address the noncompliance within the time stipulated by the Owner, perform the necessary remediation or correction work and backcharge the Prime Contractor for the cost of the remediation or correction; or (3) terminate the Contract for cause as provided in Article 13. ARTICLE ll INSURANCE AND BONDS 111 PRIME CONTRACTOR'S INSURANCE Prime Contractors shall refer to the requirements listed within the solicitation document and resulting contract for all City of Denton insurance requirements. Should a conflict arise between the solicitation document and the resulting contract, the requirements set forth in the actual contract shall prevail. 11.2 PROPERTY INSURANCE Prime Contractors shall refer to the requirements listed within the solicitation document and resulting contract for all City of Denton insurance requirements. Should a conflict arise between the solicitation document and the resulting contract, the requirements set forth in the actual contract shall prevail. 11.3 `UMBRELLA' LIABILITY INSURANCE Prime Contractors shall refer to the requirements listed within the solicitation document and resulting contract for all City of Denton insurance requirements. Should a conflict arise between the solicitation document and the resulting contract, the requirements set forth in the actual contract shall prevail. 11.4 POLICY ENDORSEMENTS AND SPECIAL CONDITIONS Prime Contractors shall refer to the requirements listed within the solicitation document and resulting contract for all City of Denton insurance requirements. Should a conflict arise between the solicitation document and the resulting contract, the requirements set forth in the actual contract shall prevail. 11.5 PERFORMANCE AND PAYMENT BONDS (a) Subject to the provisions of Subparagraph 11.5(b), the Prime Contractor shall, with the execution and delivery of the Construction Services Agreement, furnish and file with the Owner in the amounts required in this Paragraph, the surety bonds described in Clauses (a)(1) and (a)(2) below, which surety bonds shall be in accordance with the Charter of the City of Denton and the provisions of Chapter 2253, Texas Government Code, as amended; each bond shall be signed by the Prime Contractor, as Principal, and by an established bonding company, as surety, meeting the requirements of Subparagraph 11.5(c) and DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 approved by the Owner. The surety bonds shall be accompanied by an appropriate Power- of-Attorney clearly establishing the extent and limitations of the authority of each signer to so sign: (1) Performance Bond. A good and sufficient bond in an amount equal to 100% of the total Contract Sum, guaranteeing the full and faithful execution of the Work and performance of the Contract in accordance with Plans, Specifications and all other Contract Documents, including any Amendments thereof, for the protection of the Owner. This bond shall also provide for the repair and maintenance of all defects due to faulty materials and workmanship that appear within a period of two (2) years from the date of final completion and acceptance of the improvements by the Owner or lesser or longer periods as may be otherwise designated in the Contract Documents. (2) Payment Bond. A good and sufficient bond in an amount equal to 100% of the total Contract Sum, guaranteeing the full and prompt payment of all claimants supplying labor or materials in the prosecution of the Work provided for in the Contract Documents and any Amendments thereto, and for the use and protection of each claimant. (b) If the Contract Sum, including Owner-accepted alternates and allowances, if any, is greater than $50,000, Payment bonds in 100% of the Contract Sum are mandatory and shall be required to be provided by the Contractor. If the Contract Sum is greater than $100,000, a Payment Bond and Performance Bond in 100% of the Contract amount is mandatory. (c) No surety will be accepted by the Owner who is now in default or delinquent on any bonds or who is a party to any litigation against the Owner. All bonds shall be made and executed on the Owner's standard forms, shall be approved by the Owner, and shall be executed by not less than one corporate surety that is authorized and admitted to do business in the State of Texas, is licensed by the State of Texas to issue surety bonds, is listed in the most current United States Department of the Treasury List of Acceptable Sureties, and is otherwise acceptable to the Owner. Each bond shall be executed by the Prime Contractor and the surety, and shall specify that legal venue for enforcement of each bond shall lie exclusively in Denton County, Texas. Each surety shall designate an agent resident in Denton County, Texas to whom any requisite statutory notices may be delivered and on whom service of process may be had in matters arising out of the suretyship. (d) Contractor will be required to furnish original performance and payment bonds for 100 percent of the total submission price before work is to commence. The Contractor shall assume all costs in increasing the bond limits if change orders are formally approved. Bonds shall be in accordance with the V.T.C.A Government Code Section 2253.021, as amended, from a surety licensed to do business in the State of Texas. The City, at its option, may waive the payment and performance bond requirements for projects of less than $50,000. Bond forms are attached and shall be returned upon notice of contract award by the City. Bonds should be forwarded to the City of Denton within fourteen (14) calendar days from contract award. This contract is not fully executed until payment and performance bonds are received DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 and accepted by the City. Upon approval, a purchase order will be issued. (e) The failure of the Contractor to deliver the required statutory bonds and evidence of insurance within fourteen (14) calendar days after the Contract is awarded shall constitute a material breach of the Prime Contractor's bid proposal and the Owner may rescind the Contract award and collect or retain the proceeds of the bid security. By reason of the uncertainty of the market prices or materials and labor, and it being impracticable and difficult to determine accurately the amount of damages occurring to the Owner by reason of the Prime Contractor's failure to execute and furnish the statutory bonds within fourteen (14) calendar days, the filing of a bid proposal with the accompanying bid security will be considered as an acceptance of this Subparagraph 11.5(e). In the event the Owner should re-advertise for bids, the defaulting Prime Contractor shall not be eligible to bid, and the lowest responsible bid obtained in the re-advertisement shall be the bid referred to in this Paragraph. ARTICLE 12 DEFECTIVE AND NONCONFORMING WORK 121 UNCOVERING OF WORK (a) If a portion of the Work is covered contrary to the Architect/Engineer's request or to requirements specifically expressed in the Contract Documents, the Work must, if required in writing by the Architect/Engineer, be uncovered for the Architect/Engineer's observation and be replaced at the Prime Contractor's expense without change in the Contract Time. (b) If a portion of the Work has been covered which the Architect/Engineer has not specifically requested to observe prior to it being covered, the Architect/Engineer may request to see such Work and it shall be uncovered by the Prime Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be charged to the Owner. If any Work is not in accordance with the Contract Documents, the Prime Contractor shall pay the costs of uncovering, repair, replacement unless the condition was caused by the Owner or a separate contractor in which event the Owner shall be responsible for payment of such costs. 12.2 CORRECTION OF WORK (a) The Prime Contractor shall promptly correct Work rejected by the Architect/Engineer as failing to conform to the requirements of the Contract Documents, whether observed before or after Substantial Completion and whether or not fabricated, installed or completed. The Prime Contractor shall bear costs of correcting such rejected Work, including additional testing and inspections and compensation for the Architect/Engineer's services and expenses made necessary thereby. (b) If any of the Work is found to be defective or nonconforming with the requirements of the Contract Documents, the Prime Contractor shall correct it promptly after receipt of written notice from the Architect/Engineer or the Owner to do so unless the Owner has previously given the Prime Contractor a written acceptance or waiver of the defect or DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 nonconformity. The Prime Contractor's obligation to correct defective or nonconforming Work remains in effect for: (1) one year after the date of Substantial Completion of the Work or designated portion of the Work; (2) one year after the date for commencement of warranties established by agreement in connection with partial occupancy under Subparagraph 9.8(a); or (3) the stipulated duration of any applicable special warranty required by the Contract Documents. (c) The one-year period described in Clauses (b)(1) and (b)(2) shall be extended with respect to portions of the Work performed, repaired, or corrected after Substantial Completion by the period of time between Substantial Completion and the actual completion of the Work. (d) The obligations of the Prime Contractor under this Paragraph 12.2 shall survive final acceptance of the Work and termination of this Contract. The Owner shall give notice to the Prime Contractor promptly after discovery of a defective or nonconforming condition in the Work The one-year period stated in Clauses (b)(1) and (b)(2) does not limit the ability of the Owner to require the Prime Contractor to correct latent defects or nonconformities in the Work, which defects or nonconformities could not have been discovered through reasonable diligence by the Owner or the Architect/Engineer at the time the Work was performed or at the time of inspection for certification of Substantial Completion or Final Completion. The one year period also does not relieve the Prime Contractor from liability for any defects or deficiencies in the Work that may be discovered after the expiration of the one year correction period. (e) The Prime Contractor shall remove from the Project site portions of the Work which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Prime Contractor nor accepted by the Owner. (f) If the Prime Contractor fails to correct defective or nonconforming Work within a reasonable time after notice from the Owner or the Architect/Engineer, the Owner may correct it in accordance with Paragraph 2.4. If the Prime Contractor does not proceed with correction of defective or nonconforming Work within a reasonable time fixed by written notice from the Architect/Engineer, the Owner may remove or replace the defective or nonconforming Work and store the salvageable materials or equipment at the Prime Contractor's expense. If the Prime Contractor does not pay costs of removal and storage within ten days after written notice, the Owner may, upon ten (10) additional days written notice, sell the materials and equipment at auction or at private sale and shall account for the proceeds after deducting costs and damages that should have been borne by the Prime Contractor, including compensation for the Architect/Engineer's services and expenses made necessary as a result of the sale. If the proceeds of sale do not cover costs which the Prime Contractor should have borne, the Contract Sum shall be reduced by the deficiency. If payments due to the Prime Contractor then or thereafter are not sufficient to cover the deficiency, the Prime Contractor shall pay the difference to the Owner. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (g) The Prime Contractor shall bear the cost of correcting destroyed or damaged construction of the Owner or separate contractors, whether the construction is completed or partially completed, that is caused by the Prime Contractor's correction or removal of Work which is not in accordance with the requirements of the Contract Documents. (h) Nothing contained in this Paragraph 122 shall be construed to establish a period of limitation with respect to other obligations which the Prime Contractor might have under the Contract Documents. Establishment of the one-year time period as described in Subparagraph 122(b) relates only to the specific obligation of the Prime Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Prime Contractor's liability with respect to the Prime Contractor's obligations other than specifically to correct the Work. (i) Any Work repaired or replaced pursuant to this Article 12 shall be subject to the provisions of Article 12 to the same extent as Work originally performed or installed. 12.3 ACCEPTANCE OF NONCONFORMING WORK The Owner may, in the Owner's sole discretion, accept Work which is not in accordance with the requirements of the Contract Documents instead of requiring its removal and correction, in which case the Contract Sum will be reduced as appropriate and equitable. The adjustment will be accomplished whether or not final payment has been made. ARTICLE 13 COMPLETION OF THE CONTRACT; TERMINATION; TEMPORARY SUSPENSION 131 FINAL COMPLETION OF CONTRACT The Contract will be considered completed, except as provided in any warranty or maintenance stipulations, bond, or by law, when all the Work has been finally completed, the final inspection is made by the Architect/Engineer, and final acceptance and final payment is made by the Owner. 13.2 WARRANTY FULFILLMENT Prior to the expiration of the specified warranty period provided for in the Contract Documents, the Architect/Engineer will make a detailed inspection of the Work and will advise the Prime Contractor and the Prime Contractor's Surety of the items that require correction. The Architect/Engineer will make a subsequent inspection and if the corrections have been properly performed, the Architect/Engineer will issue a letter of release on the maintenance stipulations to the Prime Contractor and the Surety. If for any reason the Prime Contractor has not made the required corrections before the expiration of the warranty period, the warranty provisions as provided for in the Contract Documents shall remain in effect until the corrections have been properly performed and a letter of release issued. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 13.3 TERMINATION BY THE OWNER FOR CAUSE (a) Notwithstanding any other provision of these General Conditions, the Work or any portion of the Work may be terminated immediately by the Owner for any good cause after giving seven (7) days advance written notice and opportunity to cure to the Prime Contractor, including but not limited to the following causes: (1) Failure or refusal of the Prime Contractor to start the Work within ten (10) days after the date of written notice by the Owner to commence the Work. (2) A reasonable belief that the progress of the Work being made by the Prime Contractor is insufficient to complete the Work within the specified time. (3) Failure or refusal of the Prime Contractor to provide sufficient and proper equipment or construction forces to properly execute the Work in a timely manner. (4) A reasonable belief that the Prime Contractor has abandoned the Work. (5) A reasonable belief that the Contractor has become insolvent, bankrupt, or otherwise financially unable to carry on the Work. (6) Failure or refusal on the part of the Contractor to observe any requirements of the Contract Documents or to comply with any written orders given by the Architect/Engineer or the Owner as provided for in the Contract Documents. (7) Failure or refusal of the Prime Contractor to promptly make good any defects in materials or workmanship, or any defects of any nature, the correction of which has been directed in writing by the Architect/Engineer. (8) A reasonable belief by the Owner that collusion exists or has occurred for the purpose of illegally procuring the Contract or a Subcontractor, or that a fraud is being perpetrated on the Owner in connection with the construction of Work under the Contract. (9) Repeated and flagrant violation of safe working procedures. (10) The filing by the Prime Contractor of litigation against the Owner prior to completion of the Work. (b) When the Work or any portion of the Work is terminated for any of the causes itemized above or for any other cause except termination for convenience pursuant to Subparagraph 133(e), the Prime Contractor shall, as of the date specified by the Owner, discontinue the Work or portion of the Work as the Owner shall designate, whereupon the surety shall, within fifteen (15) days after the written notice of termination for cause has been served upon the Prime Contractor and the surety or its authorized agents, assume the obligations of the Prime Contractor for the Work or that portion of the Work which the Owner has ordered the Prime Contractor to discontinue and may: (1) perform the Work with forces employed by the surety; (2) with the written consent of the Owner, tender a replacement contractor to take over and perform the Work, in which event the surety shall be responsible for and pay the amount of any costs required to be incurred for the completion of the Work that are in excess of the amount of funds remaining under the Contract as of the time of the termination; or DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (3) with the written consent of the Owner, tender and pay to the Owner in settlement the amount of money necessary to finish the balance of uncompleted Work under the Contract, correct existing defective or nonconforming Work, and compensate the Owner for any other loss sustained as a result of Prime Contractor's default. In the event of termination for cause involving Clause (b)(1) or (b)(2), the Surety shall assume the Prime Contractor's place in all respects, and the amount of funds remaining unpaid under the Contract shall be paid by the Owner for all Work performed by the surety or the replacement contractor in accordance with the terms of the Contract Documents, subject to any rights of the Owner to deduct any costs, damages, or actual damages that the Owner may have incurred, including but not limited to additional fees and expenses of the Architect/Engineer and attorneys fees, as a result of such termination. (c) The balance of the Contract Sum remaining at the time of the Prime Contractor's default and of the termination shall become due and payable to the surety as the Work progresses, subject to all of the terms, covenants, and conditions of the Contract Documents. If the surety does not, within the time specified in Subparagraph 133(b), exercise its obligation to assume the obligations of the Contract, or that portion of the Contract which the Owner has ordered the Prime Contractor to discontinue, then the Owner shall have the power to complete the Work by contract or otherwise, as it may deem necessary. The Prime Contractor agrees that the Owner shall have the right to take possession of or use any or all of the materials, plant, tools, equipment, supplies, and property of every kind provided by the Prime Contractor for the purpose of the Work, and to procure other tools, equipment, labor, and materials for the completion of the Work, and to charge to the account of the Prime Contractor the expenses of completion and labor, materials, tools, equipment, and incidental expenses. The expenses incurred by the Owner to complete the Work shall be deducted by the Owner out of the balance of the Contract Sum remaining unpaid to or unearned by the Contractor. The Prime Contractor and the surety shall be liable to the Owner for any costs incurred in excess of the balance of the Contract Sum for the completion and correction of the Work, and for any other costs, damages, expenses (including but not limited to additional fees of the Architect/Engineer and attorney's fees), and damages incurred as a result of the termination. (d) The Owner shall not be required to obtain the lowest bid for the Work of completing the Contract as described in Subparagraph 13.3(c), but the expenses to be deducted from the Contract Sum shall be the actual cost of such Work In case the Owner's expense is less than the sum which would have been payable under the Contract, if the same had been completed by the Prime Contractor, then the Owner may pay to the Prime Contractor (or the Surety, in the event of a complete termination for cause) the difference in the cost, provided that the Prime Contractor (or the Surety) shall not be entitled to any claim for damages or for loss of anticipated profits. In case such expenses for completion shall exceed the amount which would have been payable under the Contract if the same had been completed by the Prime Contractor, then the Prime Contractor and his Sureties shall pay the amount of the excess to the Owner on notice from the Owner for excess due. When only a particular part of the Work is being carried on by the Owner by DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 contract or otherwise under the provisions of this Subparagraph, the Prime Contractor shall continue the remainder of the Work in conformity with the terms of the Contract, and in such manner as not to hinder or interfere with the performance of workmen employed and provided by the Owner. (e) The unconditional right to terminate this Contract for the convenience of the Owner (including but not limited to non-appropriation of funding) is expressly retained by the Owner. In the event of termination for convenience, the Owner shall deliver at least ten (10) days advance written notice of termination for convenience to the Prime Contractor. Upon the Prime Contractor's receipt of such written notice, the Prime Contractor shall cease the performance of the Work and shall take reasonable and appropriate action to secure and protect the Work in place. The Prime Contractor shall then be reimbursed by the Owner in accordance with the terms and provisions of the Contract Documents, not to exceed actual labor costs incurred, materials stored at the Project site or away from the Project site as approved by the Owner but not yet paid for, plus actual, reasonable, and documented termination charges, if any, paid by the Prime Contractor in connection with the Work in place which is completed and in conformance with the Contract Documents to the date of termination for convenience. No amount shall ever be due to the Prime Contractor for lost or anticipated profits. 13.4 TEMPORARY SUSPENSION OF THE WORK (a) The Work or any portion of the Work may be temporarily suspended by the Owner immediately upon written notice to the Prime Contractor for any reason, including but not limited to: (1) the causes described in Clauses 131(a)(1) through (a)(10) above; (2) where other provisions in the Contract Documents require or permit temporary suspension of the Work; (3) situations where the Work is threatened by, contributes to, or causes an immediate threat to public health, safety, or security; or (4) other unforeseen conditions or circumstances. (b) The Prime Contractor shall immediately resume the temporarily suspended Work when ordered in writing by the Owner to do so. The Owner shall not under any circumstances be liable for any claim of the Prime Contractor arising from a temporary suspension due to a cause described in Clause (a)(1) above; provided, however, that in the case of a temporary suspension for any of the reasons described under Clauses (a)(2) through (a)(4), where the Prime Contractor is not a contributing cause of the suspension under one of those Clauses or where the provision of the Contract Documents in question specifically provides that the suspension is at no cost to the Owner, the Owner will make an equitable adjustment for the following items, provided that a claim is properly made by the Prime Contractor under Subparagraph 43 of these General Conditions: (1) an equitable extension of the Contract Time, not to exceed the actual delay caused by the temporary suspension as determined by the Architect/Engineer and the Owner; DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 (2) an equitable adjustment to the Contract Sum for the actual, necessary, and reasonable costs of properly protecting any Work that is finished or partially finished during the period of the temporary suspension (no profit and overhead shall be allowed on top of these costs); and (3) if it becomes necessary to move equipment from the Project site and then return it to the Project site when the Work is ordered to be resumed, an equitable adjustment to the Contract Sum for the actual, necessary, and reasonable cost of these moves; provided, however, that no adjustment shall be due if the equipment is moved to another Project site of the Owner. ARTICLE 14 MISCELLANEOUS PROVISIONS 141 GOVERNING LAW; COMPLIANCE WITH LAWS AND REGULATIONS (a) This Contract shall be in all things governed by the laws of the State of Texas without regard to conflict of laws principles. (b) The Contractor shall, during the performance of the Work, comply with all applicable City codes and ordinances, as amended, and all applicable State and Federal laws, rules and regulations, as amended. 14.2 SUCCESSORS AND ASSIGNS The Owner and the Prime Contractor respectively bind themselves, their partners, successors, assigns, and legal representatives to the promises, covenants, terms, conditions, and obligations contained in the Contract Documents. The Prime Contractor shall not assign, transfer, or convey its interest or rights in the Contract, in part or as a whole, without written consent of the Owner. If the Prime Contractor attempts to make an assignment, transfer, or conveyance without the Owner's written consent, the Contractor shall nevertheless remain legally responsible for all obligations under the Contract Documents. The Owner shall not assign any portion of the Contract Sum due or to become due under this Contract without the written consent of the Prime Contractor, except where assignment is compelled or allowed by court order, the terms of the Contract Documents, or other operation of law. 14.3 WRITTEN NOTICE Except as otherwise provided in Article 16, any notice, payment, statement, or demand required or permitted to be given under this Contract by either party to the other may be effected by personal delivery in writing or by mail, postage prepaid to the Project Manager or Superintendent of either party, or to an officer, partner, or other designated representative of either party. Mailed notices shall be addressed to the parties at an address designated by each party, but each party may change its address by written notice in accordance with this section. Mailed notices shall be deemed communicated as of three (3) days after mailing. 14.4 RIGHTS AND REMEDIES; NO WAIVER OF RIGHTS BY OWNER (a) The duties and obligations imposed on the Prime Contractor by the Contract Documents DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 and the rights and remedies available to the Owner under the Contract Documents shall be in addition to, and not a limitation of, any duties, obligations, rights, and remedies otherwise imposed or made available by law. (b) No action or failure to act by the Owner shall constitute a waiver of a right afforded the Owner under the Contract Documents, nor shall any action or failure to act by the Owner constitute approval of or acquiescence in a breach of the Contract by Prime Contractor, except as may be specifically agreed in writing by Change Order or Supplemental Agreement. 14.5 INTEREST The Owner shall not be liable for interest on any progress or final payment to be made under the Contract Documents, except as may be provided by the applicable provisions of the Prompt Payment Act, Chapter 2251, Texas Government Code, as amended, subject to Paragraph 9.6(a) of these General Conditions. 14.6 OFFICERS OR EMPLOYEES OF THE OWNER NOT TO HAVE FINANCIAL INTEREST IN ANY CONTRACT OF THE OWNER No officer or employee of the Owner shall have a financial interest, direct or indirect, in any Contract with the Owner, or be financially interested, directly or indirectly, in the sale to the Owner of any land, materials, supplies or services, except on behalf of the Owner as an officer or employee. Any violation of this article shall constitute malfeasance in office, and any officer or employee of Owner guilty thereof shall thereby forfeit his office or position. Any violation of this section, with the knowledge, express or implied, of the person, persons, partnership, company, firm, association or corporation contracting with the Owner shall render the Contract involved voidable by the Owner's City Manager or City Council. 14.7 VENUE This Contract is deemed to be performed in Denton County, Texas, and if legal action is necessary to enforce this Contract, exclusive venue shall lie in Denton County, Texas. 14.8 INDEPENDENT CONTRACTOR In performing the Work under this Contract, the relationship between the Owner and the Prime Contractor is that of an independent contractor. The Prime Contractor shall exercise independent judgment in performing the Work and is solely responsible for setting working hours, scheduling or prioritizing the Work flow and determining the means and methods of performing the Work, subject only to the requirements of the Contract Documents. No term or provision of this Contract shall be construed as making the Prime Contractor an agent, servant, or employee of the Owner, or making the Prime Contractor or any of the Prime Contractor's employees, agents, or servants eligible for the fringe benefits, such as retirement, insurance and worker's compensation, which the Owner provides to its employees. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 14.9 NONDISCRIMINATION As a condition of this Contract, the Prime Contractor covenants that he will take all necessary actions to insure that, in connection with any work under this Contract, the Prime Contractor and its Subcontractors will not discriminate in the treatment or employment of any individual or groups of individuals on the grounds of race, color, religion, national origin, age, sex, sexual orientation, or handicap unrelated to job performance, either directly, indirectly or through contractual or other arrangements. The Prime Contractor shall also comply with all applicable requirements of the Americans with Disabilities Act, 42 U.S.C.A. §§12101-12213, as amended. In this regard, the Prime Contractor shall keep, retain and safeguard all records relating to his Contract or Work performed thereunder for a minimum period of three (3) years from final Contract completion, with full access allowed to authorized representatives of the Owner, upon request, for purposes of evaluating compliance with this and other provisions of the Contract. 1410 GIFTS TO PUBLIC SERVANTS (a) The Owner may terminate this Contract immediately if the Prime Contractor has offered, conferred, or agreed to confer any benefit on a City of Denton employee or official that the City of Denton employee or official is prohibited by law from accepting. (b) For purposes of this Article, "benefit" means anything reasonably regarded as pecuniary gain or pecuniary advantage, including benefit to any other person in whose welfare the beneficiary has a direct or substantial interest, but does not include a contribution or expenditure made and reported in accordance with law. (c) Notwithstanding any other legal remedies, the Owner may require the Prime Contractor to remove any employee of the Prime Contractor from the Project who has violated the restrictions of this Article or any similar State or Federal law, and obtain reimbursement for any expenditures made to the Prime Contractor as a result of the improper offer, agreement to confer, or conferring of a benefit to a City of Denton employee or official. ARTICLE 15 RIGHT TO AUDIT CONTRACTOR'S RECORDS By execution of the Building Construction Services Agreement, the Prime Contractor grants the Owner the right to audit, at the Owner's election, all of the Prime Contractor's records and billings relating to the performance of the Work under the Contract Documents. The Prime Contractor agrees to retain its Project records for a minimum of five (5) years following completion of the Work The Owner agrees that it will exercise the right to audit only at reasonable hours. City may review any and all of the services performed by Prime Contractor under this Contract. Any payment, settlement, satisfaction, or release made or provided during the course of performance of this Contract shall be subj ect to City's rights as may be disclosed by an audit under this section. DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 ARTICLE 16 NOTICE OF CONTRACT CLAIM This Contract is subject to the provisions of the Denton City Code, as amended, relating to requirements for filing a notice of a breach of contract claim against City. Prime Contractor shall comply with the requirements of this ordinance as a precondition of any litigation relating to this Contract, in addition to all other requirements in this Contract related to claims and notice of claims. 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 iinal negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFP/Bid documents 3. City's standard terms and conditions 4. Purchase order 5. Contractor terms and conditions DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 EXHIBIT D PAYMENT AND PERFORMANCE BOND REQUIREMENTS Contractor will be required to furnish original performance and payment bonds for one hundred (100%) percent of the total submission price before work is to commence. The Contractor shall assume all costs in increasing the bond limits if change orders are formally approved. Bonds shall be in accordance with the V.T.C.A Government Code Section 2253.021, as amended, from a surety licensed to do business in the State of Texas. The City, at its option, may waive the payment and performance bond requirements for projects of less than $50,000. Bond forms are attached and shall be returned upon notice of contract award by the City. Bonds should be forwarded to the City of Denton within fourteen (14) calendar days from contract award. This contract is not fully executed until payment and performance bonds are received and accepted by the City. Upon approval, a purchase order will be issued. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 EXHIBIT E INSURANCE REQUIREMENTS AND WORI�RS' COMPENSATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comply with the following general specifications, and shall be maintained in compliance with these general specifications throughout the duration of the Contract, or longer, if so noted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A 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. ■ Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 • Cancellation: City requires 30 day written notice should any of the policies described on the certificate be cancelled or materially changed before the expiration date. Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. 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: File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 • 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. [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. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 [] 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 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. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 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 (TWCG 81, TWCG82, TWCG83, or TWCG84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a proj ect, for the duration of the proj ect. 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 File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 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 proj ect 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 proj ect 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 aproject, to: l. 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 proj ect, for the duration of the proj ect; provide to the contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the proj ect; 2 3 C! File # 6640 5. retain all required certificates of coverage on file for the duration of the proj ect 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 proj ect; 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 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 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. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Exhibit F Certif'icate 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 repuired to furnish an ori�inal notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: l. Log onto the State Ethics Commission Website at : 11��s://www.��lucs.s�a��.�x.us/w1la�sn�w/�lf infc� fc��n1295.11�� 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 t�urcllasin�(cr�,ci�yc�fd�n�c�il.cc�� 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. File # 6640 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1BE99 EXHIBIT G RFP 6640 Pricing Sheet for Street Light Maintenance of TXDOT Lighfing ITEM I ESTAQTYtiAL I tiObl Standard Utility Construction, Inc. Fort Worfh, Texas DESCRIPTIO\ HOtiRLY RATE SECTION A: HOURLY RATES FOR PROJECTS, "HOT SPOT" AND INCIDENTAL SERVICES 1 40 � 2 Man Crew for Night patrols at Standard hourly rate . Required Permits/ Equipment / Truck lA 40 � 1 Man Crew for Night patrols at Standard hourly rate . Required Permits/ $ 118.00 Equipment / Truck 2 �� 2 Man Crew at Standard hourly rate (with 8 hours advance norice). Required $ 193.91 Permits/ Equipment / Truck 3 16 � 2 Man Crew Overtime rate (in excess of 40 hour work week). Required $ 2'71.35 Permits/ Equipment / Truck 4 Zp � 2 Man Crew at Emergency Call out (Less than 2 hours response from receipt of $ 348.80 norice). Required Permits/ Equipment / Truck 3 Man Crew at Standard hourly rate (with 8 hours advance norice). Required 5 60 HR $ 219.44 Permits/ Equipment / Truck 6 Zp � 3 Man Crew Overtime rate (in excess of 40 hour work week). Required $ 314.74 Permits/ Equipment / Truck 3 Man Crew at Emergency Call out (Less than 2 hours response from receipt of 7 16 HR $ 410.03 norice). Required Permits/ Equipment / Truck 8 60 HR Traffic Control Crew Normal business hours $ 270.00 9 20 HR Traffic Control Crew Overrime rate (in excess of 40 hour work week). $ 270.00 10 20 HR Traffic Control Crew Emergency Call out (less than 2 hours norice) $ 540.00 SECTION B: EQUIPMENT PROPOSAL PRICING : Rafe fo inclade aIl 11 70 HR Equipment Truck/Pickup 12 16 HR Air Compressor 13 50 HR Crane Truck 14 70 HR Bucket Aerial lift Truck cosfs (I+liel, permifs and 28.57 15.10 58.86 3 8.64 DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Exhibit H House Bi1189 - Government Code 2270 VERIFICATION j� Greg Pinkerton � the undersigned representative of standard Utility Constructid�Qr�zany or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Greg Pinkerton Name of Company Representative (Print) �^w^^^d�rc�i5i�7net1 by: v°�.�'�� M ��r Sig�i� i��4��ompany Representative 3/21/2018 �2te DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 Exhibit i Senate Bi11252 -Government Code 2252 CERTIFICATION I� Greg Pinkerton , the undersigned representative Of Standard Utility Construction, Inc. (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Greg Pinkerton Name of Company Representative (Print) ^w^^^d�rc�i5i�7net1 by: ' v"'...�� N 4A"��r Sig ��6��6�npany Representative 3/21/2018 �2te DocuSign Envelope ID: E3DFODFB-3A3E-42F2-BDE3-9295A3B1 BE99 EXHIBIT J City of Denton RFP for Supply of Street Light Maintenance Services ATTACHMENT E-CONFLICT UF INTEREST QUESTIONNAIRE Ct.�NFLICT OF INTEREST QUESTIONNAIRE - FORM CIQ For vendor or other erson doin business with local overnmental entit This questionnaire reflects changes made to the l�w by H.B. 23, 84th Leg., and 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 a8er the date the vendor becomes aware of facts that require the statement to be filed. See Section 1'16.006(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. 1 Name of vendor who has a business relationship with local governmental entity. 2 � Check tltis box if yon are �ting an update to a previously filed questionnaire. (T'he law requires that you file an updated completed questionnarre with the appropriate �tling authority not later than the 7`� business day after the date on which ou became aware that the ori inall filed uestionnaire was incom lete or inaccurate. 3 Name of local government officer about whom the informuhon in this section is being disctosed. Name of Officer Tlus 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 relarionship as defined by Section 176.001(1-a), Loca1 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 ta�tabie income, other than investment income, from the vendor? � 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 enrity? � Yes � No C. Is the filer of this questionnaire employed by a corporation or other business enrity with respect to wluch the local goverament officer serves as an of&cer or director, or holds an ownership of one percent or more? � Yes � No D. Describe each employment or business and family relationship with the looal government offic�r named in this secdon. 4 � I have no Conflict of Interest to disclose. 5 01 /11 /2018 Signa re of ve or doing businass with the governmental entity Date RFP 6640 - Main Document Page 23 of 24 Certificate Of Completion Envelope Id: E3DFODFB3A3E42F2BDE39295A3B1BE99 Subject: City Council Docusign Item - File#6640 Street Light Maintenance Source Envelope: Document Pages: 85 Signatures: 3 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTG06:00) Central Time (US & Canada) Record Tracking Status: Original 3/21/2018 2:57:13 PM Signer Events Jamie Cogdell jamie.cogdell@cityofdenton.com Senior Buyer City Of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Greg Pinkerton gregpinkerton@Standard-utility.com Vice President Operations Standard Utility Construction, Inc. Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Larry Collister larry.collister@cityofdenton.com First Assistant City Attorney City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 2:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter rebecca.hunter@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman todd.hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 11:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Holder: Jamie Cogdell Jamie.Cogdell@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 �r,a��s��n�� ,,: ,.i�we.a� �'4.�-ka�u's.n.. BCC06763A4694C1... Using IPAddress: 97.75.112.126 ��, � �� Status: Sent Envelope Originator: Jamie Cogdell 901 B Texas Street Denton, TX 76209 Jamie.Cogdell@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 3/21/2018 3:13:32 PM Viewed: 3/21/2018 3:13:44 PM Signed: 3/21/2018 3:15:48 PM Sent: 3/21/2018 3:15:50 PM Viewed: 3/21/2018 3:40:15 PM Signed: 3/21/2018 3:41:07 PM Sent: 3/21/2018 3:41:10 PM Signer Events Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Bradley Watts bradley.watts@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Payment Events Signature Signature Status Status Status Status Status Signature Status Hashed/Encrypted Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/21/2018 3:41:09 PM Timestamp Timestamps 3/21 /2018 3:41:10 PM Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Larry Collister, Todd Hileman 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. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� File #: ID 18-496, Version: 1 Legislation Text AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the supply of Distribution Gang Operated Air Break ("GOAB") Switches for Denton Municipal Electric to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 6623-awarded to Techline, Inc., in the three (3) year not-to-exceed amount of $166,000). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for the supply of Distribution Gang Operated Air Break ("GOAB") Switches for Denton Municipal Electric to be stocked in the City of Denton Distribution Center; providing for the expenditure of funds therefor; and providing an effective date (RFP 6623-awarded to Techline, Inc., in the three (3) year not-to-exceed amount of $166,000). FILE INFORMATION Distribution Gang Operated Air Break (GOAB) Switches are used by Denton Municipal Electric (DME), and are an essential part of the distribution system that allow isolation and reconfiguration of the circuits. Without the purchase or GOAB switches, DME cannot construct, operate, nor maintain overhead three- phase electric facilities or provide electric service to new overhead and underground customers. The items are stocked by the Distribution Center and used as needed. As these commodities are "common stock items" in the Distribution Center working capital inventory under City of Denton General Government, they are not reviewed by the Public Utilities Board. The Distribution Center orders goods in coordination with DME for specific projects under construction. The items are temporarily stored in the Distribution Center until they are needed on the jobsite and then transferred to DME through an inventory management system. The items are ordered as needed, taking into account the contracted lead time and the need by date by the using department. The need by date is established by ensuring that citizen, customer, and developer timelines all form the basis of when the construction work must be complete by with an operational City of Denton service; furthermore, it factors in City of Denton construction crew schedules and construction sequencing with job site contractors. Requests for Proposals were sent to 296 prospective suppliers of this item. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Three (3) proposals were received, and evaluated based upon published criteria including delivery, compliance with specifications, and price. Based upon this evaluation, Techline, Inc. was ranked the highest and determined to be the best value for the City. RECOMMENDATION Award a contract with Techline, Inc. for Distribution Gang Operated Air Break (GOAB) Switches in a three (3) year not-to-exceed amount of $166,000. PRINCIPAL PLACE OF BUSINESS Techline, Inc. Fort Worth, Texas 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. The costs for material purchased under the proposed agreement will be funded out of amounts budgeted for specific projects. 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 Public Infrastructure 2.3 Promote superior utility services and City facilities Exhibit 1: Agenda Information Sheet Exhibit 2: Evaluation Sheet Exhibit 3: Contract Exhibit 4: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Karen Smith at 349-7100. 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EL�;CTRIC "Iry(� �3E S"f'(JC;KE;I.) IN '�'IiE CITY C7E� I.7F?�1"I'ON I7IS'I"Tt.IF3UPI'ION CFN"f'I;R; I'Rf)VIIJII'��a I�(7IZ "I I-IIa F;�SF'I:;I�JT�I7"UR.I; OF �aLJNDS TI-IT;RF'F'C7Ft; �INI� F'R()VII7INC� AN FF'Iil?CT]VE D�1'TF (T�I"P 662?-�W�F�.I7�?I7 'I'C? ']'ECE-�I_,INE, II��11C., IN "I�'�Tl:; I�1�C�'T�"-"�I"O-�:�C'E1I�I7 A:MC)LTN".I' (71�� 16Fr,O00). WI IF�I2I;A5, thc Ci1y h�s sr�lieitcc�, rece;ive� and evaltzate:d cc]mpetiiivc; seale;d prc�pc�sals fUr su}��ply c�f't7istt��ilauticrn Cra.n�; C)�a�r��t�e�c� �ia� �r��r: ("CrOA�3") Svvit�;h�s fc�r I�ent��n M�unici��al Eslec�tric t�� l�c� stoc�k�:d i�t� t�� City ��f I��;�ntc>�n IJis�tributi��n Ccnte:r in accarda�nc�e with �t�he }aracedur�s �a�f' State la�vv a�nd City ��r�it��nce,s; a��d WH��,�I;�S, t}�c �ity Mat�ager <7r a de;si�nate� etnployee 1�as receivec� �nd reviewed and r�;c��zn��€,nd�� that tl�� he;rein dc��crib�;d pra�crsa�s ��re the mc7st ad�va��tageous t4� tl�e �;ity conside�rr"ixg the: rc�lativc� irn�c�rtancc c7f'�arice anc� the cather cv�luatic7n f�ct<7rs il�clr.�cicc� in tl7e; i�equest �or prapasals; anc� W] 1FaI�l:?AS, tl�e; C'ity C�ati�ncil l��s �rc>vide;c� in the City F3ttdg€;t fc�r the �i�prc��riatio�a of'fu��r�s tc� t7e used f�ar the pLxrchasc af tl�re; mat�ria.l:�, ec�uipment, s��piics ar service.s a}7prove.d anc� acccpted hei•c;in; NO W, `I"Ht,I�}�;I�"C7I�.k;, f[�E-I�:; C'OUNCII� �)F 'T'I�F GI'I'Y C7T' I��;I�I`1'C)T'� �IERL;F3Y C)RDAINS: SI_;C�'I'I()N l. "I'hc itcrns in the fallc7win�; numb�;rcc� rec�ucst Car pra��c�sal fc�r nxateriais, ec�ui�mc�i�t�, su�pli�;s c7r servicc�s, �h47wn in tl�� ``R�qu�st for I'rc�p�7sals" c�n i�i1e ir1 thc ��f�ic� c�f the I'�rx•chasir�� A�ez�t, �rc I�ercby t�cce}7ted and ��prc�ved as bei�7�; tlae mc�st adv�nta�ec�us to the City cansideria�� the relative in7�crctG��ace c�fprice and the c�ther evaluatic�z� fact��rs inclucied in ihe request 1or �ai•c�pc�s��ls. R.FP N [JME3:[;R. C"C)N"I 12.AC'C()R AMC7l.JN"l' F�Ei`�3 'T'�chline, Inc. $]�i6,000(the"F'r�g�cr�a]'") SI;C'1�IC)1�12. I3y the; acce;�tanc� anc� a��rc�val raf'tf�e a�,c�vc� n�,rmb�rer� ite.ms c�f the sut7mitted prc��osals, t11e (:'ity accepts the c�fter caf` tl7e per:�oc�s submittin�; tlze ��rapc�sals Ic�r suc17 items and �xgrces to }�urchase t17e; n�tate;ri�ls, ec7tiripinent, su�plies c�r s�x•vic;es in accc�rdance with the terms, s}�c;cifict�t'rc�ns, stG�nc��rds, c�.G��ntities ��nd i`ar tl7e speciiie:d s�t��ts containe� in the Prc�posal Invitatiot�s, I'ra�aosals, an� r�;l�tec� dacu�ne�ats. '�FCTION 3. �hould t17� C.ity and �7�;rs�>x� sul�mitti�� a��roved a�nc� �cccpted ii�ms al�� c�i�t}ac� :�u�nxitted pt•opc�sals wish tc� entcr intc� a�orn7al vv�•ittcxl agreen�ent as a result c�f t��e acce:ptc�nce, �ppi•c�val, anc� awardin� c�fthe ��i�op�7sals, the C"ity Mana�;er or his c�esignateci representative is l�ere;�y autharia�d ta c�xc,cute the; wrzttcn cor�t7��xct; prcavidc�d that the writtc�i cor�tract is in accord�nce with tl�e t�;rn�s, cc�n�itic�ns, speci��cat�ic��ns, s�t��d�rc�s, quantiti�s and specif�iec� su�ns c�antainec� in th�; I'ra�asal anc� reiated c�c>cuments hex°ein appi�c�vcd anci acce��tec�. 'I'his will lae an initial one (1) year cc�ntract witlz c�ptic�ns tc� exte��d the contract I'ar twc� (2) a�c�itic�nal c�ne (1) year �e��ic�ds with all terms atad cc��7ditic�ns rcmaining tl�e san�e. S��;CTTC7N 4. "I'he C;i�y C�ounc�il oftl�e� C,ity o�Fl�e��ic�x�, `I exas herc�by �;x�rc�ss�y de;le�ate� t%� autl7c�rity tca take any actians t.hat may be required or° �er�n�itted to be �a�;rformec� by tlze �'ity afDLntan ur�dc;r I�Ii�' 6623 tca th� City Manager c�f'the City c�f'I7enton, 'I,e;xas, ar his designee. S��C�"fI�IC7N 5. �3y t11E acce:�t�zncc and apprc�val c�f'tl�e a�iovic enutncr�tcd proposals, th� City C'o�u�t�cil l�er�,k�y a��tl7c�rizc.s th� e�xpc�r7diturc «i" ful�ds thc�r�i`c�r ir� t��e a�lnc�uni� and ii� accorda�nce with tl�e ��p�rc�v�d bids. SEC,'TAIC)N (�. 'I"��is c�rc�irt�nce shall l�e.cc�m� et'fiective, im.�nediat�ly upon its �ass��;e and ��prc�v�l. F'AS`�C�I7 �i�I� AI'PROVI:EI) il�is t17e r�ay �f , 201$. C}IIf�IS W��1,.T'S, MAYOR A'I'TI;;ST: J}:;NNII I:;FZ WAI 'I'1w:I�S, C"I'I'Y SLCI2I:'I�A�2Y I3Y: AI'1'f2OVl:;I� AS 'I'C� I.,I;CiAL F(:7RM: A��.UJN I..,1=:AI.�, C"IT4' A�,,l"OIZNI�,Y F3Y: DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet RFP 6623 File Name Distribution GOAB Switches Purchasing Contact 7ody word City Counci) Target Date A`PRIL 3, zols Contract Value $166,000 Piggy Back Option no Contract Expiration Ordinance DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND TECHLINE, INC. (Contract #6623) THIS CONTRACT is made and entered into this date , by and between Techline, Inc., a corporation, whose address is 5401 Martin St., Ft. Worth, TX 76119, hereinafter referred to as "Supplier," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products in accordance with the City's RFP # 6623-Distribution Gang-Operated Air-Break (GOAB) Switches, 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 6623 (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") (g) House Bill 89 Verification (Exhibit "G") (h) Senate Bi11252 Certification (Exhibit "H") 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." INDEMNITY THE SUPPLIER REPRESENTS AND WARRANTS TO THE CITY THAT THE INTELLECTUAL PROPERTY SUPPLIED BY 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 HIND OF ANY THIRD PARTY, AND THAT NO CLAIMS HAVE BEEN MADE BY ANY PERSON OR ENTITY WITH RESPECT TO THE OWNERSHIP OR OPERATION OF THE INTELLECTUAL PROPERTY. MOREOVER, 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 Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 (INCLUDING COURT COSTS AND REASONABLE FEES OF ATTORNEYS AND OTHER PROFESSIONALS) ARISING OUT OF OR RESULTING FROM ANY CLAIM THAT THE CITY'S EXERCISE OF ITS LICENSE RIGHTS, AND ITS USE OF THE INTELLECTUAL PROPERTY, THE SUBJECT OF THIS CONTRACT, INFRINGES THE INTELLECTUAL PROPERTY RIGHTS OF ANY THIRD PARTY, OR THE BREACH OF ANY OF REPRESENTATIONS OR WARRANTIES STATED IN THE CONTRACT DOCUMENTS. 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. The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. SUPPLIER DocuSigned 6y: �7 ��/�--�-P--.- B 1 • 3B75B7CE64F24BE... AUTHORIZED SIGNATURE Techline, Inc. Name: Inside Sales Title: 817-561-9900 PHONE NUMBER Nathan.Chan@techline-inc.com EMAIL ADDRESS 2018-326140 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER ATTEST: CITY OF DENTON, TEXAS JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: (,a�V'V'� r,b�,�,tS{�t-V' B 1 • 38A6D90FD93B4AB... Contract 6623 : TODD HILEMAN CITY MANAGER DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 Exhibit A Special Terms and Conditions 1. The Quantities 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. 2. 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 t�urcllasin�(c�c�c�fd�n�c�il.cc��, 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. 3. 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. 4. Contract Terms The contract term sha]1 be for a one (1) year period. The City and the Supplier shall have the option to renew this contract for an additional two (2) one-year periods. Materials and services undertaken pursuant to this solicitation will be required to commence within fourteen (14) days of delivery of a Notice to Proceed. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with the provision of the section titled "price adjustments", or the section(s) titled "termination" in Exhibit 2. 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. 5. Price Escalation and De-escalation On Supplier's request in the form stated herein, the City will implement an escalation/de-escalation price adjustment annually based on these special terms. The escalation/de-escalation will be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index (PP� for Data processing, hosting and related services (PCU5182105182105). The stated eligible bid price will be increased or decreased based upon the annual percentage change in the PPI so long as the change is greater than the minimum threshold value of +/- 1%. The maximum escalation will not exceed +/- 8% for any individual year. The Supplier must submit or make available the manufacturers pricin� sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 The Supplier's request must be submitted in writing with supporting evidence for need of such increase to the Purchasing Manager at least 60 days prior to the contract renewal date for each year. The Supplier should provide documentation as a percentage of each cost associated with the unit prices quoted for consideration. If no request is made, then it will be assumed that the current contract price will be in effect. Upon receipt of such request, the City of Denton, at its sole option, reserves the right to either: (1) 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, (2) reject the increase within thirty (30) calendar davs after receipt of a properly submitted request. If a properly submitted increase is rejected, the Supplier 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 davs after a determination has been issued. The prices in effect prior to the increase request 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: �urcllasin�(cr�7,ci�yc�fd�n�c�il.cc�� noting the solicitation number. The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. 6. 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. 7. Price Escalation and De-escalation On Supplier's request in the form stated herein, the City will implement an escalation/de-escalation price adjustment annually based on these special terms. The escalation/de-escalation will be based on the U.S Department of Labor, Bureau of Labor Statistics, Producer Price Index (PPI) for other Industrial commodities (WPU03THRU15). The stated eligible bid price will be increased or decreased based upon the annual percentage change in the PPI so long as the change is greater than the minimum threshold value of +/- 1%. The maximum escalation will not exceed +/- 8% for any individual year. The Supplier must submit or make available the manufacturers pricin� sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. The Supplier's request must be submitted in writing with supporting evidence for need of such increase to the Purchasing Manager at least 60 days prior to the contract renewal date for each year. The Supplier should provide documentation as a percentage of each cost associated with the unit prices quoted for consideration. If no request is made, then it will be assumed that the current contract price will be in effect. Upon receipt of such request, the City of Denton, at its sole option, reserves the right to either: (1) 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, (2) reject the increase within thirty (30) calendar days after receipt of a properly submitted request. If a properly submitted increase is rejected, the Supplier 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. The prices in effect prior to the increase request must be honored on orders dated up to the official date of the City of Denton approval Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 and/or cancellation. The request can be sent by e-mail to: purchasing@cityofdenton.com noting the solicitation number. The City of Denton reserves the right to accept, reject, or negotiate the proposed price changes. 8. Total Contract Amount The contract total shall not exceed $166,000. Pricing shall be per Exhibit E attached. 9. Deliverv Lead Time Product or services shall be delivered to the City per the days/weeks noted in Exhibit E after receipt of the order. 10. Performance Lipuidated Dama�es The overall contractual payment shall not exceed 3% of total dollar amount of the contract. 11. Corporate Purchasin� / Pi��vback Option REPLACEMENT VERBAGE: The contract resulting from this solicitation 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). Techline, Inc. will only allow other government entities to purchase material under RFP/ Contract # 6623: • The government entities are located within Techline-Fort Worth Authorized sales area • All the terms must meet with the Request for Proposal Requirements Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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, 1 l, 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. l. 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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 tra�eling to and from City facilities shall not be reimbursed, unless otherwise negotiated. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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, 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 sha]1 procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance sha]1 be written by a company licensed to do business in the State of Texas and satisfactory to the City of Denton. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 solicitation instrument. Requirements: Specific insurance requirements are contained in the 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 effect 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 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 Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 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 o� 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 ofits 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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, 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 Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 the purposes of income taY, withholding, social security taYes, vacation or sick lea�e 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 sha]1 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. 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 relie£ 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 subj ect 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 l, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. 52. HOLIDAYS: The following holidays are observed by the City: New Year's Day (observed) MLK Day Memorial Day 4th of July Labor Day Thanksgiving Day Day After Thanksgiving Christmas Eve (observed) Christmas Day (observed) New Year's Day (observed) If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. Normal hours of operation shall be between 8:00 am and 4:00 pm, Monday through Friday, excluding City of Denton Holidays. Any scheduled deliveries or work performance not within the normal hours of operation must be approved by the City Manager of Denton, Texas or his authorized designee. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 sha]l, on the grounds of race, sex, sexual orientation, 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. l0a - lOd) provides a preference for domestic end products for supplies acquired for use in the United States. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 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 a]1 fees and taYes 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 11��://www.dc�l.�c�v/w11d/cc�il�rac�s/dbra.11�� and at the Wage Determinations website www.wdc�l.�c�v 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 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 64. FORCE MAJEURE: The City of Denton, any Customer, and the Respondent shall not be responsible for performance under the Contract should it be prevented from performance by an act of war, order of legal authority, act of God, or other unavoidable cause not attributable to the fault or negligence of the City of Denton. In the event of an occurrence under this Section, the Respondent will be excused from any further performance or observance of the requirements so affected for as long as such circumstances prevail and the Respondent continues to use commercially reasonable efforts to recommence performance or observance whenever and to whatever extent possible without delay. The Respondent shall immediately notify the City of Denton Procurement Manager by telephone (to be confirmed in writing within five (5) calendar days of the inception of such occurrence) and describe at a reasonable level of detail the circumstances causing the non-performance or delay in performance. 65. NON-WAIVER OF RIGHTS: Failure of a Party to require performance by another Party under the Contract will not affect the right of such Party to require performance in the future. No delay, failure, or waiver of either Party's exercise or partial exercise of any right or remedy under the Contract shall operate to limit, impair, preclude, cancel, waive or otherwise affect such right or remedy. A waiver by a Party of any breach of any term of the Contract will not be construed as a waiver of any continuing or succeeding breach. 66. NO WAIVER OF SOVEREIGN IMMUNITY: The Parties expressly agree that no provision of the Contract is in any way intended to constitute a waiver by the City of Denton of any immunities from suit or from liability that the City of Denton may have by operation of law. 67. RECORDS RETENTION: The Respondent shall retain all financial records, supporting documents, statistical records, and any other records or books relating to the performances called for in the Contract. The Respondent shall retain all such records for a period of four (4) years after the expiration of the Contract, or until the CPA or State Auditor's Office is satisfied that all audit and litigation matters are resolved, whichever period is longer. The Respondent shall grant access to all books, records and documents pertinent to the Contract to the CPA, the State Auditor of Texas, and any federal governmental entity that has authority to review records due to federal funds being spent under the Contract. Should a conflict arise between any of the contract documents, it shall be resolved with the following order of precedence (if applicable). In any event, the iinal negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFP/Bid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 Exhibit D Certif'icate 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 repuired to furnish an ori�inal notarized Certif'icate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: l. Log onto the State Ethics Commission Website at : 11��t�s://www.��lucs.s�a��.�x.us/w1la�sn�w/�lf infc� fc�r�n1295.11�� 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 t�urcllasin�(c�ci c�fd�n�c�il.cc�� 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. Contract 6623 DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 EXHIBIT E RFP 6623 - Pricing Sheet for Supply of Distribution Gang Air Break Switches Item EST. ANN COD Distribution # Qrv UOM Center # TION A - HORIZONTAL MOUNTED Respondent's Name: City / State: Product Description 1 I 1 g I EA I 2g5 g6250 ISiemens Vector 25 kV Horizontal Steel Crossann GOAB Switch, Catalog #973X-31AS (ONLY) TION B- VERTICAL MOUNTED (FOR RISER APPLICATIONS) 2� 3 � EA � 28586270 ��iemens Vector 25 kV Vertical Steel Crossarm GOAB Switch, Catalog #973V-31A O( NLY} Techline, Inc. Ft. Worth, TX Unit Price Est Delivery. Proposed Model/Part (Weeks) u Siemens Only TION C- ADDER (Must include drawings/specif"ication sheet with submission) $ 2,589.00 � 8 $ 2,762.00 � 8 Siemens Onlv - Unit price to add additional 7' section of 3 4 E[� N/A operating shaft plus necessary couplings, guides, and other Siemens# 2826-02 $ 85.00 8 components needed for mounting. DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 EXHIBIT F City of Denton KFP for Supply of Distr-ibl�tion Gang-Operated Air-Break {GOAB) Switches 11��L�� -��F'�� 1��'��i ��Tl��f�.�� C01�1FL,IC7' �F II�TEREST QU�STIONIVAIRE - For vendor oi• other person doing busiuess with local governmental entity This questionnaire rel7ects changes tnade to the law by H.B. 23, 84th L,eg., Regular Session. This questionnaire is being filed i�� aecordai�ce with Chapter 176, Local GoverninenC Code, by a veildor who has a busiuess relationship as defi�led by Section 176.001(l-a) with a local govei-nmental entity and t}�e vendor meefs requirements under Section 176.006(a). By law this quesLionnair-e must be filed witl� the records adininistrator of the local government entity not later than tlle 7th business day after the date the vendor becomcs awai•e of facts tl�at require the statement to be fited. See Section 176.006(a-1), Local Government Code. A vendor commits an offense if the vendor knowingly vioiates Section 176.006, Local Government Code. An offense under this section is a rnisden�eanor. � Namc ofxendor who has a business i�elationship ��ith tocul governmenCa! entity. Checl< fhis box if you are filing an updatc to a previously filcd qucstim�nnire. (The la�v requires lhat you 61e an updated completed questionnaire �vith the appropriate flling authority not later than the 7`� business day afier the date on �vhich vou bccame awarc that the original(y filed qucstionnaire ��as incomplete ur inaccurate.) Name of local government oflicer about whom tl�e inform�tion in this scction is being disclosed. Name of�Of6cer This section, (item 3 including subp�rts A, I3, C& ll), must he completed fa• each officer with whom Q1e vendor has an employmcnt or other business relationship as defined by Section 176.001(1-a), Local Government Code. Attach addilional pages io this Porm CIQ as necessary. A. Is the local government ofticer named in this : clion receiving or likely to receive taxat�le income, other than investmcnt income, from lhe vendor'? 0 Yes No B. Is the vendor rcceiving or likely to receive taxa e income, other than investment income, Crom or at thc direction of the locat government officer named in this section AND the taxa6le incom is not reccived from the local governmental entity? � Yes No C. Is thc filer of this questionnaire employed by a co�poration or othcr business enlity with respect to which the ]ocal government of6cer serves as an officcr or director, or holds an owncrship of one ercenl or more? � Ycs No D. Describe each employment or business and family relationship with the loeal government offcer named in this section. I have no Conflict of interest to d ,��t L��1C--�z" Z—�---''.� --- _ �-'��t�� Signatm'c of vendor doing busiriess witli the governmenkal entity �Date _ DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 Exhibit � House Bi1189 - Government Code 2270 VERIFICATION I Nathan Chan � the undersigned representative of Techl i ne, rn� . Company or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Nathan Chan Name of Company Representative (Print) DocuSigned 6y: Sig��4��Company Representative 3/15/2018 �ate DocuSign Envelope ID: 158BFF0B-6144-459E-9FD4-4C23CEA3CDA4 Exhibit H Senate Bi11252 -Government Code 2252 CERTIFICATION I Nathan Chan � the undersigned representative of Techline, rn�. (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Nathan Chan Name of Company Representative (Print) DocuSigned 6y: ig�'a��'��Company Representative 3/15/2018 �ate Certificate Of Completion Envelope Id: 158BFF0B6144459E9FD44C23CEA3CDA4 Subject: Please DocuSign: City Council Contract 6623 Source Envelope: Document Pages: 29 Signatures: 4 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 3/14/2018 3:19:46 PM Signer Events Jody Word jody.word@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Nathan Chan Nathan.Chan@techline-inc.com Inside Sales Techline, Inc. Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/15/2018 5:56:04 AM I D: 2e bc5d 50-e918-4a37-bb24-fa 17598eff4c Larry Collister larry.collister@cityofdenton.com First Assistant City Attorney City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 12:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Holder: Jody Word jody.word@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 DocuSigned by: �3B� 4F24� Using IPAddress: 107.77.234.122 Signed using mobile oo��s�yoea ny: � Ca(�sf�r 38A6D90FD93B4AB... Using IPAddress: 129.120.6.150 ��, � �� Status: Sent Envelope Originator: Jody Word 901 B Texas Street Denton, TX 76209 jody.word@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 3/14/2018 3:28:09 PM Viewed: 3/14/2018 3:28:16 PM Signed: 3/14/2018 3:30:51 PM Sent: 3/14/2018 3:30:54 PM Viewed: 3/15/2018 5:56:04 AM Signed: 3/15/2018 5:57:11 AM Sent: 3/15/2018 5:57:14 AM Viewed: 3/15/2018 6:20:15 AM Signed: 3/15/2018 6:20:27 AM Sent: 3/15/2018 6:20:29 AM Signer Events Accepted: 7/25/2017 9:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Laura Hermosillo Laura. Hermosillo@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Signature Signature Status Status Status Status Status Signature Status Hashed/Encrypted Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/15/2018 5:57:13 AM Timestamp Timestamps 3/15/2018 6:20:29 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM Parties agreed to: Nathan Chan, Larry Collister, Todd Hileman 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 pocuSign, Inc. (DocuSign) Express user account. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� File #: ID 18-497, Version: 1 Legislation Text AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Veterinary Services for the Linda McNatt Animal Care and Adoption Center with RSVP Services, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6624 awarded to RSVP Services, Inc. in the four (4) year not-to-exceed amount of $1,180,000). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for Veterinary Services for the Linda McNatt Animal Care and Adoption Center with RSVP Services, Inc.; providing for the expenditure of funds therefore; and providing an effective date (RFP 6624 awarded to RSVP Services, Inc. in the four (4) year not-to-exceed amount of $1,180,000). BACKGROUND The Linda McNatt Animal Care and Adoption Center has been open since February 2015. The 15,000 square foot building includes a veterinary surgical suite for neutering procedures and general medical care for animals housed in the facility. This contract provides staffing for the veterinary suite, and manages personnel aspects of a licensed Doctor of Veterinary Medicine (DVM) and a Certified Veterinary Technician for a specific number of hours/shifts each week at the facility. In addition, this contract also provides unscheduled urgent care for animals coming into the facility outside of regular business hours and during hours when the in-house DVM is not on site. The City has previously contracted with RSVP Services, Inc. for veterinary services; with a three year contract total of $950,000. The City expended all the funds approved for the contract and issued a solicitation for continued services. Request for Proposals (RFP) were sent to nineteen (19) prospective respondents for the services. In addition, the scope of work was placed on the Materials Management website for prospective respondents to download and advertised in the local newspaper. Due to the specialized services, only one qualified response was received. The proposal was evaluated based upon published criteria including price, schedule, compliance with specifications, and indicators of probable performance. RSVP Services, Inc., remains the top candidate, and the City would like to continue this partnership for serving our community through the animal shelter programs. RECOMMENDATION Award to RSVP Services Inc. for the provision and management of veterinary services for the Linda McNatt Animal Care and Adoption Center in the four (4) year not-to-exceed amount of $1,180,000. PRINCIPAL PLACE OF BUSINESS RSVP Services, Inc. Denton, TX ESTIMATED SCHEDULE OF PROJECT This is an initial one (1) year contract with options to extend the contract for three (3 ) additional one (1) year periods, with all terms and conditions remaining the same. FISCAL INFORMATION The services covered in this contract will be funded from Animal Services operating account #340001.7899. OR# 137735 has been entered to pay for services for the remainder of the current fiscal year. The approved budget for the identified operating account this fiscal year 17-18 is $332,816. 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 Safe, Liveable & Family-Friendly Community 4.1 Enhance public safety Exhibit 1: Agenda Information Sheet Exhibit 2: Pricing Evaluation Exhibit 3: Contract Exhibit 4: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Paul O'Neill 940-349-7598. RFP 6624 - Evaluation Sheet for Veterniary Services for Linda McNatt Animal Shelter Respondeni's Business Name RSVP Services, Inc Principal Place of Business (City and Siaie) �enton, TeXag Services Proposal Pricing: On Site Staff ESTIMATED ESTIMATED LiNIT OF PROPOSED ESTIMATED ITEM WEEKLY ANNUAL TYPE OR SERVICE REQUESTED HOURLY HOURS HOURS MEASIJRE �TE ANNUAL COST up to s hour per In-house Texas Licensed Doctor of Veterinary Medicine lA 24 1,248 shift, 3 shifts per (DVM) Services. (Doctors to be identified on invoices) week Bi=monthly Rate of $4,914 $ 94.50 $ 117,936.00 In-house Texas Licensed Doctor of Veterinary Medicine 1B 0 50 HR (DVM) Services. (Additional hours if needed.Doctors to be identified on invoices) $ 157.50 $ 7,875.00 Veterinary Technicians- Qty 2: In-house Texas Licensed 2A 80 4,160 HR Doctor of Veterinary Medicine (DV1V� Services (Names, dates and hours to be listed on invoice. Additional Hours if needed) Bi-Monthly rate of $5496.00 $ 31.71 $ 131,913.60 2B 4 208 HR After Hours Emergency DVM Veterinary Care Services, by Vet Technician as-needed basis only- Overtime � 50.40 $ 10,483.20 Total Annual Cost of Services $ 268,207.80 4 Year Total (Annucal Cost x 4 years) $ 1,072,831.20 Contract Total $ 1,180,000.00 Evaluation Possible Points: Score 10 Delivery/Project Schedule 10 20 Compliance with Specifications 20 20 Probable Performance 19 50 Price 50 loo Tota1 Evaluated Score 99 • M � AN CJRL7INANCE OF THE CIT`i' OT' DEN"I,(7N, TEXAS, A TEXAS HOME-I2ULE MUIw11ICIPAL CCtRPC7T�i.AATION, AUTHC7RIZING THE CITY 11�IAI'�iACE� T(7 EXECUTE A C,OI�ITRACT FOR VETEF�II�IAFtY SEI�VICES FCJR T��E LINI7A MGNATT ANIMAL ��-1RE AND AL70PTTC7N CENTE� WITH RSVP SERVICES, I�C.; P�OVII7ING FOR THE EXPElVL7ITURE OF FLII'�1D5 THEREFC7RE; ANI7 PROVIL7TNG AI'�t EI'FECTIVE DATE (F�.�"T' 6624 AWAT�DED TO RSVP SERVICES,INC. II`1 THE NC7T-'TfJ-L�CEED AMOUl'�T (7F $1,180,000). W�-��REAS, the City has solicited, received and evalu�ted conzp�titive sealed proposals Far services far Veterinary Services far tl7e Linda Mcl'�att Anitnal C�re and Adoptio�� C'enter far the �ity af D�;nton in accord�nce wit11 tlze pi•ocedures c�f State law and Czty al�dinances; arxd WI�E�EAS, the City Manager or a desi�;nated en�playee 1�as �•�ceived �nd reviewed anc�. recamrnend�� tlzat the herein describec� proposals are the most advantageaus to the City considering the rel�tive importance c�fprice �r�d tl�e otlzer evaluatiar� f��ctor� included i�� the request farproposals; and WHEREAS, tl�e City Council h�s ��ravir�ed in t}1e �ity Budget fcr�• the appropriation offur�cis tn be use� for tl�� purchase afthe mate��ials, equip��tzent, supplies or services appr-oved and accepted. herein; NOW, THEREFORE, THE C(7LTI�IGIL aF THE CI"I'Y OF TJENTON HLREL'Y CJ�2.DAINS: ��CTION 1. The iten�s ii� the fallowin� itumbered i•ec�uest far propas�l f`c�r m�terials, equipment, sLzpplies c�r servic�s, shown in the; "Rec�uest fc�r I'ra�c�sals" on fil� i1� tl�e oi"�ice of thc; Purchasing A�ent, are herelay accepted and ap�arc�ved as ta�in� the most advanta�eous to tlle City consic�ering the rel�:tive in�partance afprice a�ad the athe�• evaluation factors included in the rec�uest for prc�posals. RFP NUMF3ER CC7T�1TR�I.GTC7R AMCJUI�IT G624 F�".SVP Services, Il�c. $1,1�0,000(th�, "`Prapasal'°) SECTIQN 2. By the acceptance a�1d a�proval of the abov� nu171bered itei�t�s of the submitted pra�aasals, tlle City accepts the offer of the �ersor�s sub��xitting the �rapasals for such items and agrees to purchas� the mat�rials, ec�uipn��nt, supplies or services in accord�nce with the terms, spccilications, standards, quantifiies and far the s�eGifzed sums corztaine� in tlze Propasal lnvitations, Proposals, and related dc�cuments. . ..... ......... .'.'.".""_,. .. . m.,�,,.�.�...�, �, .,,�. ��, A�mA ��mmm � m �.w ww u uu�na�w V mm SECTIC7N 3, Shauld the City ��nd person submitting apprc�ved and accepted items and of the s�zbmitted propasals wish to enter inta a formal written a�re�tnent as a resuult afthe �icceptance, appraual, and awat�ding afthe propas�is, tlie Gity 1Vlanager or his desi�nated representative is hereby autl�orizec� to execute the written contr�ct; provided that the written contract is ir� accordanee with the terms, conditions, speci�c�tions, standards, c�uantities a��d specified sums con�ained in the Prr�posal and relat�d daci�ments herei�� apprc�ved and acce�ted. Tl�is will be an initial ane (1) year contract witlz c�ptions to extend tl�e contract 1ar tl�ree (3) adc�'rtional one (1) year periac�s witlz all t�rms anci conditions r�tnaining the same. SECTION 4. The City Council aftlle City afDe��tan, Te�as hereby expressly delegates t11e autharity to ta�e any actioz�s that m��y be rec�uired or perxnitteci to be performed I�y the C;ity af'Dentc�n. under R.FP �624 t� the City Mana�er of` tlze City of Dentot�, Texas, ar liis desigilee. S�CTICIN S. By th� acceptance aa7d �ppraval afthe above enunlerated proposals, the City Ca��ncil lzereby autl�orizes the e�pei�dittare af funds therefor in the �n7ou�lt ancl in accordanc� with the ap�,roved bids. SECTION 6. This ordin��ce slYall becam�; effective imn�ediately upo�� its passage and approv�l. �'ASSED AI'�iD AF'F'R(7VED this tlze d�zy of , 2018, CHI2IS WATTS, MA�OR ATTE�T: JENNIFER WALTERS, CITY SECRETARY : APPI�.OVED AS TO LEGAL FCJRM: AAR(JN LEAL ATTORI'�EY SY: �,„ � � DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet RFP 6624 File Name 6624 Supply of Veterinary Services Purchasing Contact Robyn Forsyth City Counci) Target Date March zo, zols Contract Value $l,lso,000 Piggy Back Option Yes Contract Expiration Ordinance DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 ! ' �� 1 � � �; . �; . . �. . . . STATE OF TEXAS § • • r • THIS AGREEMENT is made and entered into as of the , by and between �lie City of Denton, Texas, a Texas municipal corporation, with its principal office at 215 East McKinney Street, Denton, Denton County, Texas 76201, hereinafter called ��CIT�"' and RSVP Services, Znc., wi�li its corporate office at 2701 Hartley Field Road, Denton, Texas 76208, hereinafter called "CONTRACTOR," acting herein, by and tl�rough their duly authorized representatives. WITNESSETH, that in consideration of the covenants and agreements herein contained, the parties hereto do mutually agree as follows: . I ' ! , ! ! . ' !'; The CITY hereby con�racts with �lie CONTRACTOR, as an independent contractor, and the CONTRACTOR hereby agrees to perform �lie services herein in connec�ion as stated in the sec�ions to follow, with diligence and in accordance with the 1lighest professional standards customarily obtained for such services in �lie State of Texas. The CONTRACTOR is specially sl�illed and qualified to provide these services and desires to provide same under the terms and conditions set forth below. The parties have conducted negotiations and as a result of these negotiations agree that 59,828.00 per month, or $94.50 per hour is a just and reasonable fee for the performance or the services for a Texas Licensed Doctor of Veterinary Medicine, and 510,993.00 per month, or $3L71 per hour is a just and reasonable fee for the performance or the services for Two Experienced Veterinary Technician wllich are the subject of tl�is contract. For and in consideration of the professional services to be performed by �lie CONTRACTOR herein, the City agrees to pay a total fee, including reimbursement for direct non-labor expenses, not to exceed $1,180,000 over the four (4) year period. CONTRACT# 6624 1 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 The fee(s) are to be paid to CONTRACTOR as services are rendered and invoiced per standard terms and conditions. Contract amount shall not exceed the total of purchase order(s) issued. The following requirements are s�ipulated below for the services: Texas Licensed Doctor of Veterinary Medicine ■ Tl�ree (3) sllifts per weelc (M-W-F or T-Th-Sa Schedule) ■ up to 8 hours per sllift, minimum 24 hours per week (not to exceed 156 sl�ifts in a 365 day period) Two Experienced Veterinary Technicians ■ 40 hours per week, per Technician (not to exceed 2080 hours in a 365 day period) ■ Overtime rate after a regular 40 hour worlc weelc. During the term of the Agreement �lie CONTRACTOR shall bill and �lie City shall reimburse the CONTRACTOR for all reasonable and approved out-of-pocicet expenses for wllich are incurred in connection with the performance of the duties hereunder. Notwithstanding the foregoing, expenses for the time spent by CONTRACTOR �raveling to and from City facilities shall not be reimbursable. The CONTRACTOR and CITY acknowledge and agree that RSVP SERVICES. INC. Is and shall be deemed to be an independent contractor for the services provided under tllis Contract. Further, because RSVP SERVICES. INC_ is an independent contractor, �lie parties agree: L The City will malce no witl�liolding for taxes of any type from the fee agreed upon in Article IV. All taxes, including, but not limited to Social Security, unemployment, FICA or other monies owned to any State, Local or Federal governmental en�ity, including applicable penalties and interest, are to be paid by Contractor and are solely the liability of same. Zn the event a claim is made against City for payment of taxes, penalties or interest for or on behalf of Con�ractor, Contractor agrees to indemnify and hold harmless City of such dainages, including costs and expenses. 2. City will not provide workers' compensation for Contractor for services performed pursuant to tllis Contract. 3. Tliis is a non-exclusive contract. Contractor is free to advertise and provide liis/ her services to persons or en�ities other than the City. Further, City may use other contractors or its own employees to conduct the same services as Contractor. CONTRACT 6624 2 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 4. Any insurance the City may have for its facility described above is solely for the benefit of the City. The City shall not be liable for injuries to property or persons (including death) wllich are the result of the ac�ivities of the Contractor. Contractor agrees he/she shall be liable for injuries to 1limself/herself or others caused by 11is/her own negligence, omissions, malfeasance, or intentional conduct. When applicable, for the services provided, contractor shall provide insurance for the activity as provided in the policies of the contract instructors program. 5. The Con�rac�or represen�s �ha� �here are no legal impedimen�s �o en�er in�o this con�rac� and �ha� �his engagemen� does no� viola�e �he �erms of any agreemen� be�ween �he Con�rac�or and any �hird party. Fur�her, �he Con�rac�or, in rendering [his or her] du�ies shall no� u�ilize any inven�ion, discovery, developmen�, improvemen�, innova�ion, or �rade secre� in which [he or she] does no� have a proprie�ary in�eres�, or a righ� �o use. 6. During �he �enn of �his agreemen�, �he Con�rac�or shall devo�e as much of [his or her] produc�ive �ime, energy and abili�ies �o �he performance of [his or her] du�ies hereunder as is necessary �o perform �he required du�ies in a�imely and produc�ive manner. The Con�rac�or is expressly penni��ed �o perform services for o�her par�ies while performing services for �he Ci�y. 7. The Con�rac�or shall no� perfonn services for o�her par�ies, on or wi�hin Ci�y of Den�on facili�ies. . 1 '' 1 ' The CONTRACTOR shall provide and perform �he following services in a professional manner: Three (3) types of veterinary medicine services — 1. The Contractor will provide a specific individual, limited liability company (LLC), or corporation that can provide an in-house licensed doctor of veterinary medicine (DVM) to treat incoming animals to the City of Denton Animal Shelter. The DVM will be responsible for providing a full-time licensed, registered veterinary technician at the City of Denton Animal Shelter. 2. The Contractor will provide for a licensed DVM provider that can deliver unscheduled urgent care to animals coming into the City of Denton Animal Shelter requiring urgent care outside of regular business hours. The DVM shall be capable of providing unscheduled services on nights and weekends. CONTRACT 6624 3 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 3. The Contractor will provide a licensed DVM provider that can deliver unscheduled urgent care to animals coming into the City of Denton Animal Shelter during regular business hours when the in-house DVM is not on site. Item 1— In-house Licensed DVM Services • Individuals, LLCs, or corporations wishing to provide in-house licensed DVM services to the City of Denton Animal Shelter shall meet the following criteria: o They shall be able to provide a licensed doctor of veterinary medicine on site for a minimum of twenty-four (24) hours per week at a minimum of three (3) non-contiguous days. This will result in a schedule of Monday, Wednesday, and Friday; or, Tuesday, Thursday, and Saturday. o The DVM shall at their expense provide two DVM/Experienced Veterinary Technicians, on site a minimum of forty (40) hours per week and a minimum of five (5) consecutive days per week. o The provider shall be able to interface with the medical module of the City of Denton Animal Services ShelterPro software. o The provider will provide a DVM to participate in an advisory panel to assist with designing and modifying protocols for treating animals at the City of Denton Animal Shelter. o The provider will provide all insurance, licensing, and continuing education required for fulfilling this contract. The provider should be able to deliver the following services with the understanding that this list is not exhaustive and contingencies may arise: Dog Package • Spay or Neuter • Rabies Vaccination (if too young-appointment to return for vaccination) • Bordetella • DHLPP- or applicable vaccine • First treatment for fleas and ticks • First Month Heartworm Preventative • Heartworm Testing (when applicable) • First Treatment for Tape Worms, Hook worms, and Round worms • Pre-Surgical pain medication • Micro chip • Parvo Virus Test (when applicable-this should be done prior to the other medical work if the veterinarian believes the animal may be sick) Cat Package • Spay or Neuter • Rabies Vaccination (if too young- appointment to return for vaccination) CONTRACT 6624 4 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 • FDRT - or applicable vaccine • First treatment for fleas and ticks • First Treatment for Tape Worms, Hook worms, and Round worms • Treatment for Ear Mites • Micro Chip A list of other services that may be requested include but are not limited to the following: • Heartworm Treatment by weight • Dental/Cleaning/Teeth Pulling • Procedure for demodectic and sarcoptic mange treatment. • Treatment and medication for Kennel cough • Antibiotics for infection • Packing ears for ear infection • Ear Mite Medication and treatment The City will provide the surgical equipment necessary for the above aforementioned services that are expected to be performed. X-Ray equipment will not be provided by the City. X-Rays will be performed offsite at the contracted regular or after business hours urgent/emergency veterinary care services facilities (Items 2 and 3 of these specifications). Item 2- Veterinarv Practices Consultation and Reportin� Requirements L Identify the method and procedures for operating an independent sterilization and rabies vaccination program. Specifically, the contractor shall state their methodology or procedures related to: a. pre-surgical physical examinations to determine surgical qualification b. administering pre-surgery anesthetics c. surgical techniques d. post-operative recovery care and monitoring e. providing post-operative pain medication f. animal discharge care/complication instructions g. post-surgical inquires and/or complications related to sterilization surgery h. controlled drug control, inventory and record keeping 2. Identify what additional medical services are provided that may impact the sterilization of the animal. E.g. Umbilical hernias, neutering of male dogs and cats afflicted with Cryptorchidism, pregnant females, etc. 3. Identify the minimum sterilization age of an animal 4. Identify available financial resources and references that indicate consultants capability of performing services 5. Provide the number of dog and cat deaths by causes (e.g., anesthetic, hemorrhage, anaphylactic, etc.) 6. Provide statistics related to the number of dogs and cats sterilized and vaccinated for rabies CONTRACT 6624 5 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 7. Clarify it is your intent to have a doctor in place after surgery to determine complications, and offer post-operative care 8. Contractor shall provide an annual report within fifteen days after the end of the calendar year which includes the number of cats and dogs sterilized (by age group as specified by the City of Denton), number of animals treated for parvo virus, and number of animals treated for kennel cough. A. Working Paper and Rabies Vaccination Certificate Retention and Access to Working Papers and Rabies Certificates l. All working papers or medical reports must be retained at the contractor's expense. In accordance with Section 16929 (c) of the Texas Administrative Code Title 25 Part 1. 2. A copy of each rabies vaccination certificate shall be retained and readily retrievable for a period of not less than five years from the date of issuance. 3. The contractor will be required to make working papers or medical reports available to the city upon request. B. Full Shot Package: The full shot package is identified as in addition to the Rabies vaccination: Dog- DHLPP and Bordetella Cat- FVCRP and Fel/Aids Additional Contract Verbage • The Con�rac�or will provide a licensed Doc�or of Ve�erinary Medicine �o �rea� sicic or injured animals after 6p.m. every day of �he weelc, on weelcends, and during holidays. The Con�rac�or will provide �he after hours emergency Doc�or of Ve�erinary Medicine a� one of �he many op�ions �ha� are available, all hours of �he day, for any urgen� needs. The lis� of mul�iple clinics is lis�ed on Exlubi� A. • The Con�rac�or will provide urgen� care Doc�or of Ve�erinary Medicine during business hours a� one of �he clinics lis�ed on Exlubi� A. • They shall be able to provide all reasonable equipment (including x-ray equipment) needed to treat injured or sick animals. Item 3- Veterinarv Practices Consultation and Re�ortin� Requirements The CONTRACTOR and DVM/Experienced Veterinary Technician shall also deliver the following services wi�h �he understanding �ha� �lus lis� is no� exhaustive and contingencies may arise: A. Develop wri��en methods and procedures for operating an independent sterilization and rabies vaccination program, wi�h regards to: l. Pre-surgical physical examinations �o determine surgical qualification 2. administering pre-surgery anesthetics 3. surgical techniques CONTRACT 6624 6 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 4. post-operative recovery care and monitoring 5. providing post-operative pain medication 6. animal discharge care/complication instructions 7. post-surgical inquires and/or complications rela�ed �o sterilization surgery 8. controlled drug con�rol, inven�ory and record keeping B. Iden�ify wha� additional medical services are provided �12a� may impac� �he sterilization of the animal. E.g. Umbilical hernias, neutering of male dogs and ca�s afflic�ed wi�h Cryptorchidism, pregnan� females, etc. C. Iden�ify �he minimum sterilization age of an animal D. Provide �he number of dog and ca� dea�hs by causes (e.g., anesthetic, hemorrhage, anaphylactic, etc.) E. Provide s�a�is�ics rela�ed �o �12e number of dogs and ca�s sterilized and vaccinated for rabies F. Ensure a DVM provides oversigh� af�er surgery �o determine complications, and offer post opera�ive care. G. CONTRACTOR shall provide an annual report wi�hin fif�een days af�er �he end of the calendar year which includes �he number of ca�s and dogs s�erilized (by age group as specified by �he Ci�y of Den�on), number of animals �rea�ed for parvo virus, and number of animals treated for lcennel cough. H. Worlcing Paper and Rabies Vaccination Cer�iiica�e Re�en�ion and Access �o Worlcing Papeis and Rabies Certificates l. All worlcing papers or medical repor�s mus� be re�ained a� �he CONTRACTOR's expense. Zn accordance wi�h Sec�ion 169.29 (c) of �he Texas Administrative Code Ti�le 25 Par� l. 2. A copy of each rabies vaccination certificate shall be re�ained and readily retrievable for a period of no� less �han five years from �he da�e of issuance. 3. The CONTRACTOR shall be required �o malce working papers or medical reports available �o �he ci�y upon request. The Ci�y shall provide �he surgical facili�y and equipmen� necessary for �he above aforementioned services �ha� are expec�ed �o be performed. The Ci�y shall supply all necessary disposable medical and surgical supplies. The CONTRACTOR shall supply his or her personal pro�ec�ive surgical clothing, i.e. scrubs, footwear, headwear, etc. CONTRACT 6624 7 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 X-Ray equipment shall no� be provided by �he Ci�y. X-Rays shall be performed offsi�e at �he con�rac�ed regular or af�er business hours urgent/emergency veterinary care services facilities. ARTICLE III ADDITIONAL SERVICES Addi�ional services �o be performed by �he CONTRACTOR, if authorized by �he CIT�', which are no� included in �he above-described Basic Services, are described as follows: A. During the course of the contract, as requested by CITY, the CONTRACTOR will be available to accoinpany CITY's personnel when ineeting with the regulatory agencies. The CONTRACTOR will assist CITY's personnel on an as- needed basis in preparing reports, and providing general technical support for the CITY's coinpliance efforts. B. Assisting CITY in the defense or prosecution of litigation in connection with or in addition to those services conteinplated by this Agreeinent. Such services, if any, shall be furnished by CONTRACTOR on a fee basis negotiated by the respective parties outside of and in addition to this Agreement. C. Assist with preparing applications and supporting documents for government grants, loans and providing da� for de�iled applications. D. Appearing before regulatory agencies or courts as an expert witness in any litigation with third parties or proceedings arising from the perfor�nance of this contract. E. '�,he CONTRACTOR may also provide a DVM that can deliver unscheduled urgent care to aniinals coining into the City of Denton Aniinal Shelter during or after regular business hours when the in-house DVM is not on site. The cost of this service shall be in addition to the requireinents of this con�ract agreeinent, and deiined on the Exhibit A price sheet. . � �� r � � � ', � This Contract shall become effective upon execution of this Agreement by the City and the CONTRACTOR, and shall reinain in effect March 26, 2019, an initial one (1) year period. The City and the Awarded Contractor shall ha�e the option to renew this contract for an additional three (3) one-year periods. Materials and services undertaken pursuant to this solicitation will be required to commence within fourteen (14) days of delivery of a Notice to Proceed or issuance of a City of Denton Purchase Order. The Contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date in accordance with CONTRACT 6624 8 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 the provision of the section titled "price adjustments", or the section(s) titled "termination" in Exhibit 2. 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. Time is of the essence in this Agreement. The services shall be accomplished per the Scope of Services as identiiied in Exhibit A. Renewal Periods: lst Renewal 03/20/2019 thru 03/19/2020 2nd Renewal 03/20/2020 thru 03/19/2021 3rd Renewal 03/20/2021 thru 03/19/2022 The CONTRACTOR shall make all reasonable efforts to complete the services set forth herein as expeditiously as possible and to ineet the schedule es�blished by the CITY, acting through its City Manager or his designee. ARTICLE V COMPENSATION Compensation Terins... l. "Subcontract Expense" is defined as expenses incurred by the CONTRACTOR in employment of others in outside finns for services. 2. "Direct Non-Labor Expense" is defined as that expense for any assignment incurred by the CONTRACTOR for supplies, transportation, travel, coininunications, subsistence, and lodging away froin hoine, and siinilar incidental expenses in connection with that assignment. Billing and Payment: For and in consideration of the professional services to be perforined by the CONTRACTOR herein, the City agrees to pay a total fee, including reimbursement for direct non-labor expenses, not to exceed $1,180.000 over the four (4) year period. Znvoices shall be sent directly to the City of Denton Accounts Payable Departinent, 215 E McKinney St, Denton, TX, 76201-4299. It is the intention of the City of Denton to inalce payinent on coinpleted orders within thirty days after receipt of invoice or items; whichever is later, unless unusual circumstances arise. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Number in order to be processed. No payments shall be made on invoices not listing a Purchase Order Number. CONTRACT 6624 9 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 Par�ial payinents to the CONTRACTOR will be inade on the basis of detailed bi-inonthlv stateinents rendered to and approved by the City through its City Manager or his designee; however, under no circumstances shall any bi-monthlv stateinent for services exceed the value of the worlc perforined at the tiine a stateinent is rendered. Nothing contained in this Article shall require the City to pay for any worlc which is unsa�isfactory, as reasonably deterinined by the City Manager or his designee, or which is not subinitted in coinpliance with the tenns of this Agreement. The City shall not be required to make any payments to the CONTRACTOR when the CONTRACTOR is in default under this Agreement. It is speciiically understood and agreed that the CONTRACTOR shall not be authorized to undertalce any worlc pursuant to this Agreeinent which would require additional payments by the City for any charge, expense, or reimbursement above the maximum not to exceed fee as stated, without first having obtained written authorization froin the City. The CONTRACTOR shall not proceed to perforin the services listed in Article VI "Addi�ional Services," without obtaining prior written authorization froin the City. ADDITIONAL SERVICES: For additional services authorized in writing by the City in Article VI hereinabove, the CONTRACTOR shall submit invoices for additional services and such invoices shall be due and payable upon submission by the CONTRACTOR with CONTRACTOR's regular bi-monthlv statement as provided for hereinabove. Statements shall not be submitted more frequently than bi- monthlv. PAYMENT: Zf the City fails to inalce payinents due the CONTRACTOR for services and expenses within thirty (30) days after receipt of the CONTRACTOR's undisputed statement thereof, the ainounts due the CONTRACTOR will be increased by the rate of one percent (1%) per month, from and after the said thirtieth (30�) day, and, in addition, the CONTRACTOR inay, after giving seven (7) days written notice to the City, suspend services under this Agreement until the CONTRACTOR has been paid in full all ainounts due for services, expenses, and charges, provided, however, nothing herein shall require the City to pay the late charge of one percent (1%) set forth herein if the City reasonably deterinines that the work is unsatisfactory, in accordance with this Ar�icle VIII, "Compensation." ARTICLE VI OBSERVATION AND REVIEW OF THE WORK The CONTRACTOR will exercise reasonable care and due diligence in discovering and promptly reporting to the CITY any defects or deficiencies in the worlc of the CONTRACTOR or any subcontractors or SUB-CONTRACTORs. CONTRACT 6624 10 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 ARTICLE VII OWNERSHIP OF DOCUMENTS All docuinents prepared or furnished by the CONTRACTOR (and CONTRACTOR's subcontractors or SUB-CONTRACTORs) pursuant to this Agreeinent are instruinents of service, and shall becoine the property of the CITY upon the tennination of this Agreeinent. The CONTRACTOR is en�itled to retain copies of all such documents. ARTICLE VIII INDEPENDENT CONTRACTOR CONTRACTOR and City acicnowledge and agree that RSVP Services. Znc. is and shall be deemed to be an independent contractor for the services he/she provides under this Contract. Further, because RSVP Services. Znc. is an independent contractor, the par�ies agree: The City will inalce no withholding for taxes of any type froin the fee agreed upon in Article ZV. All taxes, including, but not liinited to Social Security, uneinployinent, FICA or other inonies owned to any State, Local or Federal governinental entity, including applicable penalties and interest, are to be paid by CONTRACTOR and are solely the liability of same. Zn the event a claim is made against City for payment of taxes, penalties or interest for or on behalf of CONTRACTOR, CONTRACTOR agrees to indeinnify and hold harinless City of such dainages, including costs and expenses. 2. City will not provide workers' c o in p e n s a t i o n f o r CONTRACTOR f o r services perforined pursuant to this Contract. 3. This is a non-exclusive con�ract. CONTRACTOR is free to adver�ise and provide his/her services to persons or en�i�ies other than the City. Further, City may use other CONTRACTORs or its own employees to conduct the same services as CONTRACTOR. 4. Any insurance the City may have for its facility described above is solely for the beneiit of the City. The City shall not be liable for injuries to property or persons (including death) which are the result of the activities of the CONTRACTOR. CONTRACTOR agrees he/she shall be liable for injuries to hiinself/herself o r others caused by his/her own negligence, oinissions, malfeasance, or intentional conduct. When applicable, for the services provided, CONTRACTOR shall provide insurance for the activity as provided in the policies of the contract instructors program. 5. The CONTRACTOR represents that there are no legal impediments enter into this con�ract and that this engageinent does not violate the tenns of any agreeinent between the CONTRACTOR and any third party. Further, the CONTRACTOR, in rendering [his or her] duties shall not utilize any invention, discovery, developinent, iinproveinent, innovation, or trade secret CONTRACT 6624 11 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 in which [he or she] does not have a proprietary interest, or a right to use. 6. During the terin of this agreement, the CONTRACTOR shall devote as much Of [his or her] produc�ive time, energy and abilities to the perforinance of [his or her] duties hereunder as is necessary to perfonn the required du�ies in a tiinely and productive inanner. The CONTRACTOR is expressly pennitted to perforin services for other parties while perfonning services for the City. 7. The CONTRACTOR shall not perforin services for other parties, on or within City of Denton facilities. This contract shall not render the CONTRACTOR an einployee, partner, agent of, or joint venture with the City for any purpose. The CONTRACTOR is and will reinain an independent CONTRACTOR in [his or her] relationship to the City. The City shall not be responsible for withholding taxes with respect to the CONTRACTOR's coinpensa�ion hereunder. The City will inalce no withholding for taxes of any type from the fee agreed upon in Article ZV. All taxes, including, but not limited to Social Security, uneinployinent, FICA or other inonies owned to any State, Local or Federal governinental entity, including applicable penalties and interest, are to be paid by CONTRACTOR and are solely the liability of same. Zn the event a claim is made against City for payinent of taxes, penalties or interest for or on behalf of CONTRACTOR, CONTRACTOR agrees to indeinnify and hold harinless City of such dainages, including costs and expenses. City will not provide worlcers' compensa�ion for CONTRACTOR for services perforined pursuant to this Contract The CONTRACTOR shall have no claiin against the City hereunder or otherwise for vacation pay, sick leave, retirement benefits, social security, Workers' compensation, health or disability beneiits, unemployment insurance beneiits, or einployee benefits of any lcind. The CONTRACTOR agrees to retain control and to give full atten�ion to the fulfillinent of this Con�ract, and agrees this con�ract will not be assigned or sublet without the prior written consent of the City . ARTICLE IX INDEMNITY AGREEMENT The CONTRACTOR shall defend, indeinnify and hold hannless the City and its officers, agents and employees froin and against all damages, injuries (including death), claims, property dainages (including loss of use), losses deinands, suits, judgments and costs, including reasonable attorney's fees and expenses, in any way arising out or of or resulting froin the performance of this Contract or caused by the negligent or intentional act or oinission of the CONTRACTOR, its ofiicers, agents, employees, subcontractors or invitees. CONTRACT 6624 12 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 As a condition to the foregoing indemnity obligation, City shall provide CONTRACTOR with proinpt notice of any claiin for which indemnification shall be sought hereunder and shall cooperate in all reasonable respects with CONTRACTOR in connection with any such claim. CONTRACTOR shall be entitled to con�rol the handling of any such claiin, with full disclosure of any and all claiins, and actions talcen thereunder, to the City; and CONTRACTOR shall be en�itled to defend or settle any such claiin, in its sole discretion, with counsel of its own choosing. Nothing in this agreement shall be construed to create a liability to any person who is not a party to this Agreement and nothing herein shall waive any of the party's defenses, both at law or equity, to any claim, cause of action or li�igation iiled by anyone not a party to this Agreement, including the defense of governmental immunity, which defenses are hereby expressly reserved. ARTICLE X INSURANCE During the performance of the services under this Agreement, CONTRACTOR shall inaintain the following insurance with an insurance coinpany licensed to do business in the State of Texas by the State Insurance Commission or any successor agency that has a ra�ing with Best Rate Carriers of at least an A or above: A. The Contractor shall provide Comprehensive General Liability Insurance with bodily injury liinits, liability, and property dainage of not less than $1,000,000 for each occurrence and not less than $2,000,000 in the aggregate, and with property damage liinits of not less than $100,000 for each occurrence and not less than $100,000 in the aggregate. Contractor shall naine the City of Denton as an Additional Insured on the Comprehensive General Liability policy. Modified and A�roved bv Citv of Denton Risk Mana,�efnent. B. Automobile Liability Insurance with c o in b i n e d single liinit b o d i 1 y injury and property damage of not less than $500,000 for each accident. Waived by City of Denton Risk Manageinent. C. The Contractor's Doctor of Veterinary Medicine is an independent contractor, and as such is not requ�red to be covered b y workers' compensation insurance. The Contractor's Experienced Veterinary Technician shall also not be covered by worker's compensation insurance, but will be covered by the Contractor's accident policy, in accordance with Texas State Laws. Modified and A�nroved b,v Citv ofDenton Risk Manageinent. D. The Contractor's Doctor of Veterinary Medicine shall obtain, and continue to maintain in full force and effect, a Professional Liability Insurance with CONTRACT 6624 13 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 limits of not less than $1,000,000 combined single limit for liability and $3,000,000 aggregate limit. The CONTRACTOR's Doctor of Veterinary Medicine shall furnish insurance certificates orinsurance policies at the CITY's request to evidence such coverage's. Modified and �nroved b,v Citv ofDenton Risk Mana�einent. E. The CONTRACTOR shall furnish insurance certificates or insurance policies at the CITY's request to evidence such coverages. CONTRACTOR s h al1 endeavor to provide CITY with any cancellation or modiiication to its insurance policies. Required notices of any insurance changes shall be delivered to the City of Denton within 10 days of such change. Modified and �nroved b,v Citv o(Denton Risk Manageinent. ARTICLE XI ARBITRATION AND ALTERNATE DISPUTE RESOLUTION The parties may agree to settle any disputes under this Agreement by submitting the dispute to arbitration or other means of alternate dispute resolution, such as mediation. No arbitration or alternate dispute resolution arising out of or relating to this Agreement, involving one party's disagreement may include the other party to the disagreement without the other's approval. ARTICLE XII TERMINATION OF AGREEMENT The City may tenninate this Agreement at any �ime by 30 worlcing days' written no�ice to the CONTRACTOR. In addition, if the CONTRACTOR is convicted of any crime or offense, fails or refuses to comply with the written policies or reasonable direc�ive of the City, or materially breaches provisions of this Agreement, the City at any time may tenninate the engagement of the CONTRACTOR immediately and without prior written notice to the CONTRACTOR. In the event of termination for cause, the CONTRACTOR shall only receive payment for worlc sa�isfactorily performed, approved, and accepted by the City. In the event of default of CONTRACTOR for any term or provision of this Contract, the City upon notice to the CONTRACTOR of such default, may terminate this Contract without further obligations or liability. In the event of termina�ion for cause, the CONTRACTOR shall only receive payment, based upon a pro-rate basis, less any damages incurred by the City for the default. The parties hereto acicnowledge that the services to be rendered by the CONTRACTOR under this contract and the rights and privileges granted to the City under the Agreement are of a special, unique, unusual, and extraordinary character which gives them a peculiar value, the loss of which cannot be reasonably or adequately compensated by damages in any action at law, and the breach by the CONTRACTOR of any of the provisions of this Agreement will cause the City irreparable injury and damage. CONTRACT 6624 14 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 The CONTRACTOR expressly agrees that the City shall be entitled to injunctive and other equitable relief in the event of, or to prevent, a breach of any provision of this Agreement by the CONTRACTOR. Resort to such equitable relief, however, shall not be construed to be a waiver of any other rights or remedies that the City may have for damages or otherwise. The various rights and remedies of the City under this Agreement or otherwise shall be construed to be cumulative, and no one of them shall be exclusive of any other or of any right or remedy allowed by law. ARTICLE XIII SAFETY and HAZARDS The CITY does not warrant or guarantee against the possibility that safety or environmental hazards or poten�ial hazards may exist at the CITY's facility. The CONTRACTOR shall be responsible for identifying any hazardous conditions and notifying the CITY of these conditions in writing no later than 30 days after contract award and prior to initia�ion of service delivery on the property. All CONTRACTORS to the CITY are required to ensure absolute safety standards are applied and enforced. The CITY will not be responsible for individual contractor safety, and the awarded CONTRACTOR shall not hold the CITY responsible. Known hazards shall immediately be reported and all safety precautions shall be talcen to prevent potential safety issues from occurring. The CONTRACTOR shall at all times exercise reasonable precautions for the safety of participants and others on or near the CITY's facility and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The CONTRACTOR shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations, which in any matter affect the CONTRACTOR or the work, and shall indemnify, defend and save harmless the CITY against any claim arising for the violation of any such laws, ordinances and regulations whether by the CONTRACTOR or its employees. ARTICLE XIV NOTICES All notices, communica�ions, and reports required or pennitted 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 no�ices shall be deemed communicated as of three (3) days' mailing: CONTRACT 6624 15 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 TO CONTRACTOR: RSVP Services, Znc. Attn: Monica Hughes 2701 Hartley Field Rd Denton, TX 76208 TO CTTY: City of Denton Attn: Karen Sinith, Purchasing Manager 901 B Texas St Denton, TX 76209 All notices shall be deemed effective upon receipt by the party to whom such no�ice is given, or within three (3) days' inailing. ARTICLE XV SEVERABILITY Zf any provision of this Agreeinent is found or deeined by a court of competent jurisdiction to be invalid or unenforceable, it shall be considered severable froin the reinainder of this Agreeinent and shall not cause the reinainder to be invalid or unenforceable. Zn such event, the par�ies shall refonn this Agreement to replace such stricken provision with a valid and enforceable provision which comes as close as possible to expressing the intention of the stricken provision. ARTICLE XVI COMPLIANCE WITH LAWS TheCONTRACTOR shallcoinply withall federal, state, and local laws, r u 1 e s, regula�ions, and ordinances applicable to the work covered hereunder as they may now read or hereinafter be amended. ARTICLE XVII DISCRIMINATION PROHIBITED Zn perforining the services required hereunder, CONTRACTOR shall not discriminate against any person on the basis of race, color, religion, sex, national origin or ancestry, age, or physical handicap. CONTRACTOR agrees that in connec�ion with the services to be provided to City hereunder that it will coinply with all applicable laws and regula�ions regarding employment discri�nina�ion applicable to CONTRACTOR. ARTICLE XVIII PERSONNEL All services required hereunder will be perforined by CONTRACTOR. All personnel engaged in worlc shall have the necessary slcills and experience, and shall be authorized and perinitted under state and local laws to perforin such services. CONTRACTOR shall inform the City of any conflict of interest that may be discovered or arise during the term of this Agreement. CONTRACTOR shall complete and submit Exhibit I. CONTRACT 6624 16 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 ARTICLE XIX ASSIGNABILITY The CONTRACTOR shall not assign any interest in this Agreeinent, and shall not transfer any interest in this Agreement (whether by assignment, novation, or otherwise) without the prior written consent of the CITY. This Contract shall be binding upon the parties hereto, their successors, heirs, personal representatives and assigns. ARTICLE XX MODIFICATION No waiver or modiiica�ion of this Agreement or of any covenant, condition, or liinitation 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 bettiveen the parties hereto out of or affecting this Agreeinent, or the rights or obliga�ions of the parties hereunder, and unless such waiver or inodification 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 XXI MISCELLANEOUS A. The following exhibits are attached to and made a part of this Agreement: Exhibit A - Pricing Sheet Exhibit B— City of Denton's RFP# 6624 (on File at the Office of the Purchasing Agent); Exhibit C- City of Denton Standard Terms and Conditions Exhibit D- Certificate of Interested Parties Electronic Filing Exhibit E - Contractor's Proposal Exhibit F- House Bill 89 Verification Exhibit G- Senate Bi11252 Certification Exhibit H- Form CIQ — Conflict of Interest Questionnaire B. The City shall have the right to audit and inalce copies of the boolcs, records and coinputations pertaining to this agreeinent. The CONTRACTOR shall retain such books, records, documents and other evidence pertaining to this agreeinent during the contract period and five years thereafter, except if an audit is in progress or audit iindings are yet unresolved, in which case records shall be lcept until all audit taslcs are coinpleted and resolved. These boolcs, records, docuinents and other evidence shall be available, within 10 business days of written request. Further, the CONTRACTOR shall also require all Subcontractors, inaterial suppliers, and other payees to retain all boolcs, records, docuinents and other evidence pertaining to this agreeinent, CONTRACT 6624 17 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 and to allow the City siinilar access to those docuinents. All boolcs 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 overpayinent of 1% or greater. Zf an overpayinent of 1% or greater occurs, the reasonable costs of the audit, including any travel costs, inust be borne by the CONTRACTOR which inust be payable within iive business days of receipt of an invoice. Failure to coinply with the provisions of this section shall be a inaterial breach of this contract and shall constitute, in the City's sole discretion, grounds for terinination thereof. Each of the terins "boolcs", "records", "docuinents" and "other evidence", as used above, shall be construed to include drafts and electronic iiles, even if such drafts or electronic iiles are subsequently used to generate or prepare a iinal printed document. C. Venue of any suit or cause of action under this Agreeinent shall lie exclusively in Denton County, Texas. This Agreement shall be construed in accordance with the laws of the State of Texas. D. For the purpose of this Agreeinent, the lcey persons who will perforin inost of the worlc hereunder shall b e t h e D V M a n d E x p e r i e n c e d V eterinary Technicians. However, nothing herein shall liinit CONTRACTOR froin using other qualified, licensed, and coinpetent ineinbers of its iinn to perforin the services required herein. E. CONTRACTOR shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, and efiicient manner and in accordance with the provisions hereof. Zn accoinplishing th e proj ects, CONTRACTOR s h al1 talce such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by the CITY. F. The CITY shall assist the CONTRACTOR by placing at the CONTRACTOR's disposal all available inforination pertinent to the Project, including previous reports, any other data relative to the Project, and arranging for the access thereto, and make all provisions for the CONTRACTOR to enter in or upon public and private property as required for the CONTRACTOR to perforin services under this Agreement. G. The captions of this Agreeinent are for inforinational purposes only, and shall not in any way affect the substantive tenns or conditions of this Agreement. H. Nottivithstanding any other provision in this Agreement, Contractor shall not be liable or held responsible for any failure to perforin or delays in perforining its obligations under this Agreeinent, which result froin circuinstances or causes beyond CONTRACTOR's reasonable control, including, without liinitation, acts or omissions or the failure to cooperate pursuant to this Agreement by CONTRACT 6624 18 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 City (including, without liinitation, entities or individuals under its control, or any of their respec�ive officers, directors, einployees, other personnel and agents), fire or casualty, act of God, strilce or labor disputes, war or other violence, or any law, order or requirement of any governmental agency or authority. L Zf there is any conflict between the tenns of this Agreement and the exhibits attached to this Agreement, the terins and conditions of this Agreement will control over the terins and conditions of the attached exhibits or task orders. ARTICLE XXII COOPERATIVE PURCHASING/PIGGYBACK 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 e n ti ti e s will have the option to use the pricing as agreed to within the resulting contract. Provided that other governinental entities are interested in ordering froin the resulting con�ract, and other delivery locations are requested than originally agreed upon, the City of Denton and the awarded contractor will seelc a inutual agreeinent for pricing to other locations. Governmental entities will issue their internal purchase orders directly to the contractor(s), however, shall reference and cite the City of Denton contract nuinber (RFP number) within the purchase order document. � r r � r This Agreeinent, consisting of 25 �aaes and 9 exhibits. constitutes the coinplete and final expression of the agreeinent of the parties, and is intended as a coinplete and exclusive statement of the ter�ns of their agreeinents, and supersedes all prior conteinporaneous offers, proinises, representations, negotiations, discussions, communications, and agreements which may have been made in connection with the subj ect inatter hereof. IN WITNESS WHEREOF, Agreeinent to be executed by CONTRACTOR, on this the the City of Denton, Texas has caused this its duly authorized City Manager, and CONTRACT 6624 19 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 ATTEST: JENNIFER WALTERS, CITY SECRETARY I� APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: BY: (,adN'� r,b(,(,tS{�t,V' ..-�- --�-�38A6D90FD93B4AB .�� DocuSigned by: CON R�.��',�t�.t.S B 1 . 13F�42�4i3364-1-9... AUTHORIZED SIGNATURE Date:3/7/2018 Name: Monica Hughes Title: Di rector monica.hughes@4rsvp.com EMAIL ADDRESS 2018-320826 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS TODD HILEMAN CITY MANAGER Date: CONTRACT 6624 20 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT A RFP6624-1 BEST AND FINAL OFFER (BAFO) Pricing Sheet for SUPPLY OF VETERINARY SERVICES FOR LINDA McNATT ANIMAL SHELTER Respondent's Business Name RSVP Services, Inc Principal Place of Btiisiness (City and State) �eI1tOI1� Z'eXaS The respondent shall complete the following section, which directly corresponds to the specifzcations. The contractor shall not make changes to this format. Services Proposal Pricing: ESTIMATED ESTIMATED PROPOSED ITEM WEEKLY ANNUAL UNIT OF TYPE OF SERVICE REQUESTED HOURLY ESTIMATED HOURS HOURS MEASURE �TE ANNUAL COST lA 24 1,248 tii� �' 8 hotiu per shift, In-hotiise Texas Licensed Doctor of Veteiinaiy Medicine 3 Shifts per week (DVM) Seivices. (Doctors to be identified on invoices) � 94.50 $ ll7,936.00 In-hotiise Texas Licensed Doctor of Veteiinaiy Medicine 1B 0 50 HR (DVM) Seivices. (Additional hotius if needed. Doctors to be identified on invoices) $ 157.50 $ 7,875.00 Veterinary Technicians- Qty 2: In-hotiise Texas Licensed 2A 80 4,160 HR Doctor of Veterinaiy Medicine (DVM) Seivices (Names, dates and hotius to be listed on invoice. Additional Hotiirs if needed) $ 31.71 $ 131,913.60 2B 4 208 HR After Hotiirs Emergency DVM Veterinary Care Seivices, by Vet Technician as-needed basis only- Overkime � 50.40 $ 10,483.20 ITEM TYPE OF SERVICE REQUESTED PROPOSED ESTIMATED RATE ANNUAL COST 3 Animal Hospital Seivices & Administration of bills, etc $ - TOTAL $ 268,207.80 *NOTE: PLEASE EMAIL THIS EXHIBIT 1 AS AN EXCEL FILE TO EBIDS@CITYOFDENTON.COM RSVP has secured ER & daytime off site services at negotiated rates below standard customer prices. L►st or ser�►�es Pr►�e Off-site veterinary services during business hours 10% discotiint on seivices �novided with initial cap at $200 and second cap at $400 Animal Hospital on Teasley Lane Argyle Veterinaiy Hospital Off-site veterinary services after business hours 10% discotiint on seivices �novided with initial cap at $500 and second cap at $900 Argyle Veterinary Hospital Center for Veteiinaiy Specialty and Emergency Care North Texas Emergency Pet Clinic Flower Motiind Emergency Pet Clinic Denton Cotiinty Animal ER CONTRACT 6624 21 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C Citv of Denton Standard Purchase Terms and Conditions These standard Terms and Conditions and the Terms and Conditions, Specifications, Drawings and other requirements included in the City of Denton's solicitation are applicable to contractslpurchase orders issued by the City of Denton hereinafier 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 contractlpurchase order these written provisions will take precedence. By submitting an offer in response to the solicitation, the Contractor agrees that the contract shall be governed by the following terms and conditions, unless exceptions are duly noted and fully negotiated. Unless otherwise specified in the contract, Sections 3, 4, 5, 6, 7, 8, 20, 21, and 36 shall apply only to a solicitation to purchase goods, and sections 9, 10, 1l, 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 Solicitarion 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. 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 sl�all be deemed to include all delivery and transportarion cl�arges. 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 rej ect 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. CONTRACT 6624 22 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 specificarions, 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. 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, 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 afier 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 Page 2 of 22 CONTRACT 6624 23 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions the bill of lading and the freight waybill, when applicable, sl�all 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 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 Contractar 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 tl�at the Contractor's obligarions will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual 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 conrinuarion 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. Page 3 of 22 CONTRACT 6624 24 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 15. FINAL PAYMENT AND CLOSE-OUT: A. If a DBElMBElWBE Program Plan is agreed to and the Contractor has identified Subcontractors, the Contractor is required to submit a Contract Close-Out MBElWBE 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 afier 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 discrerion, grounds for termination thereof. Each of the terms "books", "records", "documents" and "other evidence", as used above, sl�all be construed to include drafis 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 DBElMBElWBE 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 sl�all 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 Page 4 of 22 CONTRACT 6624 25 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 afier 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 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 oprion 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 sl�all transfer and assign such manufacturer's warranty to the City. If for any reason the manufacturer's Page 5 of 22 CONTRACT 6624 26 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions warranty cannot be fully transferred to the City, the Contractor shall assist and cooperate with the City to the fullest eatent 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 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 properly. 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 addirion 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 Page 6 of 22 CONTRACT 6624 27 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 norice. 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 wark 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 parly 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); andlor (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, 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. Page 7 of 22 CONTRACT 6624 28 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 writtenby 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 sl�all not apply to the City where the City is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both the City and the Contractor, shall be considered primary coverage as applicable. viii. If insurance policies are not written for amounts agreed to with the City, the Contractor shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. ix. The City shall be entitled, upon request, at an agreed upon location, and without expense, to review certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. x. The City reserves the right to review the insurance requirements set forth during the effective period of the Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by the City based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as the Contractor. xi. The Contractor shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. xii. The Contractor shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. xiii. The Contractor sl�all 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. Page 8 of 22 CONTRACT 6624 29 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 l�ave 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 afier 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 norify the other in writing. Notices to the City sl�all be addressed to the City at 901B Texas Street, Denton, Texas 76209 and marked to the attention of the Purchasing Manager. 35. RIGHTS TO BID, PROPOSAL AND CONTRACTUAL MATERIAL: All material submitted by the Contractor to the City shall become property of the City upon receipt. Any portions of such material claimed by the Contractor to be proprietary must be clearly marked as such. Determination of the public nature of the material is subject to the Texas Public Information Act, Chapter 552, and Texas Government Code. 36. NO WARRANTY BY CITY AGAINST INFRINGEMENTS: The Contractor represents and warrants to the City that (i) the Contractor shall provide the City good and indefeasible title to the deliverables and (ii) the deliverables supplied by the Contractor in accordance with the specifications in the Contract will not infringe, directly or contributorily, any patent, trademark, copyright, trade secret, or any other intellectual property right of any kind of any third parly; 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 tl�at 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 sl�all 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 informarion (including inventions, employee informarion, trade secrets, confidential know-how, confidential business information, and other information which the City or its licensors consider confidenrial) (collectively, "Confidenrial Informarion"). Contractor acknowledges and agrees tl�at the Confidential Information is the valuable properly of the City andlor its licensors and any unauthorized use, disclosure, dissemination, or other release of the Confidential Information will substantially injure the City andlor 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 Page 9 of 22 CONTRACT 6624 30 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 subj ect 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 viriue 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 o� 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 andlor 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 afier 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 sl�all not advertise or publish, without the City's prior consent, the fact tl�at the City has entered into the Contract, except to the extent required by law. 41. NO CONTINGENT FEES: The Contractor warrants that no person or selling agency has been employed or retained to solicit or secure the Contract upon any agreement or understanding for commission, percentage, brokerage, or contingent fee, excepting bona fide employees of bona fide established commercial or selling agencies maintained by the Contractor for the purpose of securing business. For breach or violation of this warranty, the City shall have the right, in addition to any other remedy available, to cancel the Contract without liability and to deduct from any amounts owed to the Contractor, or otherwise recover, the full amount of such commission, percentage, brokerage or contingent fee. 42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without liability if it is determined by the City that gratuities were offered or given by the Contractor or any agent or representative of the Contractor to any officer or employee of the City of Denton with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the Page 10 of 22 CONTRACT 6624 31 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 Quesrioiii�aire (Attachment G). 44. INDEPENDENT CONTRACTOR The Contract shall not be construed as creating an employerlemployee relationship, a partnership, or a joint venture. The Contractor's services sl�all 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 compensarion, or any other City employee benefit. The City shall not l�ave supeivision 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. 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 parly. No waiver by either the Contractor or the City of any one or more events of default by the other party shall operate as, or be construed to be, a permanent waiver of any rights or obligations under the Contract, or an express or implied acceptance of any other existing or future default or defaults, whether of a similar or different character. 47. MODIFICATIONS: The Contract can be modified or amended only by a writing signed by both parties. No pre- printed or similar terms on any the Contractor invoice, order or other document shall have any force or effect to change the terms, covenants, and conditions of the Contract. 48. INTERPRETATION: The Contract is intended by the parties as a final, complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties or course of performance or usage of the trade shall be relevant to supplement or explain any term used in the Contract. Although the Contract may have been substantially drafted by one party, it is the intent of the parties that all provisions be construed in a manner to be fair to both parties, reading no provisions more strictly against one party or the other. Whenever a term defined by the Uniform Commercial Code, as enacted by the State of Texas, is used in the Contract, the UCC definition shall control, unless otherwise defined in the Contract. 49. DISPUTE RESOLUTION: A. If a dispute arises out of or relates to the Contract, or the breach thereof, the parties agree to negotiate prior to prosecuting a suit for damages. However, this section does not prohibit the filing of a lawsuit to toll the running of a statute of limitations or to seek injunctive relief. Either party may make a written request for a meeting between representatives of each party within fourteen (14) calendar days after receipt of the request or such later period as agreed by the parties. Each party shall include, at a minimum, one (1) senior level individual with decision-making authority regarding the dispute. The purpose of this and any subsequent meeting is to attempt in good faith to negotiate Page 11 of 22 CONTRACT 6624 32 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions a resolution of the dispute. If, within thirty (30) calendar days afier 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 thirly (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 attomeys 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 l, 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. 5 L 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. Page 12 of 22 CONTRACT 6624 33 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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, sl�all engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, sexual orientation, 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, in addition to the specific federally funded requirements detailed in Attachment B. 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 ar 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. l0a - lOd) provides apreference 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 solicitation, whether amended or not, except as prohibited by law. Selection of rejection of the submittal does not affect this right. Page 13 of 22 CONTRACT 6624 34 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 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 awarded contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis-Bacon Wage Determination at htt�://www.dol.�ov/whd/coniracis/dbra him 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 hereafier 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 perfarmance 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 Parly 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. Page 14 of 22 CONTRACT 6624 35 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C City of Denton Standard Purchase Terms and Conditions 66. NO WAIVER OF SOVEREIGN IMMLTNITY: 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 afier 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 the PO, RFP document, supplier terms, drawin�s, specifications, construction document, or contract; the terms and conditions set forth in the Citv of Denton General Conditions and the ne�otiated contract shall prevail. CONTRACT 6624 36 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A INSURANCE REQUIREMENTS AND WORKERS' COMPENSATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comp/y 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. ■ Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. 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. CONTRACT 6624 37 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comp/y 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. Modified and Approved by City of Denton Risk Manaqement. • 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. CONTRACT 6624 38 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A [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. Modified and Approved bv Citv of Denton Risk Manaqement. Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • All owned hired and non-owned autos. [X] Workers' Compensation Insurance Contractor shall purchase and maintain Workers' Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a$500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 110.110 of the Texas Workers' Compensation Commission (TWCC). [] Owner's and Contractor's Protective Liability Insurance The Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a$1,000,000.00 aggregate. [] Fire Damage Legal Liability Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than each occurrence are required. [ ] Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. CONTRACT 6624 39 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A [ ] 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 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. CONTRACT 6624 40 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A ATTACHMENT 1 [X] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of CONTRACT 6624 41 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A 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 b. a new certificate of coverage showing extension of coverage, prior to the CONTRACT 6624 42 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT C APPENDIX A 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. CONTRACT 6624 43 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT E Cover page for RFP #6624 SUPPLY OF VETERINARY SERVICES Firm Name RSVP Services, Inc Address 2701 Hartlee Field Road, Denton Texas 76208 Contact Monica Hughes Contact phone 800-256-4078 Contact fax 940-381-1847 Website address www.reliefvet.com Contact email monica.hughes@4rsvp.com CONTRACT 6624 45 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 [$j'j' E V A � A rFi� o �' `fl A rFi� � H O � o� �"' OU o�o� Q '� � ,� Q ,a o� � � M � � � w Z � W � Q `f' `'`3 d � A� o o � � a � a � � � '_' "' � � w � � � O � �' � � � � a � �, Y ; a .a � � o � � � � H � � � � � a c � � o V U V � N � � U N U V � r� A � .� � �o „� Z � � Q .� E' � a� � � � FW., � W ca o �� aki • j � �� o � �-�+ ^t} � ^� H t" � U � W � a � � � � � � �° � > a .o � � o"b �O W .� W o '� o � � � ¢ a� � W � � o� o„� ~Q � � ° U � N N . C� � � 'b , U O U --� (� Q s�. O � � V O > .� � ¢ Q o a'C7 •� Q W °� v� � o -b • � � � �, � � `� O �n o °�n' 2s � �� o �•o � c�i � W �Q �Q.� '�'s.'� �� , a :.a �; ;.a �; o • � � .� � � W � F�., � � s � . � � ? .� w � y' � � ? Fv � ° E-� j ° � � � E'" � a � � � �� o O� O�� cV� O � ��., U � .C. s.' .�-.+ .� � �> .�> � ? � a�H � jQ � dj 'c , � ,�Q �Q� c Q � .� � W � � O � a. � E'" Vl '� L�, � � � � W 00 � � � o v� � M � W N O � N H a d � � �" *, � z O �z �Qx w A a W �+ v� 'L � � � a � W O � o �o � � �-+ W ow3x a � � `-' w ¢ aa �� N � � M � � CONTRACT 6624 46 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508�n1D1,I, E City ofDentoii RFP#6624 for Supply of Ueterinary Services 6 Aitacl�inent C— Safet ��Record Questionnaire (i�Pa licable) 7 Attachn�ent D— Reference Fonn 8 Attaehment E— Conflict of uestioimaire Form 9 Attachment F- Acknowled ment Submit response, with tabs marking each section, in the following order: ATTACHMENT A-BUSINESS OVERVIEW QUESTIONNAIRE Ai�1D FORMS 1. Contract Inforrnation (for formal contracting purposes): The following information will be used to write a coratract, should your, fi��n be selected for award. • Fu-�n's Legal Name: RSVP Services, Inc. • Address: 2701 Hartlee Field Road, Denton Te�s 76208 • Agent Authorized to sign conti-act (Name): Monica Hughes • Agent's email address: �n�nic��..l��L..��z,�,s aiq.rsv �.e;c�� . Subsidiary o�N/A 3. Organization Class (circle): Partnership Corporation Individual Association 4. Tax Payer ID#: 90-1029021 5. Date Established: 1992 (RSVP & ACT, Inc) 2014 (RSVP Services, Inc) 6. Historically Underutilized Business: Yes or No 7. Does your company have an established physical presence in the State ofTe�s, or the City of Denton? Yes ar No, in which? Yes in Denton 8. Please provide a detailed listing of all products and/or services that your company provides. Temporary aud pen��anent placement of vetei-inarians and veterinary support staff 9. Has your coinpany filed or been named in any litigation mvolvnlg your company and the Ov�n�er on a contract withul the last five years under your current corr�any name or any other company name? If RFP#6624 - Man1 Document Page 13 of 25 CONTRACT 6624 47 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 �,xiIIBIT E City ofDenton RFP#C624 for Supply of Ueterinary Services so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. (Notice: Faihzre to disclose this information during proposal submi�sion, and later discovered, may result in contract tennination at the Owner's option.) No 10. Have you ever defaulted on or failed to complete a contract under yo�u• current company nau7e or any other company name? If so, where and why? Give name and telephone number of Owner. No 11. Have you ever had a contract tenninated by the Owncr? If so, where and why? Give name and telephone number (s) of Owner (s). No 12. Has your company impleinented an Ei�loyee Health and Safety Progam coir�pliant with 29 CFR 1910 "General Indushy Standards" and/or 29 CFR 1926 "General Construction Standards" as they apply to your Company's customary activities? 11tt� //www.osha �av/�a�s/osllaw�b/cxwasrch searci� f�rrri> > c�c�c, ty�ae �T�NL3�RD�,�4z� Tcrc lt,v�i=1�p kevvalue=1926 — No 13, Resident/Non-Resident Bidder Detennnlation: Te�as Govei�tunent Code Section 2252.002: Non-resident bidders. Texas law proh�bits cities and other governmental units fi•om awardin� contracts to a non-resident firm unless the amouzlt of such a bid is lower than the lowest bid by a Texas resident by the amo�ult the Texas resident would be requued to underbid 'm the non-resident bidders' state. In order to make this detei7nination, please provide the name, address and phone number oE a. Respondrng fn�ns principle place ofbusuiess: 2701 Hartlee Field Road, Denton Texas 76208 b. Company's majarity owner principle place ofbusiness:2701 Hartlee Field Road, Denton Texas 76208 c. Ultn�nate Parent Company's prnlciple place ofbusiness:N/A RFP#6624 - Maiv Document Page 14of25 CONTRACT 6624 48 DocuSign Envelope ID: 6577BE24-44CG441F-A534-ADC2B4150�C�n1�I,I, E City ofDenton RFP#6624 for Supply of Veterinary Services 14. Provide details to su ort the evaluation criteria incluclin ex erience and delive . Since 1992 RSVP has �lled over 150,000 veterinary relief shifts and provided numerous permanent placements of both veterinarians and support staff. The TVIvIA (Texas Veterniaiy Medical Association) has endorsed RSVP as a preferred provider, Some of the clients(cities, shelters and non-profits) RSVP is currently supplying se�vices to include: SPCA of Texas (both Dallas locations aud shelter as well as McKinney), Kaufinan County Anni7al Awareness Program, TCAP, Operation Kindness, Humane Society of North Texas, The City of rrand Pi•airie, PetConneetors, ABC Animal Birth Control (Waco), Anunal Alliance (La Marque), Citizens for Annual Protection. In addition, RSVP services thousands of veterinary clinics in three states every year. RSVP has an internal inanagement staff overseeing the coverage of doctors and suppart staff and an aceounting department to faeilitate bookkeeping conununications, all withm our corporate headquarters in Denton. 15. Provide details on howfirm meeYs the minimum ualifications stated in this Main document Section 3 a. The details must be completed on this fon�n, and shall not point to another docurrlent n1 the respondent's proposal b. Sign below and ret�u-n forni witli final submission. RSVP Services, Ine (Formerly as RSVP & ACT, Inc) has provided permanent and relicf veterinarians and support staff to the anunal medical industry su�ce 1992. Our clients include cities, shelters and non-profits, in addition to regular veterinary clulies, across the entire state of Texas and cw-rently also m Flarida and Georgia. We have assisted several Texas cities open new sheiters, by providing doctors and staff not only with the appropriate experience and skills necessary for the shelter to operate, but also a willingness to fornllilate policies and protocols for Yhe shelter gou�g forward. All of our docYors are Independent Conn•actors, with current licenses and certificat�es as required to practice in the state oi Texas. Additionally, RSVP can provide an ni-house doctor(s) with Yhe practice experience for shelter medicine ihrough oiu• screening processes. We l�ave the depth of resourees to prc�vide multiple doctors and teehnicians for coverage ui the event the regular in-I�ouse doetor and technicians need to take days off, Our provider far the ER veterinary servic�s during business hours, is the same provider the City of Denton has been using for veterinary services for several ycars previously. (Annnal Hospital on Teasley Lane-Dr Cassie Epstein.) The provider of the a$er hours ER services can be one of several reputable annna] emergency clinics in the Denton area with the facilities and staff to handle all requested services by the Ciry of Denton, uicluding your preferred hospital in Argyle. There are many intangible services ihat RSVP cnn-ently offers the City of Denton, and would continue to provide, that not expressly de�ned in the contract; + Candidate searches/screening/hiring services through the nation's leaclrng provider of veterinary medical staff. RSVP retams and offers vete��inarians ai�d support staff appropriate for shelter medicine and hr-volunle stu-gery facilities for perrnanent and temporary hire. Candidates are thoroughly assessed, typed, backgraund checked/reference checked anci drug screened before brought to the City for consideration. RFP#6624 - Main Document Page 15 of25 CONTRACT 6624 49 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT E City of Denton RFP#6624 for Supply ofUeterinary Services + Off site veterulary services. RS�P conducted thc search that attained agreeme�lts with tlic 2 offsite clinics to enter into arrangeineuts to offer discounted services ta tlie City for speciaUemergency care. • Clear del�7eaYion of el�e VeYerinary Services luiiits the City's liabilities and exposure for veterinary related events • HR expenses are managcd b,y RSVP and its respective hires (Payroll taxes, liability insw-ance, healtl� benefits, professional licerises, reqtirirEd corztinuing education, ete). + Comparative market fees for contracted veterinarians warking shifts in shelters would r•un $700 per day. 'These contracted individuals anly perform tl�eir reqtzired diagnostic/surgical tasks and wauld nc�t be available on their non-workitlg days as occurs in the current sittzation. • Consistency of care and services is perhaps onc of the st�•ongest consideraiions to t�are in n�ind. RSVP, as a veterinary staffing a�ency, has tremendous depth of qualified veterinarians and staff to be able to tnaintau� 100% consistency of coverage %r the shelter. With over 225 vets and techs working tlu•oug11 this agency in Texas alone, RSVP can quickly respond to an acute vacancy or termination. It could take the ciry months to replace a veterinarian or key staff inember in this same situation. RSVP covers the City with no gaps. • We hire goc�d people and hold them acc�untable. We communicate with the staff and Dr. Munsell on a regtilar basis and Dr. C'n-ant sits down with Dr. Munsell every moi�th or two (or rnore often as needed), to discuss al] aspects of the service, both medical and adrninistrative. • RSVP has worked with th�; veteruiary tearn ta provide both policy man�ials and employce rnanuals, not to mention numerous policies within tl�e veterinary departiYYent. Before the shelter opened, RSVP provided coru7ections to experts in shelter medieine to recomrnend inventary/ec�uipmerlt and irisight into industry standards and protacc�ls. • The City is not just gettin� Dz•. Munsell's expertise, but also Dr. David Gra�nt's. Dz�. Grant brings 30 years oi veterulary experience and is considered nn expert on various issues shelter's face, u�cluding humane euthanasia. He 11as spoken across the cotultry for the HSiJS and has authored chapters in many shelter books and publications. He helps with conflict resolution and is an additional doctor for consultation on sensitive/medical issues. * RSVP is the largest staffing agericy iri the veterinary profession. It is uniquely bene�cial to Denton that we ar� located here in Denton Texas. RSVP has 26 years of experience filling over 150,000 shifts. We also cover shelter services for other municipalities. We know what the needs are and how to fill them. • The City of Denton gai�is Peace of Mind witli RSVP. If something doesn't go right, we are there solving the issue often the very same day. • Strong relationships with the veterinary comrnunity. RSVP warks with over 400 hospitals iri Texas. This helped fost�r the shzltar's service relationships far emergency services a.nd can play a very valuable role in ilaaintaining a strong relationship with the Denton Veteruiary c ommunity. • RSVP's teclu7icians Tara and Alexis were hand selectcd for Denton and reflect the quality of our peoplz, and the expertise of our inatching services. Both techs are hard workers, with Tara even teaching classes and enrichiTr�nt opporTunities to non-rnedical shelter einployees. I eertify that our firm meets the minimum qualifications as stated in this Main document, Section 3. �+ ti� L_._ t�� gnature —�_ – ` �' Coir�pany RFP#6624 - Main Document �/- /g Date Page 16 of 25 CONTRACT 6624 50 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 �;XHIBIT E City ofDenton RFP#6624 for Supply of Ueterinary Services ATTACHMENT B-SUBMISSION EXCEPTIONS/CLARIFICATIONS � exceptions or clarifications talcen to this solicitation (ineluding terms and conditions in Exhibit 2, the General Provisions and Terms and Conditions) inust be itemized on the lines below. Additional pages may be added as needed. If there are no exceptions or clarifications, please sign where indicated at the bottom of the page. Item # Description AppendixA-Insurance- (Replacement tern�s to make this contract's tenris the same as tl�e cuirent contract's tenns.) Priorto the corn�riencement ofwork underthis Contract, CONTRACTOR's in house veteiinarian, sl�al] obtain and shall contnlue to n�anitaul ui full forec and effecC during the tenii of this Contract a professional liability u�surance policy. The minunum luiuts for this coverage shall be $1,OOU,000 combined single limit for liability and a$3,000,000 aggregate limit. Additionally, The Gity shal l be named as an additional insured under RSVP's company policy with a$1,000,000 combn�ed single limit for liability and forproperty damage aild a$2,000,000 aggregate linrit and a provision shall be incorporated in the policy wl�ereby the City shall be given at least ten days priarnotice ofany rnaYerial change in coverage ar of caneellation of such policy. The RSVP in house veterinarian sha ll required to subnvt proof of insurance coverage prior to initiating veterinary service for thc CITY. CONTRACTOR'S in house veterinarian is an Independent Contractor and as such is not required to be covered by worker's compensation uisurance. CONTRACTOR's technician(s) shall also not be covered by worker's compensation insurance, but will be covered under an accident policy, in aecordance with Te�sas state law. #3-(1) Deseription of technieian sl�ould be cl�an�ed to be just `full time veY�erinary technician' #3-(2) RSVP willprc�vide the urgent care DVM during bllsiness hours at tl�eir facility (Dr Cassie Epstein/AH on Teasley Lane) #3-(3) RSVP wi]] provide the after l�ours emergency DVM at their facilify. Scope of work/Txhibit 3/Item#1-Added: The in house veterinarian will have authorify over the mnedical decisions regard'nlg the treahnent ofthe animals in the shclter. Scope of worWE�iibit 3/Item#2-Ci�anged tl�e time in tl�is sentence fi-om4pmto Cpm: A��er l�ours ernergency care provider shall be able to provide a licensed doctor ofveterinary mediciue to treat sick or injured animals after 6pm RFP#6624- Man7 Document Page 17 of 25 CONTRACT 6624 51 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 �;XH1B IT E City ofDenton RFP#6624 for Supply of Veterinary Services every day of the week, on weekends, and during holidays. The above cxceptions and clarifications (and any additional pages identified) are the ONLY exceptions/clarifications to the specifications, General Provisions and Tertns and Conditions in E�ubit 2, and sample eontract to this solicitation. I understand that the City may not accept additional exceptioi�s produced after final submi�sion of this proposal. Signature � `�__��— — ;� �— � Company Dat� No Exceptions are taken to this solicitation or the General Provisions and Terms and Conditions in Exhibit 2. Signature RFP#6624 - Main Document C:ompany Date Page 18 of 25 CONTRACT 6624 52 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3��HIBI7, E City ofDentoil RFP#6624 for Supply of Ueterinary Services ATTACHMENT C-SAFETY RECORD QUESTIONNAIRE The City of Denton desires to avail itself of the benefits of Section 252.0435 of the Local Governinent Code, and eonsider the safety records of potential contractors prior to award of City contracts. Pursuant� to Section 252.0435 of the Local Government Code, the City of Denton has adopted the following written definition and criteria for accurately determining the safety record of a respondent prior to awarding City contracts. The definition and criteria for determining the safety record of a respondent for this consideration shall be: The City of Denton shali consider the safety record of the respondent in determining the responsibility thereof. The City may consider any incidence involving worker safety or safety of the citizens of the City of Denton, be it related or caused by environmental, mechanical, operational, supervision or any other cause or factor. Specifically, the City may consider, among other things: a. Complaints to, or final orders entered by, the Occupational Safety and Health Review Coimnission (OSHRC), against the respondent for violations of OSHA regulations within tl�e past three (3) years. b. Citations (as defined below) from an Environmental Proteciion Agency (as de�'med below) for violations withm the past �ve (5) years. Envirornnental Protection Agencies inelude, but are not necessarily limited to, the U.S. Army Corps of Engaleers (USACOE), the U.S. Fish and Wildlife Service (USFWS), the Environn�ental Protection Ageilcy (EPA), the Texas Comrnission on Environmental Quality (TCEQ), the Texas Natural Resource Conservation Coi�nission (TNRCC) (predecessor to the TCEQ), the Texas Deparnuent of Health (TDH), the Texas Parks and Wildlife Department (TPWD), the Sti-uctural Pest Control Board (SPCB), agencies of local governments responsib(e for enforcing environmental protection or worker safety related laws or regulations, and sunilar re�ulatory agencies of other states of the United States. Citations include notices of violation, notices of enforcement, suspension/revocations of state or federal licenses ar registrations, fines assessed, pend'uig crunnial complaints, indictments, or convictions, administrative orders, draft orders, fmal orders, and judicial final judginents. c. Convictions of a erimival offense within the past ten (10) years, which resulted in bodily harm or death. d. Any other safety related maYter deemed by the City Council to be material in determinin� the responsibility of the respondent and his or her ability to perform the services or goods required by the solicitation documents in a safe environrnent, both for the workers and other employees of respondent and the citizens of the City of Denton. RFP#662F4 - Main Document Page 20 of 25 CONTRACT 6624 53 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT E City ofDenton RFP#6624 for Supply of Ueterinary Services In order to obtain proper information from respondents so that City of Denton may consider the safety reeords of potential contractors prior to awarding bids on City contracts, City of Denton requ�-es Yhat respondents answer the following three (3) qliestions and submit them with their submissions: QUESTION ONE Has the respondent, or the firm, corparation, partnership, or institution represented by the respondent, or anyone actmg for such firin, corporation, partnership or institution, received citations for violations of OSHA within the past three (3) years? YES NO X If the respondent has indicated YES for question number one above, the respondent must provide to City of Denton, with its submission, the following information with respeci to eacl� such citaYion: Date of offense, location of establishment inspected, category of offense, final disposirior� of offense, if any, and penalty assessed. QUESTION TWO Has the respondent, or the fu•m, corporation, partnership, or institution represented by the respondent, or anyone acting for such %rm, corporatioii, parinership or uistitution, received citations for violations of environmental protection laws or regulations, of any kind c�r type, withul the past five years? Citations include notice of violation, notice of enfbrcement, suspension/revocations of state or federal licenses, or registraYions, fines assessed, pending criminal complaints, nldictnlents, or convictions, adininistrative orders, draft orders, �nal orders, and judicial final judgments. YES O X If the respondent has indicated YBS for question number two above, the respondent must provide to City of Denton, with its submission, the followin� i�iformation with respeet to each such conviction: Date of offense ar occurrence, location where offense occurred, type of offense, final disposition of offense, if any, and penalty assessed. QUESTION THREE Has the respondent, or �he fum, coiporation, partnership, or institution represented by respondent, or anyone acting for such firm, corporation, partnership, or u7stitution, ever been convicted, within tl�e pasY ten (10) years, of a criminal offense which resulted in serious bodily injury or death? YES NO X If the respondent has indicated YES fbr yuestion number three above, the respondei�t must provide to City of Denton, with its submission, the following information with respect to each such conviction: Date of offense, location where offense occurred, type of offense, %nal disposition of offense, if any, and penalty assessed. RFP#6624 - Main Document Page 2] of 24 CONTRACT 6624 54 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508�3�R1BI7, E City ofDenton RFP#6624 for Supply of Veterinary Services ATTACHMENT D-REFERENCES Please list three (3) C�veniment referei7ces, other than the City of Denton, wl�o can verify Cl�e qua6ty of seivice your company provides. The City pre%rs customers ofsimilarsize and scope ofwork to this solicitation. RF.FFi2FNCE ONE GOVERNMENT/COMPANYNAME;City of Grand Prairie/Prairie Paws Adoption Center L,OCATION: 326 W Mau1 Street, Grand Prau7e Texis 75050 CONTACTPERSONANDTITLE: C7aniell� iate, Anim�! Services M�nager EMAILADDRESS: d�a��t� p�x.�rg TELEPHONE NUMBER: 972-237-8578 SCOPE OF W�RK: Supplying the Ueterinarian of Recard, multiple t'ecl�nicians CONTRACT PERIOD: 2014-2018 RII�II2�VCE TWO GOV�,'RNMENT/COMPANYNAME: City ofIrvnlg LOCATION: 4140 Valley Uiew Lane, Irving, TX 75038 CONTACT PERSON AND TITLE: Cory Price, Anirr�al Services Manager EMAILADDRHSS: cprice@cityofirving.arg TELEPHONENUMBER:(�}72) 721-�25fl SCOPEOF WORK: Supplying veterinarians and technicians CONTRACI' PERIOD: 2014-2018 GOVL'RNMENT/COMPANYNAME:City ofNorth Richland Hills LOCATION: Animal Adoptian & Rescue Cenker, 7301 Iron Harse Blvd, North Richiand Hills, TX 76180 CONTACT PERSON AND TITLE: Keane Menefee, Animal Services Manager IIVIAIL ADDRESS: lanenefee@nrhtxcom TELEPHONENUMBER:(�31 i) 427-6574 SCOPE OF WORK: Supplying �teru�arian of record, one teclmician CONTRACT PERIOD: 2018-2019 RFP#6624 - Main Docu�nent Page 22 of 24 CONTRACT 6624 55 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 I I14 oi�a/�r, f �iriii f � � „�� ' �� fr�,x �,�,/� � 'J.$ . P ,!,1.°.. ,3, ( �, � ,. << .� d r� a°,,��P �J ,�:�( , .. .. 1Uly 22, 2014 To Whom It May Concern: Texas �itter Control is a low cost spay/neuter and wellness clinic for cats and dogs. We have been using RSVP since February 2013 as our primary relief service when one of our Veterinarians needs a day off. We have been satisfied with the services RSVP has provided this year in finding appropriate doctors for our needs. Please let me know if you have any other questions about RSVP and Texas �itter Control. Sincerely, ��7�- £ V-.-�'...� �� Deana Sellens Executive Director, Texas Litter Control 7`��ss �ett�r- L`��ri��f ,.�,. , , , ., r"1 r�, ^ . , �;� , � , d ,.. �"1;`;? CONTRACT 6624 56 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 �=rM �=�� _ - ,�" � = ,. � � �x . ��. ;� , ` ,` . .- � :j �, p �/ • Dr�am Big .:':;-.;� �'jatj I�ard July 21, 20I � Relief Services for Veterinary Professionals 2701 Hartlee Field Road Denton, TX 76208 To Whom It May Concern; The City af Grand Prairie, Prairie Faws Adaption Center is currently utilizing an RSVP vaterinarian, Dr. �im Warren, DVM, as our on-site veterinarian of record for shelter services. We are a eatly satisfed with the services RSVP has provided this year, both with their timeliness in fuiding a veterinarian for our operations and the communication from their team mernbers. We were also eYceedingty impressed with l�ow easy it was to use this service and the nominal amaunt af time and effort we actually l�ad to put it in. We will definiteIy contiiiue to use RSVP to assisf �fs with our stafting needs and l�i�hly recommend d�em on their performance. Please call us with any q�iestians yoU nlay have or f�r furtt�er informatian regarding RSVP's services. Sincer•ely; Prairie Paws Adoption Center ; �-----__ �ti._...-� G't �..�c._�.�.? --C--�.�--�'� Danielle Tate Animal Services Manager �-i�i'-o#'Crraetd--I'r�r're-#rr'rrrr�! ServiLe�i�vts-iurr •-�?��R7.-V✓arrior'Tr'T:��rrand-Prairie,7exas � • t17?='237 5575 CONTRACT 6624 57 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 1 'l' �� '��II � ,, �,,1; �� »,«,..� � � July 21, 2014 To whom it may concern: Michael Burk Directo�� ofMedical Se�-vices SPCA of Texas 2400 Lone Star Drive Dallas, TX 75212 RSVP (Relief Services for Veterinary Practitioners) has been working with the SPCE1 of Texas for over 10 years. They have supplied relief and pennanent veterinarians and support staff to our locations in Dallas, south Dallas and MeKimiey and to date have filled over 3000 relief doctor shifts overall. The SPCA of Texas continues to be a an active client of RSVP and recommend their services. Please contact me if you have any further questions about RSVP and the SPCA of Texas. Sincerely, .��Y� Michael Burk Director of Medical Services SPCA of Texas 2400 Lone SYar Drive Dallas, TX 75212 O: 2 ] 4-461-5 ] 08 F:214-461-1864 E: mburlc@spca,org l�%�ic'�t�;� � i:��tar�< G� t� C'ia> ��,' r , ,. . .. ( e1� ;€.t�,,,. �C xfR `'+l.Y'T 3+,.t .> � �"l�S �� <}��C t"�;�tx� ��-sEkti) th��r,�a �.i Y�d:�i��e e i)� ias,, 1�, ",�,�1�y �-'^{tY4! � �i .�'. �i.D�i��s- CONTRACT 6624 58 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 To Whom It May Concern, i have volunteered with Legacy Boxer Rescue nearly ten years. Many of those years have been spent on the Management Committee and I am currently the Head of the Veterinary Services Committee. Dr Cassie Epstein is one of the finest veterinarians Legacy Boxer Rescue has had taking care of our boxers. With over 100 boxers in our care at all times over the last several years, it is not uncommon for a foster dog to become ill or injured during the business day. When that happens, I know I can count on Dr Epstein to make room in her schedule to see that dog as soon as the foster home can get him/her to her office. Shelters often contact Legacy Boxer Rescue when they have boxers who are sick or injured. They want the dog out of their facility and under veterinary care as soon as possible. Again, i know I can count on Dr Epstein to see those dogs as soon as we can get them to her office. At Legacy Boxer Rescue, all medical/treatment decisions are made by our Veterinary Services Committee, not our foster parents. Dr Epstein maintains excellent communication with me on all dogs in her care, making sure I understand the needs of the dog and associated costs. Additionally, Dr Epstein spends extra time personally calling the foster parent to educate them about the diagnosis and treatment plan for their foster dog. Finally, Dr Epstein has demonstrated superior diagnostic skilis. In working with our foster boxers, she has, on multiple occasions, correctly diagnosed ailments we had never seen in our experience at Legacy Boxer ftescue. Dr Epstein has also successfully diagnosed conditions other veterinarians were unable to diagnose. We trust her with the care of our foster dogs and I personally trust her with the care of my own dogs. Sincerely, Reg Morgan Legacy Boxer Rescue Management Committee Member Legacy Boxer Rescue Chairperson for Veterinary Services CONTRACT 6624 59 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 Save A Life... Retrieve A Friend! Texas Sporting Breed Rescue, Inc. (TSBR), is a State of Texas non-profit corporation, and is a public charity recognized as exempt from federal income tax under section 501(c)(3). Board of Directors Marisha Teagardin PresidenVChair of Animal Welfare MarishaCa�retrievafriend orp Jenifer Batchelder 15f Vice PresidenUSecretary 1 NJenB(cilretrieveafriend.org Jean Mankoff 2"a Vice President GNo a(�retrieveafriend ora ��,�� Teza Sp�arti�g Bree �ess�e, Ir�c. kt=.�tbiaFrarm2� i�; July 20, 2014 Dr. Cassie Epstein, DVM Animal Hospital on Teasley Lane 3517 Teasley Lane Denton, TX 76210 To whom it may concern: As the President and Chair of Animal Welfare for Texas Sporting Breed Rescue, Inc., my role oversees both the fiduciary aspects, as well as the veterinary care, of all animals in our program. We represent all 28 of the AKC Sporting Group and our dogs come to us from shelters across Texas, and its neighboring states, from abuse and neglect cases, from owner relinquishments, and through medical releases due to traumatic injuries or critical ilinesses such as; hit by car, orthopedic injuries, snakebites, poisoning, and other critical care situations. Scott Kimball During the course of the past 5+ years, I have had the opportunity and pleasure to Treasurer both engage Dr. Epstein and her hos y treasurera(7retrieveafriend ora pital for extensive veterinar services on behalf of our organization, as well as personally observe Dr. Epstein and her staff during Brooke Rossen daily operations and interactions with clients. I have also interacted with her team DirectorofAdoptions throughout a multitude of emergency and critical care situations. 6rookeC�retrieveafreind orq A few such cases that presented within the past 12 months include; a Labrador hit by car, a Labrador puppy at the shelter with a fractured leg, a 6-week old Pointer puppy with an intussusception requiring emergency lifesaving surgery, a senior German Shorthaired Pointer at a shelter with a rattle snake bite, a mama dog experiencing toxic shock syndrome, and a senior Labrador in acute renal failure and respiratory collapse. These cases were all unscheduled, unforeseen emergencies, most direct from shelter situations, and all requiring immediate emergent care. All of these dogs survived because of the rapid, quality care they received by Dr. Epstein and her team. Dr. Epstein and her team are compassionate and passionate about what they do, and have proven repeatedly that they are dedicated to the welfare of our shelter animals, including those emergencies that require juggling cases, and rapid responses. In addition to the quality of care, they excel at communicating with us as the client, being accurate with their invoicing, and collaborating with us to ensure the well-being of our animals in their care. Based on our experience with their services, we regularly recommend this hospital and Dr. Epstein to our adopters and to other organizations and it is without any reservations whatsoever that I can wholeheartedly recommend Dr. Epstein to your organization as well. Should you wish to discuss our recommendation further please do not hesitate to reach out. Thank you for your time and consideration. � ' `�"��'`'��,�^�J��: Marisha Teagardin 415 E. Sherman Street � Suite A1 � Denton, TX 76209 t" 940.453.6894 � � g72.591.4509 CONTRACT 6624 60 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 City ofDenton RFP#6624 for Supply of Ueterinary Services ATTACHMENT F-ACKNOWLEDGEMENT The undersigned agrees this submission becomes the property of the City of Denton after the official opening. The undersigi�ed affinns he has familiarized himself with the specifieation, drawings, e�ibits and otl�er documents; the local conditions under which the work is to be perfonned; satisfied himself of the conditions of delivery, handling and storage of iriaterials and equipment; and all other matters that will be required for the work before submitting a response. Tl�e undersigned agrees, if tl�is submission is accepted, to funiisl� any and all items/services upon whicl� prices are offered, at tl�e price(s) and upon the terms and conditions contained in the specification. The period for acceptance of this submission will be 120 calcndar days unless a differeiit period is uoted. The undersigned aflirrns that they are duly authorized to e�cute this contract, that this submission has not been prepared in collusion with any other respondent, nor any eirg�loyec of tl�e City of Denton, and that the contents of tl�is submission have not been communicated to any other respondent ar to any employee of the City of Denton prior to the acceptance ofthis submission. Respo�ldent hereby assigns to the City any and all clain�s far overcharges associated with this contract which arise under the antitrust laws of the United Sta�es, 15 USCA Section 1 et sea,, and which arise underthe anCitrust laws ofthe State of Te�s, Tex Bus. & Com Code, Seetion I5.01, et sea. The undersigned affinns that they l�ave read and do understaiid the specifications, all e�iibits and attachments contained in this solicitation package. Tl�e undersigned agrees that the solicitation package posted ou the website are the official specifications and shall not alter the elech-onic copy of tl�e specifications and/arpricing sheet (F,xhibit 1), witl�out clearly identifying changes. The undersigned understands they will be responsible for monitoring the C�ity of Denton Purchasing Website at: http://vvwwcityofdenton coan/indexaspx�i�a�-;�97 to ensure they have dov�n�loaded and signed all addendum(s) required forsubmission witl� theirresponse. I certify that I have made no willful misrepresentations in Yhis submission, nor have I withheid inforniation in my statemenCs and answers to questions. l am aware that the information given by me in this subi�bssion will be invest'rgated, with my full permission, and that any nusrepresentations or onussions may cause my subnvssion to be rejected. Aelrnowledge receipt offollownig addenda to the solicitation: AddendumNo 1 Dated �" �(Q —1O Received (' 3%"" %� AddeudumNo 2Dated v Received � AddendumNo 3 Dated _ N Received NAME AND ADDRES S OF CONIPANY: -�'l��P _ ��1��L'�5 rt_t/i/G __---- �.7r� �_�� r�� LD _ ��1To � � rY"�- --7��°� ------ Tel. No. __�� '�2 -� ��''___ Email. ✓hON 1 CR� . %/tJG�� '�IQ.SI//.('Qvy� RFP#6624 - Main Document AUTHORIZID RII'RESEN'I'q S ign a ture ��1 �ZC.�'.� Date �-3/-ld' Name �+/IONI C.�-'1 Ff�IGIfES Title Q J �,��fZ Fax No. �TyO :.3 � �"' ! �'%'7 < Page 24 of24 CONTRACT 6624 61 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 Materials Management Department 901-B Texas Street Denton, Texas 76209 REQUEST FOR PROPQSALS RFP #6624 ADDENDUM #1 The City of Denton is seeking the best value solution for the: SUPPLY OF VETERINARY SERVICES NIGP CLASS and ITEM 961 86� Issue Date: January 16 2018 Response due Date and Time (Central Time): Thursday, February 1, 2018, 11:00 A.M. C.S.T The City highly recommends that respondents do not wait until minutes before the due date and time to email a submission. It can take significant time for the submissions to reach the City. CONTRACT 6624 62 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 ADDENDUM #1 RFP#6624 SUPPLY OF VETERINARY SERVICES 1. Can I get a list of Attendees for the Prebid Conference? �es, ��rr�w� s�� r�cJ��c� �e Scope of Work, page #3, Cat Package: The FDRT Vaccine is in correct. ��1�� c:re�z��t` ��e�i�� zs° �dz�I��cX I� �:��`�� Scope of Work, Itein #1, page 2: The DVM shall at their expense provide two licensed registered veterinary technicians on site a minimum of forty (40) hours per week and a ininimum of �ve (5) c�nsecutive days per week. Question: What Certification level is City of Denton requiring for the Veterinary Technicians? C�l�e l_�V17I ��zlJ r�t ilaeir� �x,��ts�„ prr�viu'� tsvo s�t�c�f'f rr��rrrl��r•.s t�rz si�E�.%r• c� �rz�irzirrluna o�'�(} Jt.c�7.ax�s ��,�r ur�ek c�n�' rx rrz�in�'rraa,a�n r�f'S ciczy.s �nea� 1v�c>/t. �P rraisza�n�r.u�n, ratre st�x na��r�azb�r ��ill �� lr� cx Icc��zs�<,i/veter�irzurv t�°c�a�ri��f��a t�r�ac.ssa>ss° t�1a€� rzc>r.�F�s.sc,�x�� t�•rxr'�ai�a��/�clr,rc�ul�iE�r�;' e.x�er-ience nece.s.��a�c� tr� d� th� �q��a'v�zi�nt lc r��l o�`�s��r��: ihat rs r�ec�ir.ir��c�" I�v 't.h� :�c°t�r~anc��-zcc�r �znr,� �v%c�t �`s r•��ytx�r•ec� 1�� tl�e slieFl�k>a� f��r- tici; lacy��ltla ra�°c;ds� Uf�t6:e �x�rir�r.��is. .F�t �rzirza"mz�rn, t�r7� s��rxff razerr��r��° a��ilX 6auv� tP�� trrrirrir�� of a(�'�'�1 I��v�i I. .��c�th .st�f f rrr�rn6�rs ��rll c�,�e r-�;ry�r�a�szi>lE' fc�r fJ� rrt� irt �a�«'sPczradirt�� r�r- hravirr� ett��r�cynt lic��ts��/c�>r-tttic�tr`c�tas .fr��n a�y a��ncy ihut�r� t�vide,s r�vel�siPe e7r� lic�r�sur�/c�r•ti�<:��zti�Pr� ir� ili�>a'1 ��r��c7��i��srt�ep. NO OTHER CHANGES AT THIS TIME All Documents can be obtained by accessing the City of Denton's Materials Management website at: https:// www.citvofdenton coin/businesslsoliciatians contractiri� This fonn must be signed and returned with your proposal. Name. '� �/� �` Ci� j��c�:_ f-�i: K:� � �+....+ d _. "� i� Signature: ,�;�'" ��- ��"�°' . �._ �° � � ��.c.....�;�.. Company: /�..��. ,�"j�� ,. 4 T1t18 �` �.. �,H � � r�.�"C�, .��°� � _ • Date: �-��/� -� ��,�' Addendum #1 to be returned with Pro osal RFP#6624 ADDENDUM #1 CONTRACT 6624 63 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 CONTRACT 6624 64 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 � � � � w� w �, ., � r uw � wr"" ww� ', r ,� � � r . 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G'�k, � �.�r¢ CONTRACT 6624 67 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 � �' �' q� �' � � r� � � � �. � a;ia � � �;° � r3 `'rra � .r � � � b �'. � � M"Y �.. .� ti". C�, � et ......... �� ......... �.......... �" ....��.�.. �n ......... �.�......... �, � � "K�� rv% ,, �......... � � � � � ��......... � i� � �„ .... .... _.,�. � � � r� ........ I � "� 0.M�+ �'� .. 5'� � �, � � �� -� � � �,� � � �� : r�^ � � � �" � °� � �° � � � .� � � � � � � � .., "" � �4 � cal � � � � d� `,.:.�"" +r� ^�^" � ��t I � C�.'� � �� I � � �: u?' , Y� ' �� r r r^r f� � �u � u� � � � � � ,..,. .... �r� ... »�' . � .'�,. �' � i�: ..,,, rc�� , r� "�r � I �„ � µ 4.a� r� � ,� ��'"C5 � C'g � � � �I�� ; � s� ...... ....W_ ' �� e� ... � P� � ' � � �� „ � e�"� ca i ai � ara "�" '�� ',�. '��. �,' r�i �," � 4�`a�dN � � I � w � r� � �" � � a� � � ,� � � �� s � � �, � � � � °" �, �+" ,� �e � ,'�✓ �� , � " �, � "r�s � ��w � �s� � I � � �`"" �' n��i c� �"a c� � `� at" C. d ;�'" %�a� C�k CONTRACT 6624 68 � DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT F House Bi1189 - Government Code 2270 VERIFICATION I Moni ca Hughes 2 and the undersigned representative of RSVP Services, rn� Company or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, and Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�^wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�^y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�^y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Monica Hughes Name of Company Representative (Print) DocuSigned by: o"WI/UtN� L1VM/MA�S 0 ��Y2��1`Y3354 Signature of Company Representative 3/7/2018 �ate CONTRACT 6624 69 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT G Senate Bi11252 -Government Code 2252 CERTIFICATION I Monica Hughes � the undersigned representative Of RSVP Services, Inc (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Monica Hughes Name of Company Representative (Print) DocuSigned by: o"WI/UtN� L1VM/MA�S 0 �,�—.�.�-'43� 4-1-9... Signature of Company Representative 3/7/2018 �ate CONTRACT 6624 70 DocuSign Envelope ID: 6577BE24-44CG441 F-A534-ADC2B41508C3 EXHIBIT H ��CONFLICT OF INTEREST QUESTIONNAIRE ��1vr L1c;�1' UF 1NTEREST QUESTIONNAIRE - CIQ For �ndor or other person doing business with local �o�rnmental entity This queshonnaire reflects changes made to the lawby H.B. 23, 84th Leg., Regular Session. FOR1Vl This ques�iomiaire is being filed in accordance with Chapter 176, Local Government C',ode, by a vendor who l�as a biisiness relatioi� defined by Section 176.001(1-a) with a local govemmental entity and the vendor meets requirements under Section 176.006(a). By law this questionnaire must be filed witl� the records adnvnistrator of the (ocal govenln�ent entity not ]ater thai� the 7th business d the date tl�e vendor becomes aware of facts that require the staterr�nt to be filed. See Seetion 176.006(a-]), I.ocal Goveinment Code. A vendor commits an offcnse if the vendor knowingly violates Section 176.006, I.ocal Goveniment Code. An oflense under this sect nusdemeanor. � �•a�••� �� ._��..�� u nas a ous�ness reiahonship with local governmental entity. � u Check this Uox if you are filing an u to a previously filed questionnaire (The lawrequires that you file an updated completed questionnaire with the appropriate filing authority not later than the 7°i business day after t date on which you became aware that the ori�inally filcd questionnaire was incom lete or inaccurate.) Name of local government officer about whom the information in this section is being disciosed. Name of Officer This section, (item 3 including subparts A, B, C& D), must be completed for eact� offioer with whom the vcndor lias an einploynlent or oCl�cr businoss relationship as defined by Section 176.001(1-a), Local Government Code. AtCacl� additional pages to this Form CIQ as necessary. A. Is the local government officer named in Chis section receiving or likely to receive Caxable income, other than invesCment income, from the vendor'? `----'I'es �o S. Is the vendor receiving or likely to reeeive taxable income, otl�er than investment ineome, from or at the direction of Yhe loca( goverrunenC officer named in this section AND the taxable income is not received fi•om the local governmental entiCy? �—�Yes �o C. Is the filer of this quesCionnaire employed by a corporation or other b��siness entity with respect to w9�ich the local governmenC of'ficer serves as an officer or director, or holds an ownership of one percent or more? �CS �O D. Describe each employment ar business and family relationship with the local government officer named in tl�is section. �have no Conflict of Interest to disclose. of vendor doing business governmental entity Date CONTRACT 6624 71 Certificate Of Completion Envelope Id: 6577BE2444CC441 FA534ADC2B41508C3 Subject: FILE# 6624 VETERINARY SERVICES Source Envelope: Document Pages: 71 Signatures: 4 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTG06:00) Central Time (US & Canada) Record Tracking Status: Original 3/7/2018 1:22:36 PM Signer Events Robyn Forsyth robyn.forsyth@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Monica Hughes monica. hughes@4rsvp.com Director RSVP Seroices, Inc Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Larry Collister larry.collister@cityofdenton.com Deputy City Attorney Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 2:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter rebecca.hunter@cityofdenton.com Assistant Purchasing Manager City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman todd.hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Holder: Robyn Forsyth robyn.forsyth@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 �DocuSigned by: NLbbuCa (�I�.t,S 13FF426413364'IB... Using IPAddress: 205.201.98.10 �DocuSigned by: �,aVV'� r,b�,tS}LV' 38A6D90FD9384AB... Using IPAddress: 129.120.6.150 ��, � �� Status: Sent Envelope Originator: Robyn Forsyth 901 B Texas Street Denton, TX 76209 robyn.forsyth@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 3/7/2018 1:29:36 PM Viewed: 3/7/2018 1:29:50 PM Signed: 3/7/2018 1:31:54 PM Sent: 3/7/2018 1:31:59 PM Viewed: 3/7/2018 3:21:40 PM Signed: 3/7/2018 3:27:19 PM Sent: 3/7/2018 3:27:25 PM Resent: 3/26/2018 9:53:27 AM Resent: 3/27/2018 8:43:24 AM Resent: 3/27/2018 4:17:46 PM Viewed: 3/8/2018 8:44:00 AM Signed: 3/30/2018 12:04:59 PM Sent: 3/30/2018 12:05:04 PM Signer Events Accepted: 7/25/2017 11:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Paul O'Neill Paul.O'Neill@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Roger White roger.white@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/7/2018 3:27:23 PM Viewed: 3/7/2018 3:32:40 PM Carbon Copy Events Status Timestamp Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Signature Status Hashed/Encrypted Timestamp Timestamps 3/30/2018 12:05:04 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Larry Collister, Todd Hileman 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. 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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 RECEIl'T 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 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-530, Version: 1 AGENDA CAPTION Consider approval of a resolution confirming the appointment of Kenneth W. Hedges, by the City Manager, as Fire Chief for the City of Denton Fire Department, and declaring an effective date. City of Denton Page 1 of 1 Printed on 3/29/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: AGENDA INFORMATION SHEET Human Resources CM/ DCM/ ACM: Todd Hileman DATE: SUBJECT April 3, 2018 Consider approval of a resolution confirming the appointment of Kenneth W. Hedges, by the City Manager, as Fire Chief for the City of Denton Fire Department, and declaring an effective date. BACKGROUND Robin Paulsgrove resigned his position of Fire Chief from the City of Denton Fire Department effective April 30, 2018; however, his last day in the office will be April 13, 2018. Chapter 143 of the Texas Local Government Code governs municipal civil service for firefighters and police officers. Section 143.013(a)(1) states, "Unless elected, each department head is appointed by the municipality's chief executive and confirmed by the governing body." City Manager Todd Hileman has elected to appoint Kenneth W. Hedges as Fire Chief effective April 14, 2018. RECOMMENDATION Approve the City Manager's appointment of Kenneth W. Hedges as Fire Chief for the City of Denton. Kenneth has been with the Denton Fire Department since 1996. He was promoted through the ranks and has been Assistant Fire Chief since November of 2010. The City contracted with GovHR to conduct a nationwide search. There were 111 applicants and six (6) candidates were interviewed. 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 Organizational Excellence 1.2 Develop a high-performance work force Exhibit 1- Agenda Information Sheet Exhibit 2 - Resolution Respectfully submitted: Carla Romine s:AI��;al\c>G�ir d��ctiu��unt�\res��luCiar7�;41£�\tirr� uhi�1"a}��t�ir�trz�er�C.d��,�c Ft:l:��(7LUrl'I()N N(J. A�ESOI..,TJ"I'IC)I�d CfJI�1I^IRMINCi ']�I�F� �I'I'C)I1�1'I,Mk�NT (Jr' K�;NNE'I'I-I W. TIT;DG:F?S, I3Y I'E-IF.: Cl'l�'Y MAi`�ACi�_:�2., AS F{IF2.F., C'FIIF"I' FC7I2 "['I-IE C;I1'Y OF DI�I�I'I"ON I�:IIt:F; I�I:aI'r�R`I'MFNri'; Al"�D I)I:;CI.,AI�ING �N I I�FI?C"�IIVf? I7f1'I'�;. WI-IL,I2I;AS, pursua��t tc� �'�:x, Loc, Crov't Gaci� � 143.fJ 13(a)(1), tl�e: City Mana�er has �}a��c�it�ted Kenzletlz W. Iled�es to be l;iz-e C'hiefol�the City c�f'T�erltc�n �i'it•e. I7e;partment; and WHI;I��?�5, t�lze C�'ity C.�raunc.il c��f't17�; C�ity ��f T7er�t��r� �l��rs d��t�z��tr�il7�d �l�at the �t��intr7xent shc�ulc� lae cc>n1i��rne;c�; NC7W, �I�fIL1�ti;I�C)IZ:L;} "I'I II? C;'C7LJNCIL., C.)I,, ,1'I II; CI'I''i' C71� f7C;N'1'C�N I I]?I�F:?I3Y I2F.;SC7I,VC?S: SI:?C�"I'IC�N 1. 'I,1��; appoi��rt�nent c�f I�ennctla W. �lec��;�::� as f�ire C.�hic[� c�t' tl�e City c�I` DentUn I��ir� Uc��art��er�t by tl�c City Mana�c�r is I7uruby co��iirl�a�c�. `�f3C'"I�IC)N 2. "I�his 12e�c71utiot� �lzall k�ecc7mc ci'fe;ctivc ii��tner�iately upc�n its �assa�e and a�praval. �'AS`�1;I7 ANI7 �l1'l'ROVE;17 tl�is tl�e; __ cla}F c�1` , 201 �. CI�F�IS WEI.I..I`S, MAYC7I� AT'I'I?S"I*: JF?Nl'�III��1=;T� Wt1l,rl�F.;I�.S, CI"I'Y �iI;C�I�.I;�I'AI�Y I3Y: ,�1PPIiC)VL;I7 AS'i`(� I.,I;C;AL, f�C7RM: ��,RC7fi1 I.,I�:AT., C.�`I'�I'Y �:�I,.I'(7I2N1��:?Y ,,�,.o ....� , ,.. , .` .� ,� , ,� �� .� , . � �� ' ,� �� ,� ��Y�. �,� .. ..�.,,� �� , �, M , ��..... �,m.. �.� "� - --�— City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-545, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a tY�ree (3) year Professional Services Agreement with Sawko and Burroughs, P.C., for Professional Services related to collection of delinquent taYes on behalf of the City of Denton; and establishing an effective date. (File 6770) City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a three (3) year Professional Services Agreement with Sawko and Burroughs, P.C., for Professional Services related to collection of delinquent taxes on behalf of the City of Denton; and establishing an effective date. (File 6770) BACKGROUND The City of Denton's contract for delinquent property tax collection services was originally awarded to the law firm of Sawko & Burroughs, LLP, on July l, 2005. The City of Denton approved a new contract for delinquent tax collection services with Sawko & Burroughs on November 4, 2008, following an extensive Request for Proposal (RFP) process. The original contract stipulated an initial term beginning December l, 2008, and ending June 30, 2011, and it now expires in June 2016 as a result of various contract extensions. On June 28, 2016, the City Council, following an extensive Request for Qualifications (RFQ) process, awarded Sawko & Burroughs a two (2) year contract that is due to expire on June 30, 2018. According to state statute, law firms receive a 20% fee for collection services associated with delinquent property taxes. These fees are in addition to the actual amount of delinquent taxes owed and are paid by the delinquent taxpayers, not the City of Denton. Since collection fees are established by statute, an evaluation of potential services is limited to a review of a particular law firm's historical collection performance, professional qualifications, and collection procedures. On March 20, 2018, staff briefed the City Council in a work session on options related to this service. Council directed staff to bring back a 3 year agreement with Sawko & Burroughs for their consideration in light of the firm's past performance and good standing. According to the contract, collections are required to be at least 60% of current year delinquencies, and 30% of all prior year delinquent amounts. City staff has independently reviewed the performance of Sawko & Burroughs and determined that the firm has exceeded the contractual requirements. Consequently, staff has been satisfied with the performance of the firm. RECOMMENDATION Staff recommends approval of a three (3) year contract, expiring Apri13, 2021. ESTIMATED SCHEDULE OF PROJECT This is a three (3) year contract, expiring April 3, 2021. PRINCIPAL PLACE OF BUSINESS Sawko and Burroughs, P.C. Denton, TX 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 Organizational Excellence 1.1 Manage financial resources in a responsible manner 1. Agenda Information Sheet 2. Contract 3. Staff Memorandum 4. March 20�h City Council Presentation 5. Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Tony Puente, Jr. at 940-349-7283. °ir�%,;, (ia, ,� l� �'' ,;'i � �, IJATE : T�: SU�JECT: Finance Department 215 E. McKinney St., Denton, TX 76201 •(940) 349-8531 1 �'. � M; I March 30, 2018 Mayor and City Council Members Antonio Puente, Jr., Director of Finance Follow-Up from March 20, 2018 Meeting During the City Council's worlc session on March 20, 2018, there were several requests for infor�nation regarding the City's delinquent tax collections contract. Below are the list of requests and staff's response: 1. What is the total cumulative total of delinquent accounts? Staff Response: As of February 28, 2018, the total cumulative total is $1,128,34295 according to the Denton County Tax Ofiice. Attached is the report reflecting this amount by tax year. Since 2017 taxes are not delinquent until after July l, 2018, there is no infor�nation for that tax year. 2. Could staff provide a brealcdown of delinquent accounts by dollar range? Staff Response: The following brealcdown was provided by the City's current vendor based on current data for all delinquent accounts through tax year 2016. The difference from the amount in quesiion above is due to timing since vendor provided this data after February 28, 2018. �ase Tax Pro erties �ase Tax IJue $0-500 1676 $174,301.02 $SOl-1,000 139 $97,807.44 $1,001-1,500 54 $66,71924 $1,501-2,000 35 $59,922.43 $2,001+ 105 $735,032.23 Total 51,133,7�2e36 OUR CORE VALUES Integrity • Fiscal Responsibility • Transparency • Outstanding Customer Service 3. Is the City able to not send to collection accounts that have less than some specific amount of taxes due? Staff Response: The majority of delinquent accounts owe less than $S00 in city taxes and as such exempting them from collection may create equity issues with other taxpayers. Staff recommends that no accounts should be exempted from collection. 4. Could staff provide information on the City's website regarding tax collection and how to file complaints regarding tax collection services? Staff Response: Finance Depariment staff is currently worlcing with the City's Public Information Ofiice to create a web page to address this request. 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AN ORDINANCE OF THE CITY OF DENTON, TEXAS, A TEXAS HOME-RULE MUNICIPAL CORPOFZATION, AUTHORIZING THE CITY MANAGER TO EXECUTE A THREE (3) YEAR PROFESSIONAL SERVICES AGRE�MENT WITH SAWKO AND BURROUGHS, P.C., FOR PROFESSIONAL SERVICES RELATED TO COLLECTION OF DELINQUENT TAXES ON BEHALF OF THE CITY OF DENTON; AND ESTABLISHING AN EFFECTIVE DATE. (FILE 6770) WH�REAS, 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, TIIE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION L That the City Manager is hereby authorized to enter into a professional service contract with Sawko & Burroughs, P.C., to provide delinquent tax collection services for the City of Denton, a copy of which is attached hereto and incorporated by reference herein. SECTION 2. The City Manager is authorized to expend funds as required by the attached contract. SECTION 3. The City Council of the City of Denton, Texas hereby expressly delegates the authority to take any actions that may be required or permitted to be performed by the City of Denton under FILE 6770 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 , 2018. CHRIS WATTS, MAYOR ATTFST: J�NNIFER WALTERS, CITY SECRETARY BY: APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet File 6770 File Name Delinquent Tax Collection Service Purchasing Contact Rebecca Hunter City Counci) Target Date April 3, zols Contract Value N/A Piggy Back Option no Contract Expiration Ordinance DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AND SAWKO & BURROUGHS, P.C. (FILE 6770) THIS CONTRACT is made and entered into this date by and between SAWKO & BURROUGHS, P.C. a professional corporation, whose address is 1172 Bent Oaks Drive, Denton, Texas 76210, 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 Contractor shall provide services to enforce, by suit or otherwise, the collection of all delinquent taxes, penalties, and interest owing to CTTY. 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) City of Denton Standard Terms and Conditions (Exhibit "B"); (c) Insurance Requirements (Exhibit "C"); (d) Certificate of Interested Parties Electronic Filing (Exhibit "D"); These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to the written agreement then to the contract documents in the order in which they are listed above. These documents shall be referred to collectively as "Contract Documents." Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR DocuSigned by: BY: �' S�/� AUTH ��`��ATURE 3/27/2018 Date: Gregory Sawko Name: CEO Tltle: 940-382-4357 PHONE NUMBER gsawko@dentonlawyer.com EMAIL��onl awye r . com TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS TODD HILEMAN, CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY DocuSigned by: (,a�V'V'� r,b�,�,tS{�t-V' B 1 • 3RA6DROFD93B4AR Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit A Special Requirements, Terms and Conditions L INDEPENDENT CONTRACTOR STATUS City agrees to contract with the Contractor as an independent co n t r a c t o r. CONTRACTOR hereby agrees to enforce, by suit or otherwise, the collection of all delinquent taxes, penalties, andinterest owing to CITY. All references herein to CITY shall also incorporatereference to CTTY's contract with Denton County, Texas to collect taxes. A. CONTRACTOR shall initiate collection on current and prior year delinquencies as of July l, 2018, and shall initiate collection on subsequent delinquencies as of each subsequent July lst anniversary. B. With respect to delinquent personal property taxes only, CONTRACTOR shall have the option to initiate collection on March 1 st of the year in which they become delinquent; however, CITY shall not owe the CONTRACTOR a fee on current year delinquent personal property taxes collected between March ls� and June 30�h unless attorney fees are collected pursuant to Texas Property Tax Code 33.11 or 33.48. CONTRACTOR hereby agrees to perform these services with diligence and in accordance with the highest professional standards customarily associated with such services in the State of Texas. CONTRACTOR shall provide services to the CITY as an independent Contractor, not as an employee of the CITY. CONTRACTOR shall not have or claim any right arising from employee status. 2. PROVISION OF INFORMATION The CTTY agrees to furnish its delinquent tax information to the CONTRACTOR on all property within the boundaries of the CITY, including name, identity, location of necessary parties, and property description. 3. INVESTIGATION AND ASSISTANCE CONTRACTOR agrees to investigate the address of each taxpayer, and the location of the property, where such information may be incorrect on the delinquent tax record. CONTRACTOR shall bring to the attention of the appropriate tax official of CITY any errors, double assessments, discrepancies, or inaccuracies detected by CONTRACTOR in the delinquent tax record. CONTRACTOR further agrees to provide CITY any advice or assistance in updating the tax rolls. 4. COLLECTION Upon initial receipt of computer readable delinquent tax records, CONTRACTOR agrees to initiate collection of the full amount due from each taxpayer. Within a reasonable time frame, but not more than 60 days from CONTRACTOR's receipt of the delinquent tax records, CONTRACTOR hereby agrees to send, by first class mail, a notice of delinquency to each Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB and every delinquent taxpayer, requesting said taxpayer to remit the full amount due and owing to CITY, except in cases where the taxes have been deferred or made the basis of a lawsuit against the Denton County Appraisal District to determine value. 5. REVIEW AND AUTHORIZATION TO SUE Following transmittal of the notice of delinquency as specified above, CONTRACTOR will aggressively pursue collection, in anticipation of litigation. CITY shall have absolute discretion over the decision to file suit. Transmittal of the delinquent tax information from CTTY to CONTRACTOR shall constitute authorization to file suit, following the mailing of the initial notice of delinquency. Upon written notice, CITY may, at any time, withdraw authorization to file suit. CTTY may at any time withdraw authorization to foreclose and sell the properry, and said withdrawal shall be in writing. 6. TAXPAYER SERVICES In addition to litigation, CONTRACTOR further agrees to provide taxpayer service without charge. As such, CONTRACTOR agrees: (1) to provide CITY legal advice and written opinions regarding property tax matters upon request; (2) to respond to taxpayer inquiries and to advise CTTY, in writing; and (3) make any recommendations concerning installment payment agreements and settlement agreements proposed by the taxpayer. CITY shall have final determination in acceptance of all installment payments or settlement agreements within parameters established by CITY. CONTRACTOR shall have discretion to enter into installment agreements, subject to CITY's prerogative of final determination. In all demand letters and all communications with taxpayers, CONTRACTOR shall inform and instruct the taxpayer to remit payment to CITY. If remittance is received by CONTRACTOR, it must be transmitted in its entirety to CITY and received for processing by 11:30 a.m., the following business day. Checks made payable to CONTRACTOR shall be endorsed by CONTRACTOR to CTTY. No check, cash, or money order for payment of delinquent taxes shall be deposited in any CONTRACTOR account except into a trust account for the sole purpose of reissuing payment to proper parties when combined in one deposit instrument by a taxpayer. 7. LITIGATION RESPONSIBILITIES A. CONTRACTOR agrees to commence litigation, prosecute, and reduce to judgment all delinquent accounts, including all pending lawsuits that CONTRACTOR deems to warrant, or upon which CITY has specifically requested action in writing. Each suit filed shall seek personal judgment against the individual taxpayer for all taxes upon which the taxpayer can be held personally liable; penalty and interest; foreclosure of any tax lien which may exist by operation of law; any and all court costs incurred in prosecuting the lawsuit; and any collection fees or attorney fees which the taxpayer is obligated to pay. CONTRACTOR shall perform litigation responsibilities and protect CITY's legal remedies, including appeals, preparation of any documents required, post- judgment activities, and any other actions necessary in order to collect the delinquent taxes. B. CONTRACTOR will assume the representation of CITY in all lawsuits, including Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB all pending lawsuits, involving the collection of delinquent taxes and enforcement of tax liens, including, but not limited to bankruptcy litigation, claims, and actions required to be filed with federal agencies such as FDIC, FSLIC and RTC, interventions in suits filed on behalf of any other taxing units' current suits, and any other suit or litigation which may involve or relate to the collection of delinquent taxes. CONTRACTOR will inform CITY of any counterclaims or cross-actions filed against CITY. C. Upon request, CONTRACTOR agrees to provide legal advice and assistance to CITY in the acquisition of property for public purpose use, pursuant to the Property TaY Code. 8. PROGRESS REPORTS CONTRACTOR agrees to make delinquent tax collection progress reports to CITY monthly and quarterly, in a format containing information requested by CITY's Director of Finance. Progress reports may include, without limitation: a. Number and type of communication with delinquent taxpayers; b. Summary of all delinquent accounts collected; c. Number of suits filed; d. Detailed list of suits filed; e. Number of judgments rendered; £ Detailed list of judgments rendered; g. Number of warrants issued/served; h. Detailed list of bankruptcies and status of those properties; l. Number of properties submitted to courts for auction; j. Detailed list of properties submitted to courts for auction, with date submitted and most recent status; k Number of properties sold; and L Detailed list of properties sold or reverting to taxing entity because of non-sale. Within parameters established at the initiation of the collection program, CONTRACTOR shall advise CITY of any case in which CONTRACTOR's investigation has revealed that the taxpayer cannot be found, the enforcement of the tax lien cannot be accomplished, or further attempts at tax collection would be futile, and shall provide CONTRACTOR's recommendation regarding the proper disposition of the case. In such cases, CTTY shall advise CONTRACTOR as to the appropriate disposition of the account. 9. COMPENSATION A. As compensation for the services rendered hereunder by the Contractor, the City hereby agrees that the Contractor may retain 20% of the total amount of all delinquent taxes, penalties, and interest for the tax years covered by this Contract, as authorized by Texas Property Tax Code 630(c). Said 20% shall constitute an additional penalty, to defray costs of collection as set forth in Texas Property Tax Code 33.07. All compensation set forth above shall become the property of the Contractor at the time payment of taxes, penalties, and interest are received by the City. The 20% collection fee will only be retained on taxes which remain delinquent after July lst of the year on which they became delinquent, pursuant to Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Texas Property Tax Code 33.07, or after the dates set forth under Texas Property Tax Code 33.08 or 33.1 l, if applicable. Contractor shall not be entitled to the aforesaid 20% unless and until the Contractor has taken some action in connection with recovering delinquent taxes. The transmittal of a notice of delinquency shall constitute sufficient action in order to entitle the Contractor to the aforementioned fee. As compensation for the services rendered hereunder by the Contractor for the collection of taxes which are not eligible for the additional penalty authorized by Texas Property Tax Code 33.07, and upon which suit has been filed, the compensation shall be reasonable attorney fees approved by the Court, not exceeding 15% of the total amount of taxes, penalties, and interest due to the City. In no event shall the Contractor be entitled to any fee, unless and until the City actually collects the delinquent taxes, penalties, interest, court costs, collection costs, or attorney fees from the taxpayer, or from the proceeds of a forced sale or foreclosure. In no event shall the Contractor be entitled to any fee, unless said fee is collected by the City during the term of this contract, or fee is collected by the City on accounts upon which the Contractor is attorney of record at the time of judgement. No interest shall accrue on any late payment from the City to the Contractor. B. The compensation set forth in paragraphs 9, 10, and 11 of this Contract shall be the total compensation due to the Contractor for all services provided pursuant to this Contract, and in no event shall the Contractor seek any additional compensation from the City. 10. COLLECTION OF OTHER DELINQUENT ACCOUNTS The Contractor shall, upon written request of the City, undertake the collection of delinquent accounts for paving assessment liens, substandard housing demolition liens, and weed liens. The collection of these accounts shall be undertaken on the basis of attorney fees assessed to and collected from the debtors. The City agrees to pay the Contractor, as compensation, all amounts received as attorney fees on delinquent accounts for paving assessment liens, substandard housing demolitions liens, and weed liens which are collected as a result of the Contractor's collection efforts during the term of this contract. 11. ATTORNEY FEES In eminent domain and other judicial proceedings, the Contractor will be entitled to only those attorney fees awarded by the Court, and then only if collected by the City. In bankruptcy proceedings, the Contractor shall be entitled to a fee of 20% of the tax, penalties, and interest actually collected by the City. The Contractor agrees to file and diligently pursue all property tax claims on behalf of the City in bankruptcy, eminent domain, and other judicial or administrative proceedings, whether Federal or State, in nature. 12. CONTRACT TERM This contract shall not exceed a three (3) year period, and requires no annual renewals, which begins on Apri13, 2018. The City and the Awarded Contractor will be required to commence within fourteen (14) days of delivery of a Notice to Proceed, or issuance of the Purchase Order. In the event of an emergency or extenuating circumstances, the City may at its sole option, elect to extend the contract for an additional (12) month period. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB The City may terminate the contract for any reason, with or without cause in accordance with Exhibit 2- City of Denton Terms and Conditions #27 and #28, and upon thirty (30) days' written notice to the CONTRACTOR. The City will allow CONTRACTOR an additional six (6) months to reduce to judgment all suits filed prior to the expiration of the contract. The CONTRACTOR must provide for the orderly delivery of copies of all complete tax files to be turned over to the City Attorney when the contract is terminated. 13. CONFLICTS OF INTEREST CONTRACTOR agrees not to represent any client who has an adversarial position with the City of Denton or engage in any conflict of interest, and agrees to comply fully with the Texas Disciplinary Rules of Professional Conduct (Subtitle G- Texas Government Code) for the duration of this Contract. 14. TAX WARRANTS Upon request and authorization of CTTY, CONTRACTOR shall prepare and pursue the issuance of tax warrants. CONTRACTOR shall then coordinate the seizure of personal property, pursuant to warrant. CONTRACTOR shall accompany the TaY Collector to the location of the personal property which is to be seized to insure that all necessary procedures have been followed. 15. SETTLEMENTS No settlements or compromises of taxes, penalties, or interest shall be effected where prohibited by law, and only upon approval by CITY where authorized by law. If a taxpayer requested waiver is upheld as provided by Tex. Prop. TaY Code §33.011, CONTRACTOR will bear the costs of suit if it failed to notify the taxpayer of the delinquency prior to filing of the suit. 16. NOTICE Any notice or other written instrument required or permitted to be delivered pursuant to the terms of this Contract shall be deemed to have been delivered, whether actually received or not, when deposited in the United States Postal Service, postage prepaid, registered, or certified, return receipt requested, addressed to the CITY or CONTRACTOR, as the case may be at the following addresses: CITY: City of Denton, Texas Attn: City Manager 215 East McKinney Street Denton, Texas 76201 t�urclla sin�%� �i�yc�fd�n�c�i1. cc�� CONTRACTOR: Sawko & Burroughs, P.C. Attn: Gregory Sawko 1172 Bent Oaks Drive Denton, Texas 76210 C�Sawl�c�(a�,d�n�c�i�lawy�r.cc�� Either party may change its mailing address by sending notice of change of address to the other at the above address by electronic communication. 17. COLLECTION REQUIREMENTS Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB The CONTRACTOR will be required to collect a minimum of 60% of the current year delinquent taxes due to the City of Denton. For the purpose of this calculation, current year delinquent taxes are defined as the ad valorem taxes that are delinquent as of July lst for the current tax year. The sixty percent (60%) collection percentage will be determined as of June 30th, of each year following the July 1 st date in which the accounts are turned over to the delinquent tax collection law firm. The collection rate will be adjusted for any accounts that have been deleted from the roll by either the Denton County Appraisal District or a Court of competent jurisdiction. The firm must demonstrate in its statement of qualifications an established history of maintaining a collection rate of at least 60% of the current year delinquent taxes due. The CONTRACTOR will be required to collect a minimum of 30% of the prior year delinquent taxes due to the City of Denton. For the purpose of this calculation, prior year delinquent taxes are defined as the ad valorem taxes that are delinquent as of July lst for all tax years except the current tax year. The thirty percent (30%) collection percentage will be determined as of June 30th, of each year following the July 1 st date in which the accounts are turned over to the delinquent tax collection law firm. The collection rate will be adjusted for any accounts that have been deleted from the roll by either the Denton County Appraisal District or a Court of competent jurisdiction. The firm must demonstrate in its proposal an established history of maintaining a collection rate of at least 30% of the prior year delinquent taxes due. 18. VENUE The terms, obligations, and requirements of this Contract shall be construed in accordance with the laws of the State of Texas. The obligations and requirements of the parties hereto are performable in Denton County, Texas. Any litigation involving this Contract shall be tried in a court of competent jurisdiction sitting in Denton County, Texas. 19. ACCEPTANCE OF CONTRACT In consideration of the terms, covenants, and mutual agreements hereinabove stated, CONTRACTOR hereby accepts the contract with the CITY, and undertakes the performance of this Contract as above stated. 20. DIRECTIVES All directives between CONTRACTOR and CITY shall be continued in writing. 21. COVENANT NOT TO SUE CONTRACTOR further agrees not to bring any cause of action against CITY relative to this Contract. Should CONTRACTOR bring any cause of action against CITY, CONTRACTOR agrees the liquidated damages shall not exceed $1.00, and the filing of such cause of action shall be considered a material breach of this Contract. 22. AMBIGUITY Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Any ambiguity within this Contract shall be liberally interpreted in favor of CITY. 23. PERSONNEL AND EQUIPMENT A. CONTRACTOR represents that it has or will secure, at its own expense, all personnel required to perform all the services required under this Contract. Such personnel shall not b e employees or officers of, or have any contractual relations with, CTTY. CONTRACTOR shall inform CITY of any conflict of interest or potential conflict of interest that may arise during the term of this Contract. B. All services required hereunder will be performed by CONTRACTOR, or under its supervision. All personnel engaged in work shall be qualified, and shall be authorized and permitted under state and local laws to perform such services. C. CONTRACTOR represents that it has or will secure, at its own expense, the hardware, software, and other resources required to perform, all the services required under the terms of this contract in a timely manner. 24. MODIFICATION No waiver or modification of this Contract, 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. 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 Contract, or the rights or obligations of the parties hereunder, unless such waiver or modification is in writing and duly executed. The parties further agree that the provisions of this section will not be waived unless as herein set forth. 25. MISCELLANEOUS A. For the purpose of this Contract, the key person who will perform most of this work hereunder shall be Gregory Sawko. However, nothing herein shall limit CONTRACTOR from using other qualified and competent members of its CONTRACTOR to perform the services required herein. B. CONTRACTOR shall commence, carry on, and complete any and all projects with all applicable dispatch, in a sound, economical, efficient manner, and in accordance with the provisions hereof. In accomplishing the services hereunder, CONTRACTOR shall take such steps as are appropriate to ensure that the work involved is properly coordinated with related work being carried on by CITY. C. CITY shall assist the CONTRACTOR by placing at the CONTRACTOR's disposal all available information pertinent to the services outlined in this contract, including previous reports and any other data relative to the services outlined in this Contract, and arranging for access thereto. CITY shall make all provisions necessary for CONTRACTOR to enter in or upon public and private property as required for CONTRACTOR to perform services under this contract. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 26. TIME OF THE ESSENCE Time is of the essence with respect to all matter covered by this Contract. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit B 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, 1 l, 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 and Sections 12, 13, 14, 15, 16, 19, 23, & 56 shall not be applicable to the contract. l. 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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, Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB thirty (30) calendar days of the City's receipt of the deliverables or of the invoice being received in Accounts Payable, whichever is later. B. If payment is not timely made, (per paragraph A); interest shall accrue on the unpaid balance at the lesser of the rate specified in Texas Government Code Section 2251.025 or the maximum lawful rate; except, if payment is not timely made for a reason for which the City may withhold payment hereunder, interest shall not accrue until ten (10) calendar days after the grounds for withholding payment have been resolved. C. If partial shipments or deliveries are authorized by the City, the Contractor will be paid for the partial shipment or delivery, as stated above, provided that the invoice matches the shipment or delivery. D. The City may withhold or set off the entire payment or part of any payment otherwise due the Contractor to such extent as may be necessary on account of: i. delivery of defective or non-conforming deliverables by the Contractor; ii. third party claims, which are not covered by the insurance which the Contractor is required to provide, are filed or reasonable evidence indicating probable filing of such claims; iii. failure of the Contractor to pay SubContractors, or for labor, materials or equipment; iv. damage to the property of the City or the City's agents, employees or Contractors, which is not covered by insurance required to be provided by the Contractor; v. reasonable evidence that the Contractor's obligations will not be completed within the time specified in the Contract, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; vi. failure of the Contractor to submit proper invoices with purchase order number, with all required attachments and supporting documentation; or vii. failure of the Contractor to comply with any material provision of the Contract Documents. E. Notice is hereby given that any awarded CONTRACTOR who is in arrears to the City 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 thereo£ 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 CONTRACTOR or with any competitor. C. In addition to any other remedy available, the City may deduct from any amounts owed to the Contractor, or otherwise recover, any amounts paid for items in excess of the Contractor's current prices on orders by others for like deliverables under similar terms of purchase. 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 SubContractor's, 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, 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 # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 D for services only. The successful CONTRACTOR 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 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 effect 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 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 behal£ 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, Sub- Contractors, 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 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, Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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, percentage, brokerage or contingent fee. 42. GRATUITIES: The City may, by written notice to the Contractor, cancel the Contract without Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 taY, withholding, social security taYes, vacation or sick lea�e benefits, worker's compensation, or any other City employee benefit. The City shall not ha�e supervision and control of the Contractor or any employee of the Contractor, and it is expressly understood that Contractor sha]1 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, CONTRACTOR 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. 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 subj ect 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 l, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 it's CONTRACTOR and its principals are not currently suspended or debarred from doing business with the Federal Government, as indicated by the General Services Administration List of Parties Excluded from Federal Procurement and Non-Procurement Programs, the State of Texas, or the City of Denton. 55. EQUAL OPPORTUNITY A. Equal Employment Opportunity: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice. No person shall, on the grounds of race, sex, age, disability, creed, color, genetic testing, or national origin, be refused the benefits of, or be otherwise subjected to discrimination under any activities resulting from this RFQ. B. Americans with Disabilities Act (ADA) Compliance: No Offeror, or Offeror's agent, shall engage in any discriminatory employment practice against individuals with disabilities as defined in the ADA. 56. BUY AMERICAN ACT-SUPPLIES (Applicable to certain federally funded Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 CONTRACTOR), 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. l0a - lOd) 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 a]1 fees and taYes are the responsibility of the respondent. 59. PREVAILING WAGE RATES: The Contractor sha]1 comply with prevailing wage rates as defined by the United States Department of Labor Davis-Bacon Wage Determination at 11��://www.dc�l.�c�v/w11d/cc�il�rac�s/dbra.11�� and at the Wage Determinations website www.wdc�l.�c�v for Denton County, Texas (WD-2509). Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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 contacted 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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. City's standard terms and conditions 3. Purchase order 4. Supplier terms and conditions Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit C INSURANCE REQUIREMENTS AND WORKERS' COMPENSATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful Contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comp/y 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 Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comp/y 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB [] 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. [] 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB [ ] 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 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. ATTACHMENT 1 [] Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB the project until the Contractor's/person's work on the project has been completed and accepted by the governmental entity. Persons providing services on the project ("subContractor" in §406.096) - includes all persons or entities performing all or part of the services the Contractor has undertaken to perform on the project, regardless of whether that person contracted directly with the Contractor and regardless of whether that person has employees. This includes, without limitation, independent Contractors, subContractors, leasing companies, motor carriers, owner- operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The Contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certificate of coverage to the governmental entity prior to being awarded the contract. D. If the coverage period shown on the Contractor's current certificate of coverage ends during the duration of the project, the Contractor must, prior to the end of the coverage period, file a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The Contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the Contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The Contractor shall retain all required certificates of coverage for the duration of the project and for one year thereafter. G. The Contractor shall notify the governmental entity in writing by certified mail Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB or personal delivery, within 10 days after the Contractor knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project. H. The Contractor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The Contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the Contractor, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the Contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the Contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit D Certif'icate 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 repuired to furnish an ori�inal notarized Certif'icate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The Contractor shall: l. Log onto the State Ethics Commission Website at : 11��s://www.��lucs.s�a��.�x.us/w1la�sn�w/�lf infc� fc�r�n1295.11�� 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 t�urcllasin�(cr�,�i�yc�fd�n�c�il.cc�� 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. Contract # 6062 DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit A House Bi1189 - Government Code 2270 VERIFICATION I Gregory Sawko � the undersigned representative of sawko & Burroughs, P.c Company or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Gregory Sawko Name of Company Representative (Print) DocuSigned by: v' Sawl� Sig��t�i�'��Company Representative 3/27/2018 �2te DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit B Senate Bi11252 -Government Code 2252 CERTIFICATION I Gregory Sawko � the undersigned representative Of Sawko & Burroughs, P.0 (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Gregory Sawko Name of Company Representative (Print) DocuSigned by: v' Sawl� igr�saPt��'��Company Representative 3/27/2018 �2te DocuSign Envelope ID: ED83EAB9-5EC4-4F7B-8211-FB8C2BB65CCB Exhibit � CONFLICT OF INTEREST QUESTIONNAIRE - For vendor or other person doina business with local aovernmental enti This questionnaire reflects changes made to the law by H.B. 23, 84th Leg., Regular Session. FORM CIQ 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. n/a � 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 oripinally filed questionnaire was incomplete or inaccurate.) Name of local government officer about whom the information in this section is being disclosed. n/a Name of O�cer 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 Goveinment Code. Attach additional pages to this Form CIQ as necessasy. A. Is the local goveinment officer named in this section receiving or likely to receive taxable income, other than investment income, from the vendor? � 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 goveinment officer named in this section AND the taxable income is not received from the local goveinmental entity? � Yes � No C. Is the filer of this questionnaire employed by a crnporation or other business entity with respect to which the local govemment officer seives as an officer or director, or holds an ownership of one percent or more? � Yes � No D. Describe each employment or business and family relationship with the local goveinment officer named in this section. N/A QI have no Conflict of Interest to disclose. DocuSigned by: v' Sawl� ��'iR��J��Rr-doing business with the goveinmental entity 3/27/2018 Date Certificate Of Completion Envelope Id: ED83EAB95EC44F7B8211 FB8C2BB65CCB Subject: Please DocuSign: City Council Contract 6770 Delinquent Tax Collection Source Envelope: Document Pages: 41 Signatures: 5 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTG06:00) Central Time (US & Canada) Record Tracking Status: Original 3/27/2018 8:30:02 AM Signer Events Jamie Cogdell jamie.cogdell@cityofdenton.com Senior Buyer City Of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Gregory Sawko gsawko@dentonlawyer.com CEO Sawko & Burroughs, P.0 Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 3/27/2018 9:47:07 AM ID:5c9be577-16f9-4021-a1c0-bfa8698d9c08 Larry Collister larry.collister@cityofdenton.com First Assistant City Attorney City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 2:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Tabitha Millsop tabitha.millsop@cityofdenton.com City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Holder: Jamie Cogdell Jamie.Cogdell@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 �DocuSigned by: �ov� Ssawf� Using IPAddress: 68.113.215.82 oo��s�yoea ny: � Ca(�sf�r 38A6D90FD93B4AB... Using IPAddress: 129.120.6.150 ��, � �� Status: Sent Envelope Originator: Jamie Cogdell 901 B Texas Street Denton, TX 76209 Jamie.Cogdell@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 3/27/2018 8:41:44 AM Viewed: 3/27/2018 8:43:31 AM Signed: 3/27/2018 8:46:21 AM Sent: 3/27/2018 8:46:23 AM Viewed: 3/27/2018 9:47:07 AM Signed: 3/27/2018 10:45:22 AM Sent: 3/27/2018 10:45:25 AM Resent: 3/30/2018 10:05:42 AM Viewed: 3/30/2018 12:03:12 PM Signed: 3/30/2018 12:03:18 PM Sent: 3/30/2018 12:03:20 PM Signer Events Accepted: 7/25/2017 11:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Antonio Puente antonio.puente@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Notary Events Envelope Summary Events Envelope Sent Signature Signature Status Status Status Status Status Signature Status Hashed/Encrypted Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/27/2018 10:45:24 AM Timestamp Timestamps 3/30/2018 12:03:20 PM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 3:59:03 PM Parties agreed to: Gregory Sawko, Larry Collister, Todd Hileman 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. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-590, Version: 1 AGENDA CAPTION Consider approval of a resolution of the City Council of the City of Denton, Texas, nominating Council Member Keely Briggs to the National Environmental Justice Advisory Council; and providing an effective date. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� __ City of Denton �_ — _ city xall `�t� Illllllllllllllll�l�uuuuuul�l�ll 215 E. McKinney Street � Denton Texas www.c ityofdenton. com DEPARTMENT: CM/ DCM/ ACM: DATE: AGENDA INFORMATION SHEET City Manager's Ofiice Bryan Langley April 3, 2018 SUBJECT Consider approval of a resolution of the City Council of the City of Denton, Texas, nominating Council Member Keely Briggs to the National Environmental Justice Advisory Council; and providing an effective date. BACKGROUND The U.S. Environmental Protection Agency (EPA) has requested nominations for appointment to the National Environmental Justice Advisory Council (NEJAC). The NEJAC was chartered to provide advice regarding broad issues related to environmental justice. The EPA has requested nominations to fill approximately four (4) new vacancies for terms through September 2019. To maintain diverse representation, nominees will be selected to represent academia (2 vacancies), business and industry (1 vacancy), and state and local government (1 vacancy). Additional details regarding the duties of the NEJAC are provided in Exhibit 2. Council Member Briggs has requested that the City Council officially nominate her to the NEJAC. As such, the attached resolution has been prepared for the City Council's consideration. 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: 5.6 Offer opportunities for residents to increase energy conservation and minimize environmental impact EXHIBITS Agenda Information Sheet 2. Resolution 3. Notification of Request for Nominations Respectfully submitted: Bryan Langley Deputy City Manager s:Alegal\our documenis�resoluiions\l8�nejac nominaiion briggs.doc RESOLUTION NO. A RESOLUTION OF THE CITY COUNCII, OF THE CITY OF DENTON, TEXAS, NOMINATING COUNCII, MEMBER KEELY BRIGGS TO THE NATIONAL ENVIIZONMENTAL NSTICE ADVISORY COUNCIL; AND PROVIDING AN EFFECTNE DATE. WHEREAS, the us Environmental Protection Agency (EPA) has invited nominations of qualified candidates for appointment to its National Environmental Justice Advisory Council (NEJAC), to fill a vacancy set aside for a representative from state and local government, for a term ending in September 2019; and WHEREAS, the EPA is seeking qualified nominees with knowledge from a variety of diverse fields, on the basis of criteria that include interpersonal and consensus building skills, as well as demonstrated experience with environmental justice and community sustainability issues at the national, state, or local level; and WHEREAS, the City Council has great faith in the ability and demonstrated qualifications of Council Member Briggs to fulfill those roles in the public interest of this community; NOW, THEREFORE; THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION l. The recitals and findings contained in the preamble of this Resolution are incorporated into the body of this Resolution. SECTION 2. The City Council nominates its member and colleague Keely Briggs to that role, and enlists the support of City Staff to assist that endeavor by gathering and submitting necessary and appropriate supporting documentation therefor in accordance with program guidelines. SECTION 3. This Resolution shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY : S:�I.eeal\Ow' Documents�Resolurians\1S\?JF.JAC Naminarian Briees.doc APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY : Page 2 Federal Register :: National Environmental Justice Advisory Council; Notification of Req... Page 1 of 4 LEGALSTATUS LEGALSTATUS � � � � � � � � � � � . � � � � � � � � � s � � � r � � � � � � � � � � , A Notice by the �=Mir��iiira��ir�ir��u��uir��:��ll �-,ira��:��u�;tl:iia��ir� A�a��uir��;y on Q':��f"�"��/"�"Q':��,� ..�..hni� r,�cu�;�aiirm�rr�ti hn4�� 4� �;cuirmirm�rr�ti I��,ricuc,� tiln4�ti �rr�c,�� irr� ��9 r,�4�y�. ��k�9(�;:1(6.>..�k�� Read the 1l IC�tt�ulh�6b¢a ¢aa�urmrnurmrn�kir�� DOCUMENT DETAILS Printed version: PDF (https://www.gpo.gov/fdsys/pkg/FR-2018-02-26/pdf/2018-03844.pdf) Publication Date: 02/26/2018 (/documents/2018/02/26) Agency: Environmental Protection Agency (https://www.federalregister.gov/agencies/environmental-protection-agency) Dates: Nominations should be submitted in time to arrive no later than Friday, April 13, 2018. Comments Close: 04/13/2018 Document Type: Notice Document Citation: 83 FR 8261 Page: 8261-8262 (2 pages) Agency/Docket Number: FRL-9974-38-OECA Document Number: 2018-03844 DOCUM ENT DETAILS PUBLISHED DOCUMENT AG EN CY: Environmental Protection Agency (EPA). ACTION: Request for nominations to the National Environmental Justice Advisory Council (NEJAC). https://www.federalregister.gov/documents/2018/02/26/2018-03844/national-environment... 3/30/2018 Federal Register :: National Environmental Justice Advisory Council; Notification of Req... Page 2 of 4 SUMMARY: The U.S. Environmental Protection Agency (EPA) invites nominations from a diverse range of qualified candidates to be considered for appointment to its National Environmental Justice Advisory Council (NEJAC). The NEJAC was chartered to provide advice regarding broad, cross-cutting issues related to environmental justice. This notice solicits nominations to fill approximately four (4) new vacancies for terms through September, 2olg. To maintain the representation outlined by the charter, nominees will be selected to represent: academia (2 vacancies); business and industry (1 vacancy); and state and local government (1 vacancy). Vacancies are anticipated to be filled by September 2018. Sources in addition to this Federal Register Notice wiIl be utilized in the solicitation of nominees. DATES: Nominations should be submitted in time to arrive no later than Friday, April 13, 2018. ADDRESS: Submit nominations electronically with the subject line NEJAC Membership 2018 to nejac@epa.gov (mailto: nejac@epa.gov). You also may submit nominations by mail ta Karen L. Martin, NEJAC Program Manager, Office of Environmental Justice, U.S. Environmental Protection Agency, 120o Pennsylvania Avenue NW (MC 22o1A), Washington, DC 20460. Non-electronic submissions must follow the same format and contain the same information. The Office of Environmental Justice will acknowledge receipt of nominations. FOR FURTHER INFORMATION CONTACT: Karen L. Martin, NEJAC Program Manager, U.S. EPA; email: martin.karenl@epa.gov (mailto:martin.karenl@epa.gov); telephone: (202) 564-o2o3�w�-�; orbyfax: (202) 564-1624� �;�. SUPPLEMENTARY INFORMATION: The NEJAC is a federal advisory committee chartered under the Federal Advisory Committee Act (FACA), Public Law g2-463. EPA established the NEJAC in 1993 to provide independent consensus advice to the EPA Administrator about a broad range of environmental issues related to environmental justice. The NEJAC conducts business in accordance with the Federal Advisory Committee Act (FACA) (5 U.S.C. App. 2) and related regulations. The Council consists of 3o members (including a Chairperson and two Vice-Chairpersons) appointed by EPA's Administrator. Members serve as non-federal stakeholders representing: Six (6) from academia, four (4) from business and industry; seven (�) from community based organizations; six (6) from non- governmental/environmental organizations; four (4) from state and local governments; and three (3) from tribal governments and indigenous organizations, of which one member serves as a liaison to the National Tribal Caucus. Members are appointed for one (1), two (2) or three (3)-year terms with the possibility of reappointment for another term. The NEJAC usually meets face-to-face twice a year, generally in the Spring and the Fall. Additionally, members may be asked to participate in teleconference meetings or serve on work groups to develop recommendations, advice letters, and reports to address specific policy issues. The average workload for members is approximately 5 to 8 hours per month. EPA provides reimbursement for travel and other incidental expenses associated with official government business. https://www.federalregister.gov/documents/2018/02/26/2018-03844/national-environment... 3/30/2018 Federal Register :: National Environmental Justice Advisory Council; Notification of Req... Page 3 of 4 Nominarions: Any interested person and/or organization may nominate qualified individuals for membership. The EPA values and welcomes ❑ diversity. In an effort to obtain nominations of diverse ❑ Start Printed candidates, the Agency encourages nominations of women and men of all racial and ethnic groups. All Page 8262 nominations will be fully considered, but applicants need to be aware of the specific representation sought as outlined in the Summary above. In addition, EPA is seeking nominees with knowledge in community sustainability, environmental financing, public health and health disparities, solid and hazardous waste, land use and equitable development, environmental sociology and social science. Other criteria used to evaluate nominees will include: muu The background and experience that would help members contribute to the diversity of perspectives on the committee (e.g., geographic, economic, social, cultural, educational background, professional affiliations, and other considerations; muu demonstrated experience with environmental justice and community sustainability issues at the national, state, or local level; muu exceIlent interpersonal and consensus-building skiIls; muu ability to volunteer time to attend meetings 2-3 times a year, participate in teleconference meetings, attend listening sessions with the Administrator or other senior-level officials, develop policy recommendations to the Administrator, and prepare reports and advice letters; and muu willingness to commit time to the committee and demonstrated ability to work constructively and effectively on committees. How To Submit Nominations: Any interested person or organization may nominate qualified persons to be considered for appointment to this advisory committee. Individuals are encouraged to self-nominate. Nominations can be submitted in electronic format (preferred) following the template available at https://www.epa.gov/environmenta justice/nominations-nejac (https://www.epa.gov/environmenta justice/nominations-nejac). To be considered, all nominations should include: muu Current contact information for the nominee, including the nominee's name, organization (and position within that organization), current business address, email address, and daytime telephone number. muu Brief Statement describing the nominees interest in serving on the NEJAC. muu Resume and a short biography (no more than 2 paragraphs) describing the professional and educational qualifications of the nominee, including a list of relevant activities, and any current or previous service on advisory committees. muu Letter[s] of recommendation from a third party supporting the nomination. Letter[s] should describe how the nominee's experience and knowledge will bring value to the work of the NEJAC. Other sources, in addition to this Federal Register notice, may also be utilized in the solicitation of nominees. To help the EPA in evaluating the effectiveness of its outreach efforts, please teIl us how you learned of this opportunity. Dated: February 2, 2018. Matthew Tejada, Designated Federal Officer, National Environmental Justice Advisory Council. [FR Doc. 2018-03844 �/a/2o18-03844) Filed 2-23-18; 8:45 am] BILLING CODE 656o-50-P https://www.federalregister.gov/documents/2018/02/26/2018-03844/national-environment... 3/30/2018 Federal Register :: National Environmental Justice Advisory Council; Notification of Req... Page 4 of 4 PUBLISHED DOCUMENT https://www.federalregister.gov/documents/2018/02/26/2018-03844/national-environment... 3/30/2018 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-494, Version: 1 AGENDA CAPTION Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for a utility assistance program supporting low-income households; providing for the expenditure of funds therefore; and providing an effective date (RFP 6669- awarded to Interfaith Ministries of Denton Inc. in the three (3) year not-to-exceed amount of $375,000). The Public Utilities Board recommends approval (6-0). City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Materials Management Todd Hileman April 3, 2018 Consider adoption of an ordinance of the City of Denton, Texas, a Texas home-rule municipal corporation, authorizing the City Manager to execute a contract for a utility assistance program supporting low-income households; providing for the expenditure of funds therefore; and providing an effective date (RFP 6669- awarded to Interfaith Ministries of Denton Inc. in the three (3) year not-to-exceed amount of $375,000). The Public Utilities Board recommends approval (6-0). RFP INFORMATION Denton Municipal Utilities' Prevent Loss of Utility Service (P.L.U. S. One) program was created in 1983 to provide qualifying customers facing a temporary financial crisis with the funds necessary to pay their utility bills. Since Apri1201 l, the program has been funded by a combination of customer donation and allocations from Denton Municipal Utilities (DMU). For the past 20 years, Interfaith Ministries of Denton, Inc., has administered the program on the City's behalf. Since Apri1201 l, 1,357 families have received needed assistance thru the P.L.U.S One program for a total amount of $497,818.56. The funds provided to those families have helped them reestablish themselves following a financial crisis while ensuring that utility services are not interrupted or are restored. Utilities Customer Service in cooperation with Community Development staff developed a set of guidelines for the partner agency with criteria necessary to screen and evaluate applications for assistance. As part of the Request for Proposal (RFP) process to secure a partner agency, City staff with the direction of the Public Utilities Board and City Council, updated the program guidelines and criteria to ensure assistance continues to be available for low and fixed income families with postpaid and prepaid utility accounts. In addition to updated criteria, the proposal requires more detail in the reporting of clients who have applied but were ultimately declined for assistance. The requested data also includes the number of clients requesting assistance, number of clients approved, including the amount, number of clients denied assistance including the reason why, number of appeals received, client demographics, total amount received from DMU and the total amount administered. The updated reporting requirements will allow the City to evaluate the need for appropriate funding or if further adjustments to criteria are warranted. Interfaith Ministries of Denton, Inc., will be paid $18,996 annually, to administer the program for a total of $56,988 over the contract term. The remaining funds of the contract ($318,012) will be utilized to help approved customers pay for security deposits and utility balances. The funds will pass through Interfaith Ministries of Denton, Inc., to approved customers on behalf of the City. Request for Proposals (RFP) were sent to 295 prospective suppliers for this service. In addition, specifications were placed on the Materials Management website for prospective suppliers to download and advertised in the local newspaper. Due to the nature of these specialized services, only one (1) response was received. Proposals were based on published criteria including, price, schedule, compliance with specifications, and indicators of probable performance. A Best and Final Offer (BAFO) was conducted with Interfaith Ministries of Denton, Inc., resulting in a small annual savings for administration of program (Exhibit 2). PRIOR ACTION/REVIEW (Councils, Boards, Commissions) In January 2018, Customer Service presented the P.L.U.S One program information and options for approval to the Public Utilities Board and the City Council. The approved direction was to update criteria to the P.L.U.S One program, increase funding by $25,000, allow funds to be allocated to deposits and execute a deposit waiver for customers experiencing homelessness and working with a help agency to be housed. On March 26, 2018, the Public Utilities Board (PUB) recommended this item to the City Council for consideration. RECOMMENDATION Staff recommends a contract for the administration of a utility assistance program for low-income households be awarded to Interfaith Ministries of Denton, Inc. in the three (3) year not-to-exceed amount of $375,000. PRINCIPAL PLACE OF BUSINESS Interfaith Ministries of Denton, Inc. Denton, TX ESTIMATED SCHEDULE OF PROJECT This is an initial one (1) year contract with options to extend the contract for two (2) additional one (1) year periods, with all terms and conditions remaining the same. FISCAL INFORMATION The three year not-to-exceed amount of $375,000 will be allocated to Interfaith Ministries of Denton, Inc. using a combination of customer donations and allocations from Denton Municipal Utilities. 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: Organizational Excellence Related Goal: 1.1 Manage financial resources in a responsible manner EXHIBITS Exhibit 1: Agenda Information Sheet Exhibit 2: Pricing Evaluation Sheet Exhibit 3: Contract Exhibit 4: Staff Presentation Exhibit 5: Ordinance Respectfully submitted: Karen Smith, 349-7100 Purchasing Manager For information concerning this acquisition, contact: Tiffany Thomson 349-7401. RFP 6669 Evaluation Sheet for UTILITY ASSISTANCE PROGRAM Respondent's Business Name Interfaith Ministries of Denton, Inc Principal Place of Business (City and State) Denton, TX Services Proposal Pricing: BEST & FINAL OFFER Original Offer ITEM Type of Service Requested Annual Cost of Service Annual Cost of Service 1 �One-time program setup cost. � no charge � no charge Annual administrative reimbursement. Please detail the total reimbursement requested for administering the program for one year. The sum total should include all cost recovery sought by the 2 $ 18,996.00 $ 19,632.00 agency for personnel, technology, supplies, and other costs associated with administering the program. � � L W � 0 N M .� Q Q e / � � L 0 o J � � � o � r .� U � � � � � 0 v L � � — _ � � 'c� � � � � °� O o � � � � � a- �, O U �, � i \ � � � i O �, �, U � � i � 0 � � , o � � � °� � � o rn � �w � U U CA � — � O CA � � — CA O � � t� O ,� �-, .� � L � U °� � ° � — � s, � o � � � . � ° � N J � � .� i O i' i- �w i O O � � � � �' � i o � .� . � � . � �U � o J � O � � � �� r � �` x U U U O � .L L — � L O � i \ � O � � � � � °� i � � � O O M- U O O � r� �� vy . tn O � � � � � J p . rn rn � O � O vy � � � �� . L �'O � � U o� � O° �, I— � O r� �— r� C� L I— � u i � _ O V � 0 N � Z � u i � C O V � 0 N _ O N u c c 0 � _ a� G w 0 .i � ._ s � � � C 0 0 �ri N O � � 0 0 0 0 0 0 ui o �o I� M �fI Ol l0 N c-I � � � � � O O O O O O O O O O 0 0 0 0 0 �n �n o 0 0 M Ol �fI N O � � � � � � � � � � N C C O L a� � t V N N c � t � � � � � � O � � .� O U w� � U � � � — � . � O L U O OM— O U f� � w—+ M— U .� � .� � � � L � O O � � .� O � IIIIIII IIIIIIIIIIIIIIIIIIIIIIIIIIIII� IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII� �a c�� , c� c�� c� c�� , c;a r.,�, c;;. c:7 c;a r.,�, c;�i c;a r.,�, c;;. f=i C.:! f.J !".a" f.'� C.:! f.'� C.:! f.J t"�+` 1;.:.� r'--..i t"�+` 1;.:.� t"�+` 1;,,;,� �'�f (::) C) CT� J.� I��. cS`� u'� ,r:�. rn r,,d w- 6,� b �h� c� o 0 0 � o v v m m r� � �- �- '°'o ?�� ,�O � � • .� • �: � � • �: � � +r +r x � � � � � �:: � � � �� 1�: • � 1� �lL'w..�l�l�V�lYi..�l�.i 1,Vl.J. �1'�1()I2I�INANC'�{, t�1� 'I"F-�C CI"l��' (JT� C►F;NTC71'�1,'I"�;;�AS, �"I'r'XAS t-I()M�;-I�UI.,F_, MtJNICIPt�L CC►Ii.F'(7IZA`I'I(Ji`�, AL1Tj-�0I�IZ,INC� I I �I=� C�I'I"Y MANAC��I2.'I�(7 EXEC:'tJ�I"[; A COI�1'TRACr1, T�C)R A i.1"T'ILI'I,�' �1SSI�`I'AI`�ICIa I?ROCaRAM StJYF'C)�2"I"INC:r L,()W-INC(7ME; I-�C7[JSEHOLDS; �'R()VII7INC3 F�C)R "I"�-IE I;�P�NDI"I'LJIt:E (JI{ I{UNI�S T'�-��PEF(7I�.F�, Al�ii7 PI�OVII�INCJ AN L,F{FI�CTIVI:; I7A�I,�, (RI�I' 66C��- �1 WAI�I)1:;U "1,0 II'�17'ERFf1IT�-I MINIS7'I2II;S, INC. II`1 `i I�1:? N(7T- 1'U-FXC�E{,F?I� AMOUN'I" C�Ia $375,000). WI-1FI2EAS, tl�e City l�tas sc>licited, l•eceivcc� at�t� e,valuated com�etitive sealed prc�posals far a utility assistancc pro�;r�m s�zppcartin�; l�w-incanze ha��sehalc�s, fc�r the City crf`I7entotl i�� accc�rdance witl7 tl�c prc�c�dures of" �t�ic !�w anci C."ity c�rdi�aanccs; a��tc� ��iI;R�AS, the City Nlana�;cr ar a c�csignated einplayee l�as re;ce;ived and revf�wed and r�comme;r�ded tl�at th� l�erein �escrita�:d �aro�ac�sals are thc t�1�st a�civanta�eous tc� tl�e City cc�nsicjcring t%� relativ�; irnportal�tc:�; af pric� �nd thc; c�tl7c�r c�valuatian ��ctars iz7clude.� in tl�c� rcc�u�;st fur proprasals; atxd Wf II��;T�.�;A�, the� G'ity C'c�unc�i�� lxas �rc�vid�:c� it� t17� Cit�y �3��d��t fc��r tl�� a�p�p�r<a�riw�t�i�� ofi�u�nc�s t�� e� �uscc� l��r tl�e p�:irct��se. ofthe zn��tcrials, Lc�uipmc�nt, s�i��ali�s c7r services a�pro��ed at�r� �cce�pte� hcre;i�rt; hti(7W, "I'��I?IZI;I'C)P�;, TI1E C;C)UT`�1CIL C)F "I'EII; CITY C1F T7�;NTI,C)I�i I-�EPEF3Y C)RIUAIII'�115: S�:;C'�I'IC)�l'�I 1. "I�h� it�.r�s in tl1c� ��o1lc�wing num�cre�ci r�qu�st t�:�r ��i��pc7sal fc�r �n�t�;rials, �,c�uipn�ent, su��}alies c�x� serviccs, shc�wn fn tla�; "C�eqL�est 1r�r ['ropc�sals" c�n C1e in the office ai'the f'��rchasin� A�ent, are l�er�by �xccepte;d �nd a��rc7ved as beix��, the mc�st advanta�;eaus to t}�� City cc�nsidei°in�; �t�7e r�lative i�r�npar��t��z�cc� r��i"�ricc� and th� rther evaluati��r� fa�.tc�rs incl�.�d��c� in tlle rc�c�u�st ft>r pro�«s4tls. F�.F [' NLJMI3EI� CYC�N�I'f�AC�I`(7R ANIC?[JNT C��7 1�7t�r�faitl� Mii7�i�trics, I�nc. $�75,OOQ(t�1�e"I'r��o5al'�) SI;C;"I"IUT�12. 13y the �cce}atance: G�i�c� apprc>val c7��the abc�ve n�zn�bGrec� items «f�the subt��itted �7r�c7pc�sals, tlze� C�ity acce�ts t}�e o1f�r 4�f' the �,ersc�r�s submitting the ��•o�asw�ls 1`ar sucl�7 it�ms ax7c� agrees tc� �urchasc� the mate.t•ial:�, equi�mcnt, su�plies or scrvices in accr�rci4�ncc with the tet�ms, s�7ecific��tio��s, stanc�arcls, quantities �u7r� f:rar t}�e s�eciiiec� s�,�ms cc»�taineci in the F'raposal Invitatic�ns, F'1��>}�c7:�r�1�;, ��nd reiat�c� dc�cu�nc;x�ts. SI?C" I'IC)N 3. Shc�ul� tl�e C,'ity an� �ex�so�� sul�mitti�7� apprc�vcd a��d �ccc�ted iteins and oftl�e subxnitteci pr��sa]s wish tc� enter inte� a tc�rmal wr•itten a�reetne�zt as ��•esult of tl�e ac�°eptance, approval, a1�d awarc�i»g of't}�e ��rc>pczsals, the City Manager or his designat�� rcpres�;ntative is l�creby aLXtl�c�riz�d ta execute the written contract; �rQvide�l that the written cc�nti°act is in accordance with tlze terms, cc�nd�itic�ns, spec�iiic�ations, �t�nc�ards, �u��n�tities ��i�cl s�ecified suzns cc�xataix�e��d in the Pro��c�sa1 a��c� relatec� c�<7cuments }��rein a�prcaved at�d accepted. �"his wi11 be, an initial c�nc (1) yeax c��t��tract wi�lla r��tic�ns t�7 �;xtend the contracfi ic�r twc� (2) ad��itional �ane (1) year �eriads with all t�ern�s anc� cc�nditrons rer��ait�in� the same. SI;C`I'ION 4. 'T'hc C'ity Ccruncil af tl�e C',ity o#' I��,z7t«n, Texas her�by expressly dele��tcs tlze aut�l7arity t�� take a��y 4�c;tic�tls tkt�t rt�a�y b� r�quirec� c�r ��rmitted t�5 be� perfonned �b�y t��e. C;it�y ofl�el7�ton und�r FZ�F�I' Er669 tc� thc City Manag�;r of t}�e City af I7entc�n, fI'cxas, c�r his desi�t7ec. SEC�'I'I�N S. �3y the acccptance �nc� a�prov�l c�f'thc; �bove en��xneratec� praposa�s, thc City Craun�il he.reby a�rt:hc��i�cs the e�penditure o�` 1:urxr�s tlzere�'c�r in the amaur�t and in accorc�at�ce witl� the a�praved l�ids. 5EC7'I(7N 6. 'I"l�is ordinance slaall laccorne effectiv� immediately upc7n its passage �r�1� a}aproval. �e��i�,F?I) /1NI:7 i1}'�'�ZC)VFI7 tl�is the d�y of , 201.�. CIIRIS WA1'TS, M11YC)I2. ��r��,�rr�: JTNI�II�I;R WAI_,'T'I�,i2S, CI'T'Y S�;C."I�t;"I'AR4' f3Y: AI'PRC)VI;I7 AS 'I,C) LF:�CJAL,1�{C7RM: E1ARC)N I:,I?�I..,, CITY ATX"C7IZNI;Y �3�': DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 � ��„�s��;. ^' „ . � , � �, Docusign City Counci) Transmitta) Coversheet RFP 6669 File Name UTILITY ASSISTANCE PROGRAM Purchasing Contact 7ody word City Counci) Target Date A`PRIL 3, zols Contract Value $375,000 Piggy Back Option no Contract Expiration Ordinance DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 CONTRACT BY AND BETWEEN CITY OF DENTON, TEXAS AN INTERFAITH MINISTRIES OF DENTON, INC. (CONTRACT 6669) THIS CONTRACT is made and entered into this date , by and between Interfaith Ministries of Denton, Inc. a corporation, whose address is 1109 N. Elm St., Denton, TX 76201, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a home rule municipal corporation, hereinafter referred to as "City," to be effective upon approval of the Denton City Council and subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Supplier shall provide products and/or services in accordance with the City's document RFP 6669-Utilitv Assistance Pro�ram, 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) (b) (c) (d) (e) �� g) (h) (i) Special Terms and Conditions (Exhibit "A"); City of Denton's RFP 6669 (Exhibit "B" on File at the Office of the Purchasing Agent); City of Denton Standard Terms and Conditions (Exhibit "C"); Insurance Requirements (Exhibit "D"); Certificate of Interested Parties Electronic Filing (Exhibit "E"); Contractor's Proposal (Exhibit "F"); Form CIQ — Conflict of Interest Questionnaire (Exhibit "G"); House Bill 89 Verification (Exhibit "H") Senate Bi11252 Certification (Exhibit "I") 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." The parties agree to transact business electronically. Any statutory requirements that certain terms be in writing will be satisfied using electronic documents and signing. Electronic signing of this document will be deemed an original for all legal purposes. DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. CONTRACTOR DocuSigned by: BY: ��,�Q,�,l.l, Ga.��,t,t�, �� AUTHORIZED SIGNATURE 3/13/2018 Date: Interfaith Ministries of Denton, Inc. Name: Executive Director Title: (940) 566-5927 PHONE NUMBER condell@ifmdenton.org EMAIL ADDRESS 2018-322910 TEXAS ETHICS COMMISSION CERTIFICATE NUMBER CITY OF DENTON, TEXAS ATTEST: JENNIFER WALTERS, CITY SECRETARY BY: : APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY : Contract # 6669 TODD HILEMAN CITY MANAGER Date: DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 Exhibit A Special Terms and Conditions 1. Total Contract Amount The contract total for services shall not exceed $375,000. Pricing shall be per Exhibit F attached. 2. Contract Terms The contract term will be one (1) year, effective from date of award. The City and the Supplier shall have the option to renew this contract for an additional two (2) one-year periods. The contract shall commence upon the issuance of a Notice of Award by the City of Denton and shall automatically renew each year, from the date of award by City Council, unless either party notifies the other prior to the scheduled renewal date. At the sole option of the City of Denton, the contract may be further extended as needed, not to exceed a total of six (6) months. 3. Price Escalation and De-escalation The City will implement an escalation/de-escalation price adjustment annually. The escalation/de- escalation will be based upon manufacturer published pricing sheets to the vendor. The price will be increased or decreased based upon the annually percentage change in the manufacturer's price list. The price adjustment will be determined annually from the award date. Should the change exceed or decrease a minimum threshold value of +/-1%, then the stated eligible bid prices shall be adjusted in accordance with the published price change. It is the supplier or the Cities responsibility to request a price adjustment annually in writing. If no request is made, then it will be assumed that the bid price will be in effect. The supplier must submit or make available the manufacturers pricin� sheet used to calculate the bid proposal, to participate in the escalation/de-escalation clause. 4. Monthly reporting to City The Supplier will be required to provide monthly reporting to the City and include information but limited to the number of clients requesting assistance, clients approved for utility assistance and the amount dollar amount approved for, clients denied utility assistance and the determining factors of the decision, the number of appeals submitted and reviewed, client demographics, total amount received and administered from the Trust Fund. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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, 1 l, 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. l. 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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 tra�eling to and from City facilities shall not be reimbursed, unless otherwise negotiated. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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, 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 sha]1 procure and maintain insurance of the types and in the minimum amounts acceptable to the City of Denton. The insurance sha]1 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 effect 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 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 Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 behal£ 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 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 Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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, 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 taY, withholding, social security taYes, vacation or sick lea�e 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 sha]1 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. 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 subj ect 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 l, excluding any rule or principle that would refer to and apply the substantive law of another state or jurisdiction. All issues arising from this Contract shall be resolved in the courts of Denton County, Texas and the parties agree to submit to the exclusive personal jurisdiction of such courts. The foregoing, however, shall not be construed or interpreted to limit or restrict the right or ability of the City to seek and secure injunctive relief from any competent authority as contemplated herein. 51. INVALIDITY: The invalidity, illegality, or unenforceability of any provision of the Contract shall in no way affect the validity or enforceability of any other portion or provision of the Contract. Any void provision shall be deemed severed from the Contract and the balance of the Contract shall be construed and enforced as if the Contract did not contain the particular portion or provision held to be void. The parties further agree to reform the Contract to replace any stricken provision with a valid provision that comes as close as possible to the intent of the stricken provision. The provisions of this section shall not prevent this entire Contract from being void should a provision which is the essence of the Contract be determined to be void. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 sha]l, on the grounds of race, sex, sexual orientation, 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 Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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. l0a - lOd) 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 taYes 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 11��://www.dc�l.�c�v/w11d/cc�il�rac�s/dbra.11�� and at the Wage Determinations website www.wdc�l.�c�v 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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 iinal negotiated contract shall take precedence over any and all contract documents to the extent of such conflict. 1. Final negotiated contract 2. RFP/Bid documents 3. City's standard terms and conditions 4. Purchase order 5. Supplier terms and conditions Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 Exhibit D INSURANCE REQUIREMENTS AND WORKERS' COMPENSATION REQUIREMENTS Upon contract execution, all insurance requirements shall become contractual obligations, which the successful contractor shall have a duty to maintain throughout the course of this contract. STANDARD PROVISIONS: Without limiting any of the other obligations or liabilities of the Contractor, the Contractor shall provide and maintain until the contracted work has been completed and accepted by the City of Denton, Owner, the minimum insurance coverage as indicated hereinafter. Contractor shall file with the Purchasing Department satisfactory certificates of insurance including any applicable addendum or endorsements, containing the contract number and title of the project. Contractor may, upon written request to the Purchasing Department, ask for clarification of any insurance requirements at any time; however, Contractor shall not commence any work or deliver any material until he or she receives notification that the contract has been accepted, approved, and signed by the City of Denton. All insurance policies proposed or obtained in satisfaction of these requirements shall comp/y 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. ■ Provide a Waiver of Subrogation in favor of the City of Denton, its officials, agents, employees, and volunteers. 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously throughout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, such that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: All insurance policies proposed or obtained in satisfaction of this Contract shall additionally comp/y 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 [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. [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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 [ ] 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 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certificate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. F. The contractor shall retain all required certificates of coverage for the duration of the project 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; Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certificate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 5. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) -(7), with the certificates of coverage to be provided to the person for whom they are providing services. 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 Exhibit E Certif'icate 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 repuired to furnish an ori�inal notarized Certificate of Interest Parties before the contract is awarded, in accordance with Government Code 2252.908. The contractor shall: l. Log onto the State Ethics Commission Website at : 11��t�s://www.��lucs.s�a��.�x.us/w1la�sn�w/�lf infc� fc�r�n1295.11�� 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 t�urcllasin�(c�ci c�fd�n�c�il.cc�� 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. Contract # 6669 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 EXHIBIT F RFP 6669 Pricing Sheet for UTILITY ASSISTANCE PROGRAM Interfaith Ministries of Exhibit 1 Respondent's Business Name Denton,lnc Principal Place of Business (City and State) Denton, TX ITEM Type of Service Requested Cost of Service $ - 1 One-time program setup cost. $ 18,996.00 Annual administrative reimbursement. Please detail the total reimbursement requested for Z administering the program for one year. The sum total should include all cost recovery sought by the agency for personnel, technology, supplies, and other costs associated with administering the program. DocuSign Envelope ID: 7901B5D8-623A-4810-9AE6-F4092822D919 XHIBIT G C.it}� of l3eratQn R�P for �upply �sf Util'sty Assistance Pra�rra�n C+L�1��IC'�' C�F T1V'�`ERE�T QUESTI+C�NNAIRE - FO�NI CI(� FQr vendpr or other rsc�re �ioin � l�usine�s w�fh iacai mF�rnm�ntat e�ti � i`his queskionnaire refiects changes rnade go the iaw by H,�. 23, �4ih I.eg., �te�uis�r Sessia��. This qu�stionnaire is being �led in aceardance with Chap�er i7b, Lo�:al Gow�ernment Code, by a vendor wha has a business reIationship as �iefined by Sectian [76.Ot1i(1-a) w'rfh a loca! �;avernmenta! entity and ihe vendar ►neeks requiren�er�ts ur�der Sectic�n 276.0�6(a). Sy law tl�is quesfionnaire mu�t be filgd with the records ad�ninistrator t�f"th� ipcal �ove�rnm�nt enfity not later d�an �7e 1#h business day aft�r �� tEx� date il�e v�ndor b�cornes awarc of ��ts tltat �reqttfrt� ti�� state€ncnt ta be fti�ed. S�e �ectic�n 176.Q46(a-l}, Loeal Governertent �ode. �� A vendor ct�mrr�it� arx off�ns�e if t�� vendar �nc��ving�y vivla�es Section 176.0{i6, �.ocal Crt��rnme�nk C�ode. t�l� c�ffense nnde,r �t�is sectioa is a� misclemeanor. i� Name� af vendmr who h�s a business relalianxhip �r^ith ��ai governmenf�t eniity. Not A�piivabie __ __.__� �_____ 2 Cireck thi� &ox if�au ae�e fling ar� u�stla#e io ��treviousl}� �led questiannaire. Not Ap�lrc�b(� (?`h� lar�v �cqui�� thaf y�aa ��c an u}tdafcd caraplcted quwtionnair� �r€tb ihe apprc�pr�ate filin�; aathr�rity not later t€�an zhe 7m husi��s da}j afrer Che siat� on x=l�iah vou b,ecaiu� �wam thaY the ari inali �ted ��.seionnasre wms in�om lete c�r inaccurate.) 3��Name af �++cal �aver�sm€ec�t aff'►cer �b�tut�wixom tke in[orcttaiioa in ft��s section is beiog disaH>setf. hT�t Appdi�:abte Name c�fCtfFicer "i"hss se�tian, (item 3 inc3uding sabparts A, B, C� D�, must he c�mpl�icd fc�t each tai�c�c:r��ith u�he�m tl�e.=e��dor 6as an e37�pioymenC or c�thez husines� relationshi� as defned �ry Sec�aaa 176.U0 t(1-a�, Lc�cal Gavernment Cc��3e. Ak��ch �ddiciaz�al �a�es ta tkacs Fc�nit Cit;i as n��3sary. A. is the iacat gc�vernznent ai�7c��r nam�d in Yhis seciian r�c�rvin� 4r likety t�? receive t�xahi� 3ncarn�, ot}ter than iizvesi�a�ent income, fram the ��endor't Yc� No i� [s th� vcndor receivin� tar ir"i�ete iu recei�re ta�ttle incs�me. oihcr t%an in�•estan�nt income, iram or at the dir�ctinn af the Itr�l �«v�rnme�st atficer rr»rsenta€ enttCY? , witlt respee� to ��hic;h the�lc�c:+f �overnct��nt t�f[ic�r:s�rv�� 5 an .rn�ncnt o(t'icer named in e[iis section. I)ate Pa�� 18 �f i9 DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 Exhibit H House Bi1189 - Government Code 2270 VERIFICATION I Condell Garden � the undersigned representative of Interfaith Ministries of Denf��my or Business name (hereafter referred to as com�an�), being an adult over the age of eighteen (18) years of age, verify that the company named-above, under the provisions of Subtitle F, Title 10, Government Code Chapter 2270: 1. Does not boycott Israel currently; and 2. Will not boycott Israel during the term of the contract the above-named Company, business or individual with City of Denton. Pu�suant to Section 2270.001, Texas Gove�nment Code: 1. "Boycott Is�ael " means �efusing to deal with, te�minating business activities with, o� othe�wise taking any action that is intended to penalize, inflict economic ha�m on, o� limit comme�cial �elations specifically with Is�ael, o� with a pe�son o� entity doing business in Is�ael o� in an Is�aeli-cont�olled te��ito�y, but does not include an action made fo� o�dina�y business pu�poses; and 2. "Company" means a fo� p�ofit sole p�op�ieto�ship, o�ganization, association, co�po�ation, pa�tne�ship, joint ventu�e, limited pa�tne�ship, limited liability pa�tne�ship, o� any limited liability company, including a wholly owned subsidia�y, majo�ity-owned subsidia�y, pa�ent company o� affiliate of those entities o� business associations that exist to make a p�ofit. Condell Garden Name of Company Representative (Print) DocuSigned by: �� G�� Sig��%&��°��'Company Representative 3/13/2018 �ate DocuSign Envelope ID: 7901 B5D8-623A-4810-9AE6-F4092822D919 Exhibit i Senate Bi11252 -Government Code 2252 CERTIFICATION I Condell Garden � the undersigned representative Of Interfaith Ministries of Denton, Inc. (Company or business name) being an adult over the age of eighteen (18) years of age, pursuant to Texas Government Code, Chapter 2252, Section 2252.152 and Section 2252.153, certify that the company named above is not listed on the website of the Comptroller of the State of Texas concerning the listing of companies that are identified under Section 806.051, Section 807.051 or Section 2253.153. I further certify that should the above-named company enter into a contract that is on said listing of companies on the website of the Comptroller of the State of Texas which do business with Iran, Sudan or any Foreign Terrorist Organization, I will immediately notify the City of Denton's Materials Management Department. Condell Garden Name of Company Representative (Print) DocuSigned by: �� G�� ig�a��°��4�' Company Representative 3/13/2018 �ate Certificate Of Completion Envelope Id: 7901 B5D8623A48109AE6F4092822D919 Subject: Please DocuSign: City Council Contract 6669 Source Envelope: Document Pages: 35 Signatures: 3 Certificate Pages: 6 Initials: 0 AutoNav: Enabled Envelopeld Stamping: Enabled Time Zone: (UTC-08:00) Pacific Time (US & Canada) Record Tracking Status: Original 3/13/2018 8:07:12 AM Signer Events Jody Word jody.word@cityofdenton.com Buyer City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Condell Garden condell@ifmdenton.org Executive Director Interfaith Ministries of Denton, Inc. Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Larry Collister larry.collister@cityofdenton.com First Assistant City Attorney City of Denton Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 9/26/2017 12:27:28 PM ID:01f5f868-f109-4e29-ad49-21db9046c882 Rebecca Hunter rebecca.hunter@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Todd Hileman Todd.Hileman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Accepted: 7/25/2017 9:02:14 AM ID:57619fbf-2aec-4b1f-805d-6bd7d9966f21 Holder: Jody Word jody.word@cityofdenton.com Signature � pl�t� Using IPAddress: 129.120.6.150 �DocuSigned by: �a�n,d�,(,l, Ga��.t,�, 5CF6DSF650F6431... Using IPAddress: 47.184.126.145 ��, � �� Status: Sent Envelope Originator: Jody Word 901 B Texas Street Denton, TX 76209 jody.word@cityofdenton.com IP Address: 129.120.6.150 Location: DocuSign Timestamp Sent: 3/13/2018 8:11:17 AM Viewed: 3/13/2018 8:11:29 AM Signed: 3/13/2018 8:13:48 AM Sent: 3/13/2018 8:13:51 AM Viewed: 3/13/2018 8:34:35 AM Signed: 3/13/2018 8:35:56 AM Sent: 3/13/2018 8:35:59 AM Signer Events Jennifer Walters jennifer.walters@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign In Person Signer Events Editor Delivery Events Agent Delivery Events Intermediary Delivery Events Certified Delivery Events Carbon Copy Events Sherri Thurman sherri.thurman@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jennifer Bridges jennifer. bridges@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Jane Richardson jane.richardson@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Autumn Perkins Autumn. Perkins@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Tiffany Thomson tiffany.thomason@cityofdenton.com Security Level: Email, Account Authentication (None) Electronic Record and Signature Disclosure: Not Offered via DocuSign Signature Signature Status Status Status Status Status Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Timestamp Sent: 3/13/2018 8:35:58 AM Notary Events Signature Timestamp Envelope Summary Events Envelope Sent Status Hashed/Encrypted Timestamps 3/13/2018 8:35:59 AM Payment Events Status Timestamps Electronic Record and Signature Disclosure Electronic Record and Signature Disclosure created on: 7/21/2017 1:59:03 PM Parties agreed to: Larry Collister, Todd Hileman 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. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-533, Version: 1 AGENDA CAPTION Consider approval of a resolution of the City Council of the City of Denton, Texas, appointing an alternate representative to the Board of Directors of the Denton County Transportation Authority; providing a repealer; and providing an effective date. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� __ City of Denton �_ — _ city xall `�t� Illllllllllllllll�l�uuuuuul�l�ll 215 E. McKinney Street � Denton Texas www.c ityofdenton. com DEPARTMENT: AGENDA INFORMATION SHEET Transportation CM/ DCM/ ACM: Mario Canizares DATE: April 3, 2018 SUBJECT Consider the approval of a resolution of the City Council of the City of Denton, Texas, appointing an alternate to the Board of Directors of the Denton County Transportation Authority; providing a repealer; and providing an effective date. BACKGROUND The City of Denton received a letter from the Denton County Transportation Authority (DCTA) dated November 14, 2017, indicating the terms of the City of Denton Representative and Alternate to the DCTA Board of Directors has expired. As part of an action item on the February Mobility Committee Agenda, staff was directed to place the DCTA Board nominations on the March 6, 2018, City Council Work Session to provide consideration of additional nominations and discuss the DCTA Board composition. On March 20, 2018, the City Council appointed Mr. Huckaby as the primary representative to the DCTA Board of Directors and indicated they would receive nominations for the First Alternate to the DCTA Board. Mr. Guy McElroy was appointed as the First Alternate to the Board of Directors of the Denton County Transportation Authority (DCTA) by Denton City Council Resolution 2011-048 on December 6, 2011. The two-year term for the Alternate has expired, however, the appointee may serve in an official capacity until replaced. Mr. Guy McElroy, a resident and former City of Denton Council Member, meets the DCTA ByLaws eligibility requirements and has expressed interest in continuing to serve as the Alternate. Mayor Pro Tem Bagheri notified staff on March 26, 2018, that she is nominating Ms. Donna Bloom as the Alternate to the DCTA Board of Directors. Ms. Bloom is a resident of the City of Denton, an attorney at law, and meets DCTA eligibility requirements to serve on this Board. This item is intended to provide the City Council an opportunity to receive nominations and consider the qualifications of nominees to serve as the Alternate to the DCTA Board of Directors. OPTIONS 1. Approve the draft resolution to appoint a new member to serve as the City of Denton Alternate on the DCTA Board of Directors. 2. Re-appoint Guy McElroy as the Alternate representing the City of Denton on the DCTA Board of Directors. 3. Consider additional nominations to serve as the Alternate Representative to the DCTA Board of Directors. 4. Take no action at this time. Current representatives may continue to serve. ESTIMATED SCHEDULE OF PROJECT Appointment of an Alternate by the draft resolution would be effective immediately and the Representative would serve until November 2019. PRIOR ACTION/REVIEW (Council, Boards, Commissions) December 6, 2011- Mr. Guy McElroy was appointed as First Alternate to the DCTA Board by Resolution 2011-048. Februarv 16, 2018 -Informal Staff Report 2018-018 was submitted as part of the Friday Report. Februarv 21, 2018 - the Mobility Committee considered the nomination of Richard Huckaby as the Primary Representative to the DCTA Board of Directors. No action taken. March 6, 2018 — City Council Work Session — staff directed to bring the appointment of Richard Huckaby to next Council Meeting and consider nominations for an Alternate Representative. March 20, 2018 — City approved Resolution 2018-062 appointing Richard Huckaby as the Primary Representative to the DCTA Board of Directors. FISCAL 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: Safe, Liveable & Family-Friendly Community Related Goal: 1.6 Collaborate with local, regional, state, and federal partners EXHIBITS 2. DCTA letter dated November 14, 2017 3. Draft Resolution 4. PowerPoint Presentation Respectfully submitted: Mark Nelson Transportation Director November 14, 2017 Jennifer Walters City Secretary for City of Denton 215 East McKinney Street, Suite 100 Denton, Texas 76201 Dear Ms. Walters: This letter is in reference to Mr. Richard Huckaby's December 15, 2011 appointment to the Denton County Transportation Authority Board by Resolution number R2011-048. In accordance with the By-laws of the Denton County Transportation Authority, I am notifying you that Mr. Huckaby's two-year term will expire in November of 2017. Although the representative of the City of Denton will continue to serve until a successor is named, we are providing you with this notice so that you might formally review your appointment. The qualifications for board members are attached. The City of Denton has been well represented on the Board and we look forward to continuing our working relationship with the City of Denton through your appointed representative to the Board of Directors. Sincerely, �. � „iames C. Cline, Jr., P.E, President Attachment: Qualifications for DCTA Board Members �"V.w°n II��!�ar� "�'�"u .�� II m;roP��u��n��uQVi , �"�, ��u�V�i�� t �:`Rro'�� ii"M°� ��+d.�G_'Y ��'��"�,;� ,�,r� ,��"��p �b'i��:`�m�n"o� °.�.�"�.u�a*'�: S:\legal\Our pocuments\Resolutions\18\Resolution-DCTA Bd Alternate - mn 032918 - TL rev.docx RESOLUTION NO. A RESOLUTION OF THE CITY COUNCIL OF THE CITY OF DENTON, TEXAS, APPOINTING AN AL"TERNATE REPR�SENTATIVE TO THE I�OARD OF DIRECTORS OF TIIE DENTON COUNTY TRANSPORTATION AUTHORITY; PROVIDING A REPEALER; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, Section 460.OS4(b)(1) of the Transportation Code authorizes the governing body of the City of Denton to appoint one member to the Board of Directors (the "Authority Boai•d") of the Denton County Transportation Authority (the "Authority") as the Primary Representa�ive and appoint one member to the Authority Board as the Alternate; and WHEREAS, Richard Hucicaby was appointed as the City of Denton's Primary Representative to the Authority Board as of March 20, 2018 and may serve until the term expires on November 12, 2019; and WHEREAS, C'Juy McElroy's tert�� as the City of Denton's Alternate Representative to the �uihority Board expired as of November 12, 2017 and the City Council of �he City of Denton deems it in the public interest to appoint a new meinber to serve as the Alternate Representative to the Authority Board for the term to expire on November 12, 2019; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY RESOLVES: SECTION 1. The findings and recitations contained in the preamble of this Resolution are incorporated herein by reference. SECTION 2. is hereby appointed as the Alternate Representative to the Authority Board as a representative for the City of Denton, Texas to serve in such capacity for the term expii�ing November 12, 2019. is qualified to serve on the Authority Board as having professional experience in the field of transportation business, government, engineering, or law. SECTION 3. The City Manager is hereby authorized to send a certified copy of this Resolution to appropriate officials of the Authority. SECTION 4. All previous resolutions and orders, or parts of resolutions or orders, in force «hen the provisions of this Resolution became effective which are inconsistent or in conflict with Che tern�s or provisions contained in this Resolution are hereby re�ealed to the extent of any such conflict. SECTION 5. This Resolution shall become effective immediately upon its passage and approval. PASSLD AND APPROVED this the day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIF�R WALTERS. CITY SECRETARY BY: APPROVED AS TO I�EGAL FORM: AARON LEAL, CITY ATTORNEY �� : '� �.� BY: ,_.___- W � 0 N � M .� Q Q � O N � Z L ca � e / City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: ID 18-524, Version: 1 AGENDA CAPTION Hold a public hearing regarding a draft ethics ordinance from attorney Alan Bojorquez. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �"� �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM/ DCM/ ACM: DATE: AGENDA INFORMATION SHEET City Manager's Office Bryan Langley April 3, 2018 SUBJECT Hold a public hearing regarding a draft ethics ordinance from attorney Alan Bojorquez. BACKGROUND On November 7, 2017 a charter election was held in which Proposition D was approved by the voters and required the City adopt an ethics ordinance in accordance with Texas law and with adherence to certain minimum standards. Shortly after the election the City Council directed staff to hire attorney Alan Bojorquez to assist in the development of an ethics ordinance. Prior to commencing the drafting process the City Council completed two (2) hours of formal training on ethics laws and common components of municipal ethics policies in Texas. The City Council held a series of five (5) meetings from December 2017 to February 2018 to discuss various elements of an ethics ordinance and provide direction in the creation of an ethics ordinance. The first draft of an ethics ordinance, Draft "A", was presented to City Council on March 6, 2018. A second draft of an ethics ordinance, Draft "B", was presented to City Council on March 20, 2018. This draft is based on a broad sampling of more than nineteen (19) municipal ethics policies and over seventeen (17) hours of discussion with City Council. This ordinance would apply to the Mayor, City Council, Planning and Zoning, Zoning Board of Adjustment, department heads appointed by City Council, and vendors. Staff plans to bring forward an ethics policy to be adopted by City Council for City employees along with the ethics ordinance. A second public hearing was included at the request of City Council to provide citizens an additional opportunity to provide feedback on the current draft ethics ordinance. Additionally, citizens can provide comments through the website on the ethics ordinance development page and by emailing staff or City Council. Included as Exhibit 2 is a third draft of the ethics ordinance, Draft "C", based on the feedback that staff has received during the prior City Council meetings. PRIOR ACTION/REVIEW (Council, Boards, Commissions) November 14, 2017- City Council directed staff to hire attorney Alan Bojorquez. December 5, 2017- The first meeting with attorney Alan Bojorquez was held. December 19, 2017- The second meeting with attorney Alan Bojorquez was held. January 27, 2018- The third meeting with attorney Alan Bojorquez was held. February 6, 2018- The fourth meeting with attorney Alan Bojorquez was held. February 20, 2018- The fifth meeting with attorney Alan Bojorquez was held. March 6, 2018- Ethics Ordinance Draft "A" was presented to City Council. March 20, 2018- Ethics Ordinance Draft "B" was presented and a public hearing was held. 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: Organizational Excellence EXHIBITS Exhibit 1- Agenda Information Sheet Exhibit 2- Ethics Ordinance Draft "C" Exhibit 3 - Presentation Respectfully submitted: Bryan Langley Deputy City Manager Prepared by: Charlie Rosendahl Management Analyst � � � �� ,� a �� a a , ��I ;� ��I �� 'lll �illll '�i � � � City of Denton's Code of Ethics City Council Work Session Tuesday, Apri13, 2018 Work Session & Public Ilearing: D�aft "C" of the Ethics Ordinance Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 1 l. I�ra�ft I�ocum�r�t: The following material represents a rough draft-in progress, which was prepared for discussion purposes; only, and is subject to modification following public notice and public hearings. Specific language will not be considered final until duly approved by a majority of the City Council at a properly-posted public meeting. 2. 'I`r�ir�ir��: Prior to commencing the drafting process, the City Council completed two (2) hours of formal training on state ethics laws and common components of municipal ethics policies in Texas. 3. �ro��l S�m�lir��: The contents of this draft was selected from a sampling of more than nineteen (19) municipal ethics policies from across Texas. 4. �"or��r��u�: This document represents the consensus of preferences expressed by the City Council over a period of six (6) public work sessions, and one (1) public hearing, which were broadcasted. Altogether, the work sessions exceeded thirteen (17) hours of deliberations. 5. ��t Pr�c�ic��. Where there were gaps or omissions in the feedback or direction provided by the City Council thus far, the editor inserted recommendations that reflect Best Practices in the field of Municipal Ethics, solely at the editor's discretion. 6. A��lic�laility: This Code of Ethics was drafted to apply to the Mayor, City Council, P&Z, ZBA, Public Utilities Board, Department Heads appointed by the City Council, and Vendors. It is anticipated that a similar set of rules will be adopted subsequently for other employees. 7. �"o�lific��ior�. It is anticipated that certain non-substantive, grammatical and formatting edits will be made after (or just before) final adoption to make the Code of Ethics consistent with the broader Code of Ordinances. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics A.l�r� �ojorquez Consulting Ethics Acivisor & Atiorney at Law Apri13, 2018 page 2 TABLE OF CONTENTS I�IVISIO1�d 1. �E1�dEl�L ...............................................................................................................4 Sec. 3-105. Authority ......................................................................................................................4 Sec. 3-106. Purpose .........................................................................................................................4 Sec.3-107. Prospective ....................................................................................................................4 Sec. 3-108. Applicability .................................................................................................................5 Sec. 3-109. Definitions ....................................................................................................................5 Sec. 3-ll0. Cumulative & Non-Exclusive ......................................................................................7 I�IVISIOl�ai 2. 12ULES OF' �O1�aiI�U�'I' ..........................................................................................7 Sec. 3-111. Expectations .................................................................................................................7 Sec.3-112. Mandates .......................................................................................................................8 Sec.3-113. Prohibitions ...................................................................................................................8 V S P� 3. P�T'AT' P� ..........................................................................................13 Sec. 3-114. Staffing .......................................................................................................................13 Sec. 3-115. Legal Counsel .............................................................................................................13 Sec. 3-116. Training ......................................................................................................................13 Sec. 3-117. Board of Ethics ...........................................................................................................13 Sec. 3-118. Advisory Opinions ......................................................................................................15 Sec.3-119. Complaints ..................................................................................................................15 Sec. 3-120. Preliminary Assessment .............................................................................................17 Sec. 3-121. Meetings .....................................................................................................................18 Sec.3-122. Disposition ..................................................................................................................19 Sec. 3-123. Reconsideration ..........................................................................................................21 Sec. 3-124. General Procedural Matters .......................................................................................21 Sec. 3-125. Lobbyists [reserved] ....................................................................................................21 Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 3 Y1D � �i"1�� 66�, �� " 1 , � �� C�: /s I" I�: I�� .�Is I 1\I I I I\� I�-1�-��s�-1� �!� , ,. DIVISION 1. GENERAL 5�� 3-105m Auth�ri� This Article is enacted pursuant to the authority granted to the City under Section _ of the Charter. 5�� 3-1Q6m Purp�s� The purpose of this Article is to foster an environment of integrity for those that serve the City of Denton and our citizenry. The City Council enacted this Article in order to increase public confidence in our municipal government. It is the policy of the City that all City Officials and employees shall conduct themselves in a manner that assures the public that we are faithful stewards of the public trust. City Officials have a responsibility to the citizens to administer and enforce the City Charter and City Ordinances in an ethical manner. To ensure and enhance public confidence in our municipal government, each City Official must strive not only to maintain technical compliance with the principles of conduct set forth in this Article, but to aspire daily to carry out their duties objectively, fairly, and lawfully. Furthermore, this Article was enacted to ensure that decision makers provide responsible stewardship of City resources and assets. It is not the purpose of this Article to provide a mechanism to defame, harass or abuse their political opponents, or publicize personal grudges. Rather, this Article is intended to provide a framework within which to encourage ethical behavior, and enforce basic standards of conduct while providing due process that protects the rights of the Complainant and the Accused. This Article shall apply prospectively, and shall not sustain any Complaints based on acts or omissions alleged to have taken place prior to adoption of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 4 This Article applies to the following persons: (a) City Officials. (b) Former City Officials whose separation from city service occurred less than two (2) years from the date of the alleged violation of this Article. Application of this Article to Former City Officials shall be limited to alleged violations: (1) that occurred during the term as a City Official; (2) of the prohibition on representing others for compensation (§3-112(d)(2)); or (3) of the prohibition of subsequent work on prior projects (§3-112(h)). (c) Vendors; and (d) Complainant(s). � The following words, terms and phrases, when used in this Article, shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning: Accepted Complaint: a sworn allegation of a violation of this Article after the required documentation has been submitted to the City Auditor and determined to be administratively complete. Accused: a City Official who has been charged in a Complaint with having violated this Article. Actionable Complaint: an Accepted Complaint that has been deemed by a Panel to contain allegations and evidence that, if accepted as true, would support a finding that a violation of this Article occurred. Advisory Opinions: written rulings regarding the application of this Article to a particular situation or behavior. Article: the Code of Ethics for the City of Denton. Baseless Complaint: a Complaint that does not allege conduct that would constitute a violation of this Article, or that does not provide evidence that, if true, would support a violation of this Article. Board of Ethics: the oversight entity established by the Council to administer this Article. Business Entity: a sole proprietorship, partnership, firm, corporation, holding company, joint- stock company, receivership, trust, political subdivision, government agency, university, or any other entity recognized by law. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 5 Candidate: a person who has filed an application for a place on a ballot seeking public office, or one who has publicly announced the intention to do so. Charged: to be charged with a violation of this Article is to have an Accepted Complaint deemed Actionable. City: the City of Denton in the County of Denton and State of Texas. City Auditor: the person appointed to serve in the capacity provided for by Section 6.04 of the City Charter, or their designee and clerical staff acting in the City Auditor's absence. City Official: for purposes of this Article, the term consists of the Council Members, City Manager, City Attorney, Department Heads, or member of the Planning and Zoning Commission Members, Board of Adjustment, or Public Utilities Board. Code: the Code of Ordinances of the City of Denton, Texas, as such Code may be amended from time to time. Complainant: the human individual who submitted a Complaint to the City. Complaint: written documentation submitted to the City accusing a City Official of violating this Article. Confidential Information: any written information that could or must be excepted from disclosure pursuant to the Texas Public Information Act, if such disclosure has not been authorized; or any non-written information which, if it were written, could be excepted from disclosure under that Act, unless disclosure has been authorized by the City Council or City Manager. Council: the governing body of the City of Denton, Texas, including the Mayor and City Council Members. Deliberations: discussions at the dais; voting as a Member of the Board or Commission; presentations as a member of the audience before any City Board or Commission; conversing or corresponding with other City Officials or Staf£ This term does not apply to a general vote on a broad, comprehensive or omnibus motion, such as approval of the City budget. Department Heads: the employees appointed by the City Council, those being the City Manager, City Auditor, City Attorney, and Municipal Court Judge. Former City Official: a City Official whose separation from city service occurred less than two (2) years from the date of an alleged violation of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 6 Frivolous Complaint: a sworn Complaint that is groundless and brought in bad faith or groundless and brought for the purpose of harassment. Interfere: a person interferes with a process or activity pertaining to this section when they intentionally and wrongfully take part in, or prevent, a City process or activity from continuing or being carried out properly or lawfully. Panel: an ad hoc subcommittee of the Board of Ethics consisting of three (3) members assigned by the Chairperson or designated by the City Auditor (as applicable) on a rotating basis, at least one (1) of which is an attorney or retired jurist. Pending Matter: an application seeking approval of a permit or other form of authorization required by the City, State or Federal law; a proposal to enter into a contract or arrangement with the City for the provision of goods, services, real property or other things of value; a case involving the City that is (or is anticipated to be) before a civil, criminal or administrative tribunal. Person: associations, corporations, firms, partnerships, bodies politic and corporate, as well as to individuals. Recklessly: a person acts recklessly when they are aware of but consciously disregard a substantial and unjustifiable risk that a certain result is probable from either their conduct, or in light of the circumstances surrounding their conduct. The risk must be of such a nature and degree that to disregard it constitutes a gross deviation from the standard of care that an ordinary person would exercise under the circumstances. Relative: a family member related to a City Official within the third (3rd) degree of affinity (marriage) or consanguinity (blood or adoption). Shall: a mandatory obligation, not a permissive choice. Special Counsel: an independent, outside attorney engaged by the City to advise the City as an organization and/or the Board of Ethics. Vendor: a person who provides or seeks to provide goods, services, real property to the City in exchange for compensation. �� This Article is cumulative of and supplemental to all applicable provisions of the City Charter, other City Ordinances, and State/Federal laws and regulations. Compliance with this Article does not excuse or relieve any person from any obligation imposed by any other Rule. Attempts to enforce this Article shall be construed as foreclosing or precluding other enforcement options provided by other law. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 7 DIVISION 2. RULES OF CONDUCT 5�� 3-111m Exp��tati�n� The following list conveys the City Council's expectations for City Officials. These expectations are aspirational, and shall not serve as the basis for a Complaint. (a) City Officials are expected to conduct themselves in a manner that fosters public trust. (b) City Officials are charged with performing their public duties in a way that projects a high level of personal integrity and upholds the integrity of the organization. (c) City Officials must avoid behavior that calls their motives into question and erodes public confidence. (d) City Officials shall place the municipality's interests and the concerns of those the City serves above private, personal interests. (e) Those who serve the City are expected to value honesty, trustworthiness, diligence, objectivity, fairness, due process, efficiency, and prudence as values the City professes. (f) City Officials must balance transparency with the duty to protect personal privacy and preserve the confidential information with which the City has been entrusted. (g) It is neither expected nor required that those subject to this Article relinquish or waive their individual rights. 5�� 3-112m l�Ian�at�� (a) Duty to Report. City Officials shall reportanyconductthatthepersonknows to be a violation of this Article. Failure to report a violation of this Article is a violation of this Article. For purposes of this section, submittal of a Complaint or a report made to the Fraud, Waste or Abuse hotline shall be considered to be a report under this Section. A report to the hotline may remain anonymous unless disclosed by the caller. (b) Financial Disclosures. All Candidates for City Council, including Candidates for Mayor, shall file financial information reports as required by, and in accordance with, State law. All prospective Vendors and City Officials shall file disclosure forms as required by, and in accordance with, State law. (c) Business Disclosures. All City Officials shall file with the City Auditor annual reports listing the names of human individuals with whom the City Official is named partner in the following types of businesses: General Partnership, Limited Partnership, Limited Liability Partnership, or Limited Liability Corporation, or Professional Corporation. Annual reports shall be submitted within ninety (90) days of taking office. Failure to submit a report shall not serve as a basis for a Complaint unless the City Official fails to submit a report within thirty (30) days of being provided written notification of the omission. Neither the existence of a business relationship as described in this Section, nor the submission of a report required by this Section shall prevent a City Official from Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 8 participating in Deliberations on matters pending before the City absent a Conflicting Interest. r, � (a) Conflicts of Interest. (1) Deliberation Prohibited. It shall be a violation of this Code for a City Official to knowingly deliberate regarding a Pending Matter for which the City Official currently has a Conflicting Interest. City Officials with a current Conflicting Interest in a Pending Matter must recuse themselves and abstain from Deliberations. It is an exception to this recusal requirement if the City Official serves on the City Council, Planning and Zoning Commission, or Board of Adjustment; and a majority of the members of that body is composed of persons who are likewise required to file (and who do file) disclosures on the same Pending Matter. (2) Disclosure Required. If a City Official has a Conflicting Interest in a Pending Matter, the City Official shall disclose the nature of the Conflicting Interest by filing a sworn statement with the City Auditor. Disclosures under this subsection shall be for the time period, including the previous calendar year, and up to date where the Conflicting Interest arises before the City Official. (3) Definition of ConfZicting Interest. For purposes of this Article, the term is defined as follows: ConfZicting Interest: a stake, share, equitable interest or involvement in an undertaking in the form of any one (1) or more of the following: (A) ownership of five percent (5%) or more voting shares or stock in a Business Entity; (B) receipt of more than six-hundred dollars ($600.00) in gross annual income from a Business Entity; (C) ownership of more than six-hundred dollars ($600.00) of the fair market value of a Business Entity; (D) ownership of an interest in real property with a fair market value of more than six-hundred dollars ($600.00); (E) serves on the Board of Directors or as an Officer of a Business Entity, unless the City Official was appointed to that position by the City Council; and/or (F) serves on the Board of Directors or as an Officer of a nonprofit corporation or an unincorporated association, unless the City Official was appointed to that position by the City Council. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 9 A City Official is considered to have a Conflicting Interest if the City Official's relative has a conflicting interest. The term Conflicting Interest does not include ownership of an interest in a mutual or common investment fund that holds securities or assets unless the City Official participates in the management of the fund. (b) Gifts. (1) General. It shall be a violation of this Article for a City Official to accept any gift that might reasonably tend to influence such Officer in the discharge of official duties. (2) Specific. It shall be a violation of this Article for a City Official to accept any gift for which the fair market value is greater than fifty dollars ($50.00). It shall be a violation of this Article for a City Official to accept multiple gifts from a single source for which the cumulative fair market value exceeds two-hundred dollars ($200.00) in a single fiscal year. (3) It shall be a violation of this Article for a Vendor to offer or give a Gift to a City Official exceeding fifty dollars ($50.00) per gift, or multiple gifts cumulatively valued at more than two-hundred dollars ($200.00) per a single fiscal year. (4) Definition of Gift. Anything of monetary value, including but not limited to cash, the extension of credit, personal property, real property, services, meals, entertainment, and travel expenses. (5) Exceptions. This definition shall not apply to the following, which are allowed under this Article: (A) a lawful campaign contribution; (B) meals, lodging, transportation, entertainment, and related travel expenses paid for (or reimbursed by) the City in connection with the City Official's attendance at a conference, seminar or similar event, or the coordinator of the event; (C) meals, lodging, transportation, or entertainment furnished in connection with public events, appearances or ceremonies related to official City business, or charity functions, or community events, if furnished by the sponsor of such events (who is in attendance); (D) complimentary copies of trade publications and other related materials; (E) attendance at hospitality functions at local, regional, state or national association meetings and/or conferences; Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 10 (F) any gift that would have been offered or given to the City Official because of a personal, familial, professional relationship regardless of the City Official's capacity with the City; (G) tee shirts, caps and other similar promotional material; (H) complimentary attendance at political or charitable fund raising events. (6) Donations. It is not a violation under this Article for a City Official to accept a Gift prohibited by this Article on behalf of the City of Denton. Conveyance of a Gift prohibited by this Article to the City of Denton or a nonprofit corporation cures any potential violation. (c) Outside Employment. (1) Applicability of Section. This subsection applies to Department Heads. (2) Prohibition. It is a violation of this Article for a Department Head to solicit, accept, or engage in concurrent outside employment which could reasonably be expected to impair independence of judgment in, or faithful performance of, official duties. (3) Disclosure and Consent. It is a violation of this Article for a Department Head to accept employment from any Person other than the City without first disclosing the prospective employment arrangement in writing to the Mayor and receiving the Mayor's written consent. (d) Representation of Others. (1) Current City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. (2) Former City Officials. It shall be a violation of this Article for a City Official to represent for compensation any person, group, or entity before the City for a period of two (2) years after termination of official duties. For purposes of this subsection, the term compensation means money or any other thing of value that is received, or is to be received, in return for or in connection with such representation. The prohibition in this subsection solely applies to the Former City Official, and shall not be construed to apply to other Persons. (e) Improper Influence. It shall be a violation of this Article for a City Official to use such person's official title/position to: (1) secure special privileges or benefits for such person or others; Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 11 (2) grant any special consideration, treatment or advantage to any citizen, individual, business organization or group beyond that which is normally available to every other citizen, individual, business organization or group; (3) assert the prestige of the official's or employee's City position for the purpose of advancing or harming private interests; (4) state or imply that the City Official is able to influence City action on any basis other than the merits; and (5) state or imply to state or local governmental agencies that the City Official is acting as a representative of the City, as an organization, or as a representative of the City Council without first ha�ing been authorized by the City Council to make such representation (except the Mayor, City Manager, and City Attorney). (f� Misuse of Information. (1) Personal Gain. It shall be a violation of this Article for a former City Official to use any confidential information to which the City Official had access by virtue of their official capacity and which has not been made public concerning the property, operations, policies, or affairs of the City, to advance any personal or private financial interest of any Person. (2) Confidential Information. It shall be a violation of this Article for a City Official to intentionally, knowingly, or recklessly disclose any confidential information gained by reason of the City Official's position concerning the property, operations, policies or affairs of the City. This rule does not prohibit the reporting of illegal or unethical conduct to authorities designated by law. (g) Abuse of Resources. It shall be a violation of this Article for a City Official to use, request, or permit the use of City facilities, personnel, equipment, software, supplies, or staff time for private purposes (including political purposes), except to the extent and according to the terms that those resources are generally available to other citizens and the City Officials for official City purposes. (h) Abuse of Position. It shall be a violation of this Article for any City Official to: (1) Harassment & Discrimination. Use the Official's position to harass or discriminate against any person based upon ethnicity, race, gender, gender identity, sexual orientation, marital status, parental status, or religion. (2) Interference. Interfere with any criminal or administrative investigation alleging the violation of any provision of this Article, the City Charter, administrative policy or executive order in any manner, including but not limited to seeking to persuade or coerce City employees or others to withhold their cooperation in such investigation is a violation of this Article. (i) Subsequent Work on Prior Projects. It shall be a violation of this Article for any former City Official, within one (1) year of the cessation of official duties for the City, Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 12 to perform work on a compensated basis relating to a City contract or arrangement for the provision of goods, services, real property or other things of value, if while in City service the former City Official personally and substantially participated in the negotiation, award or administration of the contract or other arrangement. This Section does not apply to a City Official whose involvement with a contract or arrangement was limited to Deliberations as a member of the City Council, Planning and Zoning Commission, Board of Adjustment, or Public Utilities Board. DIVISION 3. IMPLEMENTATION �. ;, (a) City Auditor. The City Auditor's Office shall be responsible to provide staff and clerical support to the Board of Ethics to assist in the implementation and enforcement of this Article. The degree of support required shall be at the discretion of the City Auditor. Nothing herein creates a duty for the City Auditor to enforce this Article. Furthermore, this Article shall not be construed as requiring the City Auditor to investigate allegations of violations of this Article submitted via the Fraud, Waste or Abuse hotline. (b) Conflicts Log. The City Auditor's Office shall, in cooperation with the City Secretary's Office, maintain a Conflicts Log on an ongoing basis listing the Conflicting Interests disclosed by City Officials in accordance with this Article. The log is a public record. The City Auditor is neither authorized nor required to inspect or act upon the content of the Conflicts Log. (c) City Manager. If a Complaint accuses the City Auditor of violating this Article, the duties of the City Auditor under this Article shall be performed by the City Manager for purposes of processing that Complaint. 5�� 3-115m Id��al ��un��l (a) City Attorney. The City Attorney shall provide legal support to the Board of Ethics. (b) Special Counsel. Independent, outside legal services shall be engaged by the City Attorney on the City's behalf to provide legal support to the Board of Ethics when: (1) in the City Attorney's discretion it is necessary in order to comply with the Texas Disciplinary Rules of Professional Conduct (for lawyers), or is in the best interest of the City; or (2) when the City Council deems Special Counsel is necessary. 5�� 3-116m Trainin� (a) Curriculum. The City Auditor shall approve a training program that provides an introduction and overview of the expectation, mandates and prohibitions provided for by this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 13 (b) Orientation. City Officials shall complete a training session regarding this Article within ninety (90) days of commencing the official duties. (c) Annual. City Officials shall complete an annual training session regarding this Article. (d) Exiting Officials. Information shall be provided to City Officials terminating their City service regarding the continuing restrictions on the representation of others by certain former City Officials. �. , (a) Creation. There is hereby created a Board of Ethics for the City of Denton. (b) Appointment. The Board of Ethics shall be appointed by majority vote of the City Council. (c) Number. The Board of Ethics shall consist of seven (7) regular members. (d) Terms. Board of Ethics members (regular and alternates) shall be appointed for two (2) year, staggered terms. Members may be reappointed for successive terms. Appointment to fill a vacancy shall be for the remainder of the unexpired term. Members of the inaugural Board of Ethics shall draw straws to determine which three (3) members shall receive an initial term of one (1) year in order to stagger terms. In total, members may only serve three (3) terms. (e) Eligibility. Membership on the Board of Ethics is limited to residents of the City of Denton. Preference in appointments shall be given to professionals such as attorneys, architects, engineers, doctors, teachers, pastors, mediators, retired jurists, licensed professional counselors, and those with licenses demonstrating high levels of education or master craftsmanship in the building trades. The Board shall be comprised of at least three (3) members who are attorneys or retired jurists. (f) Ineligibility. The following shall disqualify a person from serving on the Board of Ethics: (1) current service as a City Official; (2) separation from city service as a City Official within two (2) years of the appointment; (3) familial relations within the third (3rd) degree of affinity (marriage) or consanguinity (blood or adoption); (4) current service as an elected official in Denton County; and / or (5) conviction of a felony, or crime of moral turpitude. (g) Alternates. Alternate members of the Board of Ethics shall attend meetings only upon request by the City Auditor's Office. The role of an alternate is to participate in meetings of the Board of Ethics as a replacement for a regular member who is absent or abstaining. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 14 (h) Scope of Authority. The Board of Ethic's jurisdiction shall be limited to implementation and enforcement of this Article. (i) Amendments. The Board of Ethics may recommend amendments to this Article. A recommendation from the Board of Ethics is not required for the City Council to exercise its discretion in amending this Article. (j) Officers. At the first meeting of each fiscal year the Board of Ethics shall select from among its members a Chairperson and Vice-Chairperson. (k) Rules of Procedure: The Board of Ethics shall adopt rules of procedure governing how to conduct meetings and hearings. Such procedural rules are subject to confirmation or modification by the City Council. (1) Removal: The City Council may by a vote of two-thirds (2/3) remove a member of the Board of Ethics for cause. (a) Requests. Any City Official may request an Advisory Opinion on a question of compliance with this Article. Requests shall be submitted in writing to the City Auditor, who shall assign the request to a Panel. (b) Issuance. A Panel of the Board of Ethics shall issue Advisory Opinions upon request. Advisory Opinions shall be issued within thirty (30) days of receipt of the request. (c) Reliance. It shall be an affirmative defense to a Complaint that the Accused relied upon an Advisory Opinion. In making a determination on the proper disposition of a Complaint, the Board of Ethics may dismiss the Complaint if the Board finds that: (1) the Accused reasonably relied in good faith upon an Advisory Opinion; (2) the request for an Advisory Opinion fairly and accurately disclosed the relevant facts; and (3) less than five (5) years elapsed between the date the Advisory Opinion was issued and the date of the conduct in question. (a) Complainants. Any person who has first-hand knowledge that there has been a violation of Sections 3-112 and 3-113 of this Article may allege such violations by submitting a Complaint. The persons who may submit Complaints includes (but is not limited to) members of the Board of Ethics. (b) Form. Complaints shall be written on, or accompanied by, a completed form promulgated by the City Auditor. (c) Contents. A Complaint filed under this section must be in writing and under oath and must set forth in simple, concise, direct statements and must state: Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 15 (1) the name of the Complainant; (2) the street or mailing address, email address, and the telephone number of the Complainant; (3) the name of each person Accused of violating this Article; (4) the position or title of each person Accused of violating this Article; (5) the nature of the alleged violation, including (whenever possible) the specific provision of this Article alleged to have been violated; (6) a statement of the facts constituting the alleged violation and the dates on which or period of time in which the alleged violation occurred; and (7) all documents or other material available to the Complainant that are relevant to the allegation. (d) Violation Alleged. The Complaint must state on its face an allegation that, if true, constitutes a violation of this Article. (e) Affidavit. A Complaint must be accompanied by an affidavit stating that the Complaint is true and correct or that the Complainant has good reason to believe and does believe that the facts alleged constitute a violation of this Article. The Complainant shall swear to the facts by oath before a Notary Public or other person authorized by law to administer oaths under penalty of perjury. (f) Limitations Period. To be accepted, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (g) Filing. Complaints shall be submitted to the City Auditor. Submission of Complaints may be made by hand delivery, by U.S. Mail, or email directed to an email address publicly listed by the City Auditor. (h) Acceptance of Complaint. Within five (5) business days of receiving a Complaint, the City Auditor shall determine if it is administratively complete, and timely. (1) Administratively Complete. A Complaint is administratively complete if it contains the information described above. If the Complaint is administratively complete, the City Auditor shall proceed as described in this Article. If the Complaint is incomplete the City Auditor shall send a written deficiency notice to the Complainant identifying the required information that was not submitted. The Complainant shall have ten (10) business days after the date the City Auditor sends a deficiency notice to the Complainant to provide the required information to the City Auditor, or the Complaint is automatically deemed abandoned and may not be processed in accordance with this Article. Within five (5) business days of a Complaint being abandoned, the City Auditor shall send written notification to the Complainant and the Accused. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 16 (2) Timely. To be timely, a Complaint must be brought within six (6) months of the Complainant becoming aware of the act or omission that constitutes a violation of this Article. A Complaint will not be accepted more than two (2) years after the date of the act or omission. (i) Notification of Acceptance. Within five (5) business days of determining that a Complaint is administratively complete, the City Auditor shall send a written notification of acceptance to the Complainant, the Accused, and the City Attorney. For purposes of this provision, a Complaint shall be considered Accepted when the City Auditor has deemed the submittal administratively complete, and timely. (j) Confidentiality. A Complaint that has been submitted to the City is hereby deemed confidential until such time as the Complaint is either dismissed or placed on an agenda for consideration by the Board of Ethics in accordance with this Article. Clerical and administrative steps shall be taken to identify and manage confidential information in accordance with this Article. The confidentiality created by this Article includes the fact that a Complaint was submitted and the contents of that Complaint. It shall be a violation of this Article for a City Official to publicly disclose information relating to the filing or processing of a Complaint, except as required for the performance of official duties or as required by law. Requests for records pertaining to Complaints shall be responded to in compliance with the State law. The limited confidentiality created by this Article is limited in scope and application by the mandates of the Texas Public Information Act, Chapter 552 of the Texas Government Code. (k) Ex Parte Communications. After a Complaint has been filed and during the pendency of a Complaint before the Board of Ethics, it shall be a violation of this Article: (1) for the Complainant, the Accused, or any person acting on their behalf, to engage or attempt to engage directly or indirectly about the subject matter or merits of a Complaint in ex parte communication with a member of the Board of Ethics or any known witness to the Complaint; or (2) for a Member of the Board of Ethics, to knowingly allow an ex parte communication about the subject matter or merits of a Complaint, or to communicate about any issue of fact or law relating to the Complaint directly or indirectly with any person other than a Member of the Board of Ethics, the City Auditor's office, the City Attorney's office, or Special Counsel. (a) Referral to Chairperson. Accepted Complaint(s) shall be referred to the Chairperson of the Board of Ethics within five (5) business days of being determined administratively complete. (b) Assignment of PaneL Within five (5) business days of receiving an Accepted Complaint, the Chairperson of the Board of Ethics shall assign the Complaint to a Panel for Preliminary Assessment. The Chairperson shall order a meeting of the Panel, which Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 17 shall be conducted in compliance with the Texas Open Meetings Act. Each Panel shall select a Presiding Officer to conduct Panel deliberations. (c) Panel Determination. Within ten (10) business days of being assigned an Accepted Complaint, the Panel shall review the Complaint on its face and determine whether the Complaint is: (1) Actionable: the allegations and evidence contained in the Complaint, if true, would constitute a violation of this Article. (2) Baseless: the allegations and evidence contained in the Complaint, if true, would not constitute a violation of this Article. Actionable Complaints shall be returned to the Chairperson for listing on an agenda for a public hearing. Baseless Complaints shall be dismissed. Written notification of the Panel's determination shall be filed with the City Auditor and sent to the Chairperson, Complainant, the Accused, and the City Attorney within two (2) business days. Written notifications of dismissal shall include notice of the right to appeal. (d) Appeals. A Panel's preliminary assessment under this Section 3-120 may be appealed to the Board of Ethics by either the Complainant or the Accused, as applicable. An appeal shall be perfected by filing a written notice of appeal with the City Auditor within ten (10) business days of the date of the written notification. 5�� 3-121m l�I��tin�� (a) Calling Meetings. Meetings of the Board of Ethics shall be called upon request of the Chairperson, three (3) members, or the City Auditor. (b) Quorum. The quorum necessary to conduct meetings of the Board of Ethics shall be four (4). The Chairperson (or acting chairperson) shall count toward the establishment of a quorum and retains the right to vote. (c) Hearings: (1) Scheduling: Hearings shall be scheduled by the City Auditor upon the filing of: (A) a Panel determination that a Complaint is Actionable; or (B) an Appeal challenging a Panel's dismissal of a Complaint as Baseless. (2) Purpose: The purpose of the hearing(s) shall be solely to determine whether: (A) a violation of this Article occurred, and if so to assess the appropriate sanction; (B) an Accepted Complaint was erroneously dismissed as Baseless by a Panel; and/ or (C) an Accepted Complaint is Frivolous. (3) Sworn Testimony: All witness testimony provided to the Board of Ethics shall be under oath. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 18 (4) Burden of Proof Because the burden of showing that a violation of this Article occurred is placed on the Complainant, it is the Complainant that has the obligation to put forth evidence, including testimony, supporting the Complaint. The Complainant is required to testify at the hearing. A Complainant's failure to testify at a hearing shall be grounds for dismissal of a Complaint. (5) Representation: The Accused shall have a right to present a defense. Both the Complainant and the Accuser have a right to be represented by legal counsel. (d) Open Meetings. All meetings and hearings of the Board of Ethics, including Panel deliberations, shall be conducted pursuant to the Texas Open Meetings Act. The Board of Ethics may convene in Executive Session (i.e., conduct a closed meeting) as allowed by the Act. All final actions of the Board of Ethics shall take place in open session. (e) Postponement in Certain Instances. (1) Proceedings may be postponed upon majority vote by the members of the Board of Ethics. (2) The Complainant and the Accused are each entitled to one (1) postponement without cause. Additional postponements shall be solely for good cause and at the discretion of the Board of Ethics. (3) If a Complaint alleges facts that are involved in a criminal investigation or a criminal proceeding before a grand jury or the courts, the Board of Ethics may, when a majority of its members deem appropriate, postpone any hearing or any appeal concerning the Complaint until after the criminal investigation or criminal proceedings are terminated. 5�� 3-122m I)i�p��iti�n (a) DismissaL If the Board of Ethics determines at the conclusion of a hearing by simple majority vote of its members that a Complaint should be dismissed, it may do so upon finding: (1) the Complaint is Baseless; (2) the alleged violation did not occur; (3) the Accused reasonably relied in good faith upon an Advisory Opinion, as provided in this Article; or (4) the Complainant failed to testify at the hearing. (b) Sanctions. If the Board of Ethics determines at the conclusion of a hearing that a violation has occurred, it may within ten (10) business days impose or recommend any of the following sanctions: Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 19 (c) (1) Letter of Notification. If the violation is clearly unintentional, or when the Accuser's action was made in reliance on a written opinion of the City Attorney. A letter of notification shall advise the Accused of any steps to be taken to avoid future violations. (2) Letter of Admonition. If the Board of Ethics finds that the violation is minor and may have been unintentional, but calls for a more substantial response than a letter of notification. (3) Letter of Reprimand. If the Board of Ethics finds that the violation: (A) was minor and was committed knowingly, intentionally or in disregard of this Article; or (B) was serious and may have been unintentional. (4) Recommendation of Suspension. If the Board of Ethics finds that a violation was committed by a Member of the Planning & Zoning, or Zoning Board of Adjustment, or a Department Head, and it: (A) was serious and was committed knowingly, intentionally or in disregard of this Article or a state conflict of interest law; or (B) was minor but similar to a previous violation by the Person, and was committed knowingly, intentionally or in disregard of this Article. The final authority to impose a suspension rests with the City Council. (5) Ineligibility. If the Board of Ethics finds that a Vendor has violated this Article, the Board may recommend to the City Manager that the Vendor be deemed ineligible to enter into a City contract or other arrangement for goods, services, or real property, for a period of one (1) year. Notice of all sanctions imposed by the Board of Ethics shall be transmitted to the Accused, Complainant, City Auditor, City Attorney, and City Council. Frivolous. (1) Prohibition. It is a violation of this Article for a Person to submit a Frivolous Complaint. (2) Super-Majority Vote. If the Board of Ethics determines at the conclusion of a hearing by a vote of two-thirds (2/3) of its Members that a Complaint was Frivolous, the Board may impose a sanction as provided by Section 3-122(b). (3) Factors. In making a determination on frivolity, the Board of Ethics shall consider the following factors: (A) the timing of the sworn Complaint with respect to when the facts supporting the alleged violation became known or should have become Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 20 known to the Complainant, and with respect to the date of any pending election in which the Accused is a Candidate or is involved with a candidacy, if any; (B) the nature and type of any publicity surrounding the filing of the sworn Complaint, and the degree of participation by the Complainant in publicizing the fact that a Complaint was filed; (C) the existence and nature of any relationship between the Accused and the Complainant before the Complaint was filed; (D) if the Accused is a Candidate for Election to Office, the existence and nature of any relationship between the Complainant and any Candidate or group opposing the Accused; (E) any evidence that the Complainant knew or reasonably should have known that the allegations in the Complaint were groundless; and (F) any evidence of the Complainant's motives in filing the Complaint. (4) External Remedies. Complainants who submit Frivolous Complaints are hereby notified that their actions may subject them to criminal prosecution for perjury (criminal prosecution), or civil liability for the torts of defamation or abuse of process. The Complainant or Accused may request the Board of Ethics to reconsider its decision. The request must be filed with the City Auditor within five (5) business days of receiving the final opinion of the Board of Ethics. The request for reconsideration shall be sent to the Chairperson of the Board of Ethics and the non-filing party (Complainant or Accused). If the Chairperson finds, in the Chairperson's sole discretion, that the request includes new evidence that was not submitted at a prior hearing, and that the new evidence bears directly on the Board of Ethic's previous determination, the Chairperson shall schedule a hearing on the request for reconsideration to occur within thirty (30) business days after filing with the City Auditor. Absent new evidence, the Chairperson shall unilaterally dismiss the request for reconsideration and provide to the Parties. (a) City Council. No Person shall be employed by the City who is related to any member of the City Council within the third (3rd) degree of afiinity or consanguinity. (b) Department Supervisor. No Person shall be employed by the City in a departrnent if the Person is related to the City Manager or the departrnent supervisor within the third (3rd) degree of afiinity or consanguinity. (c) Preexisting Employment. The prohibitions of this Section do not apply to a Person who was employed by the City more than six (6) months prior. Bojorquez Law Firm, PC Worksheet: Module #7 Apri13, 2018 for the City of Denton, Texas Draft "C' of the Code of Ethics page 21 (a) Deadlines. Any deadline provided in this Article shall be construed as expiring at 5:00 p.m. local time on the last day. (b) Mailbox Rule. Under this Article, a deadline for any response or request for appeal is met when the date the response or request for appeal is mailed falls within the timeline requirements of this Article. The posted date of any mailing will control whether it meets the timeline requirements of this Article. Bojorquez Law Firm, PC Worksheet: Module #7 for the City of Denton, Texas Draft "C' of the Code of Ethics Apri13, 2018 page 22 0 • . . . . . . . O N � U � � � Cfl � U � � � � N � � a� U � � � V ! N � � O U N W 0 N � N � � N > O Z � N � � c� � � O �� U N W � N � � � U � � � N � • '� � 2 ❑ C6 � � U � ❑ � � ca J ❑ � ❑ M � � � J N N 7 � O O m � C 0 � � 0 � 0 � U • � • • • � � C6 J � �� V / � � � � � � O U ❑ � 0 � � � U � � � O U ❑ �U � � O U � ❑ � O � � � � � O � � � U � �U � � Cn W � 0 U c� � � � C6 � U � � � � � � J N N 7 � O O m � � 0 � � 0 0 � U � � � � O E � � c� J N N 7 � O O m X � c 0 c a� 0 0 � � U ! ; � 71 �, � �� ir �' 0 O E L � � � J N N 7 � O O m X � c 0 c a� 0 0 � U ;� � '� �. 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McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: Z18-0003a, Version: 1 AGENDA CAPTION Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a zoning change from Neighborhood Residential 2(NR-2) to a Community Mixed Use General (CM-G) District on approximately 3.11 acres and an initial zoning to a CM-G District on approximately 3.26 acres, the subject site is generally located north of Teasley Lane, approximately 300 feet east of Old Alton Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton �� city xall �� ;;�� 215 E. McKinney Street ��'��^��'�� Denton, Texas www.cityofdenton.com DEPARTMENT: CM: DATE: AGENDA INFORMATION SHEET Department of Development Services Todd Hileman April 3, 2018 SUBJECT Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a zoning change from Neighborhood Residential 2(NR-2) to a Community Mixed Use General (CM-G) District on approximately 3.11 acres and an initial zoning to a CM-G District on approximately 326 acres, the subject site is generally located north of Teasley Lane, approximately 300 feet east of Old Alton Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request. BACKGROUND The property owner is proposing a zoning change and an initial zoning to a CM-G District to facilitate the development of a commercial project, intended uses include retail businesses and restaurants. The mix of uses have not yet been determined. The property is currently being used as a retail/office use, Outdoor Living Pool and Patio. Attached as Exhibit 9 for your review is a copy of the applicant's project narrative. A full staff analysis of the zoning change request is provided in Exhibit 2. OPTIONS Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION The Planning and Zoning Commission recommended 6-0 to approve the request. Staff recommends approval of the zoning change and the initial zoning. PRIOR ACTION/REVIEW (Council, Boards, Commissions) March 7, 2018 — Planning and Zoning Commission Public Hearing 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 l. 2. 3. 4. 5. 6. 7. 8. 9. 10 11 12 Economic Development 3.4 Encourage development, redevelopment, recruitment, and retention Agenda Information Sheet Staff Analysis Site Location Map Future Land Use Map Zoning Map Proposed Zoning Map Comparison of Permitted Uses Notification Map and Responses Applicant's Proj ect Narrative Planning and Zoning Commission Minutes Draft Ordinance Staff Presentation Respectfully submitted: Richard Cannone, AICP Interim Planning Director Prepared by: Ron Menguita, AICP Principal Planner Minutes Planning and Zoning Commission March 7, 2018 After determining that a quorum was present, the Planning and Zoning Commission of the City of Denton, Texas convened in a Work Session on March 7, 2018 at 5:00 p.m. in the City Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which time the following items were considered: PRESENT: Chair Jim Strange, Commissioners: Alfredo Sanchez, Larry Beck, Andrew Rozell, Margie Ellis, and Tim Smith. ABSENT: Commissioner Steve Sullivan. STAFF: Athenia Green, Chad Allen, Pritam Deshmukh, Hayley Zagurski, Scott McDonald, Cindy Jackson, Ron Menguita, Richard Cannone, Brad Lahart, and Victor Flores. �C�T�I� SESSIC�N Chair Strange called the Work Session to order at 5:03 p.m. l. �larifica�ic�i1 c�f a��nda i��s lis��d c�i1 �11� a��nda fc�r �1us ��in�. T'1us is an c��c�rtui�i�� fc�r �c��issic�il�rs �c� asl� c�ues�ic�ils c�f s�aff c�i1 �11� �c�ils�n� and I��lar ��nda i��s, w1uc11 �av includ� a full bri�fin� c�i1 an i�� in �11� c�rd�r i� a��ars c�i1 �11� r��lar s�ssic�il a��nda. �nv suc11 bri�fin� will b� r�t��a��d in r��lar s�ssic�il. There were no questions regarding the meeting minutes or Consent Agenda Items. Cindy Jackson, Senior Planner, presented Public Hearing Item SA. Jackson stated staff recommends approval of the request. The Commission discussed the surrounding gas wells, and potential for future development within the area. Commissioner Ellis shared her concerns regarding the proposed zoning district. There was no further discussion. Cindy Jackson, Senior Planner, presented Public Hearing Item SB. Jackson stated staff recommends approval of this request, based on conditions listed in the backup materials. There is not currently a formalized site plan. Jackson stated the applicant held a neighborhood meeting. The Commission discussed the following items: points of ingress and egress to the subject site, on-street parking concerns, traffic concerns, building height requirements, and the private streets within the existing neighborhood. There was no further discussion. Ron Menguita, Principal Planner, presented Public Hearing Item SC. Staff recommends approval of this request. 2. �c�rl� S�ssic�il I��c�r�s: A. T��c�iv� a r��c�r�, 11c�1d a discussic�il, and �rc�vid� s�aff cc��n�s r��ardin� i11� �rc��c�s�d a��nd��n�s �c� i11� �i�� c�f T)�n�c�i1 T)raina �� T7�si�n �ri��ria fi�anual and �11� T'ranst�c�r�a�ic�i1 T)�si�n �ri��ria fi�anual in c�rd�r �c� u�da�� i11� s�andards assc�cia��d wi�11 �11c�s� cri��ria and r�c�iv� infc��na�ic�i1 frc�� s�aff r��ardin� i11� t�rc�c�dur� fc�r suc11 a��nd��n�s. (I'Z17�04�, �ri��ria fi�anuals, �11ad �ll�n� Chad Allen, Deputy City Engineer, and Pritam Deshmukh, Program Engineer, provided a presentation regarding the Criteria Manuals. Allen presented the major changes. There were 53 comments received for the Drainage Design Criteria Manual and 37 comments received for the Transportation Design Criteria Manual, those comments were primarily from the Denton Community Developers Alliance. Deshmukh stated staff forgot to include iSWIM into the backup materials, which will be included in the final document. The Commission discussed fence requirements, fees, and predevelopment meetings. Commissioner Ellis requested that the language "or in close proximity" be looked at into further detail. The Commission discussed the next steps. Chair Strange closed the Work Session at 6:00 p.m. T�E,( �LTL�I� fi�EET'IN( � Chair Strange called the Regular Meeting to order at 6:35 p.m. The Planning and Zoning Commission convened in a Regular Meeting on Wednesday, March 7, 2018 at 6:30 p.m. in the City Council Chambers at City Hall, 215 E. McKinney at which time the following items were considered: I'LET�( �E C�F �LLE( �I�N�E: A. U.S. Flag B. Texas Flag 2. �C�NS�7ET� �I'I'T�C�V�L C�F T'HE, I'L�NNIN(� �NI) ZC�NIN(� �C�fi�fi�ISSIC�N fi�INLTT'ES FC�I�: A. February 21, 2018 Commissioner Tim Smith motioned, Commissioner Margie Ellis seconded to approve the February 21, 2018 meeting minutes. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange 2 "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 3. �C�NSENT' �(�ENI)�: A. �c�ilsid�r a r�c�ues� by Zi��r�r T)�n�c�i1, LL� fc�r a�rc�val c�f a t�r�li�inary �la� c�f �11� I�ubc��a �ddi�ic�i1. T'11� a��rc�xi�a��l� 7.95�acr� si�� is ��n�rallv lc�ca��d c�i1 �11� w�s� sid� c�f i11� I�35 frc�il�a�� rc�ad, a�rc�xi�a��ly 460 f�� nc�rtll c�f Sclluyl�r I�c�ad in �11� �i�y c�f T)�n�c�i1, T)�n�c�i1 �c�un�y, T'�xas. (I'I'17�0023 Kubc��a �ddi�ic�i1, Hayl�y Za��rsl�i�g. Commissioner Margie Ellis motioned, Commissioner Tim Smith seconded to approve the Consent Agenda. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 4. IT'Efi�S FC�T� INT)IVIT)LT�L �C�NSIT)ET�I�T'IC�N: A. �c�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� a��rc�val c�f �11� t�rc��c�s�d a��nd��n�s �c� �11� �i�y c�f T)�n�c�i1 T)raina�� T)�si�n �ri��ria fi�anual and �11� T'rans�c�r�a�ic�i1 T)�si�n �ri��ria fi�anual. (I'Z17�049 �ri��ria fi�anuals, �11ad �llen Chad Allen, Deputy City Engineer, and Pritam Deshmukh, Program Engineer, provided a presentation regarding the Criteria Manuals. Allen presented the major changes. There were 53 comments received for the Drainage Design Criteria Manual and 37 comments received for the Transportation Design Criteria Manual, those comments were primarily from the Denton Community Developers Alliance. Deshmukh stated staff forgot to include iSWIM into the backup materials, which will be included in the final document. Staff recommends approval of this request. Commissioner Margie Ellis motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 5. I'LTF3LI� HE,�I�INC�S: A. Hc�ld a t�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��ndaiic�il �c� �11� �i�y �c�uncil r��ardin� a r�c�ues� bv L�s Sc11ac11ar �c� r�zc�i1� a��rc�xi�a��ly 1.7119 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 2(NT��2� T)is�ric� �c� an E��n� ��n��r �c��rcial (E�� T)is�ric�. T'11� �rc��r�Y is ��n�rally lc�ca��d c�i1 �11� sc�u�11 sid� c�f ��s� LTi�iv�rsi�y T)riv�/LT.S. 3�0 a�rc�xi�a��ly �20 f�� w�s� c�f �11� in��rs�ciic�il c�f ��s� LTi�iv�rsi�y T)riv� and T'hc��as .T. E�an T�c�ad. Z17�0029, Sc11ac11ar T��zc�i�in�, �indX .Tacl�sc�i1 . 3 Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner presented this request. Staff recommends approval of the request. Staff received one response in opposition, which covers 49 percent of the surrounding area, a super majority vote by City Council will be required. The following individuals spoke during the Public Hearing: Victor Eneh, 1222 Golden Hoof Dr, Krum, Texas. Opposed to the request. Eneh shared his concerns regarding the number of neighboring gas well sites surrounding his property, specifically regarding fracking, and the impact this will have on his residential property. Eneh also shared his concerns regarding the potential noise impacts the subject site will have, as well as the precedence this development will set for any future development in the area. The property owner, Dr. Lester Schachar, 105 Choctaw, Lake Kiowa, Texas, stated he would like to develop a medical facility on the subj ect site. The site is only large enough to develop one building. Schachar stated the land is very limited for development due to the number of neighboring gas wells. He does not want to have any impact on the surrounding neighbors. The Commission discussed a less intense zoning district for the subject site. Commissioner Beck and Commissioner Ellis stated the proposed zoning will set precedence for future rezoning and development within the area, which will impact the existing rural property owners. Commissioner Sanchez stated more of these developments will continue to show up along this area due to the nature of this being primary arterial road. Chair Strange agreed. There was no one else to speak, Chair Strange closed the Public Hearing. Commissioner Tim Smith motioned, Commissioner Andrew Rozell seconded to approve this request. Motion approved (5-1). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Tim Smith "aye". Commissioner Margie Ellis "nay". B. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� a r�c�ues� by Eric Sc11�i�z r�t�r�s�n�in� fi�arvin :T�ffri�s �c� r�zc�i1� apt�rc�xi�a��lv �.��7 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 6(NT��6� T)is�ric� �c� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d�LTs� 12 (NT��ILT�12y T)is�ric�. T'h� �rc��rty is �i� Z�ra11y lc�ca��d c�i1 �11� sc�u�llw�s� sid� c�f �c�lc�radc� F3c�ul�vard, at�t�rc�xi�a��l� 315 f�� nc�r�llw�s� c�f San :Tacin�c� F3c�ul�vard. (Z17�0032 �c�lc�radc� T'c�wi�llc�us�s �ind� :Tacl�sc�i1 . Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner, presented this request. Staff recommends approval of the request, based on the following condition: 1. The use of the site is limited to townhomes with a maximum density of ten dwelling units per acre. Eric Schmitz, applicant, 207 W. Hickory Street, Denton, Texas. Schmitz stated he held a neighborhood meeting where approximately 42 individuals were in attendance, there was mixed feedback from the neighbors. He stated many of the neighbors did not want a big disturbance next 4 to their property. Schmitz stated he assured the property owners there will not be a large disturbance with the proposed development. There will a proposed Homeowner's Association to help maintain the property. Schmitz stated they are willing to share the proposed amenities with the neighboring property owners. He stated they would like to develop a turn-lane to help assist with the traffic concerns along Colorado Boulevard. Schmitz stated the neighbors provided 10 comments, of those 10 comments eight have been addressed, the other comments were general comments regarding not wanting any development on the property. The following individuals spoke during the Public Hearing: Jennifer Geer, 1512 Greenspoint Circle, Denton, Texas, opposed to the request. Linda Dudley, 1916 Cavender Circle, Denton, Texas, opposed to the request. Gary Glover, 1501 Greenspoint Circle, Denton, Texas, opposed to the request. Daniel Kettler, 1925 Canyon Court, Denton, Texas, opposed to the request. Jerry Rowan, 2316 Clermont Lane, Denton, Texas, opposed to the request. Derek Geer, 1512 Greenspoint Circle, Denton, Texas, opposed to the request. Martha Henderson, 1917 Piney Creek Boulevard, Denton, Texas, opposed to the request. Lisa Kettler, 1925 Canyon Court, Denton, Texas, opposed to the request. The following individuals did not wish to speak but provided a speaker card: Colette Brandon, 1921 Canyon Court, Denton, Texas, opposed to this request. Nate Brandon, 1921 Canyon Court, Denton, Texas, opposed to this request. The citizens provided feedback regarding the following concerns: erosion control, density, insufficient need of additional amenities in the area, opposed to the emergency access "crash" gate, overfill of land, safety, noise, traffic, and on-street parking, fence height requirements, and concerns regarding the proposed height of the structure. The neighbors stated they would rather see single-family detached constructed. They would also prefer not to see a three-story structure constructed. There was no one else to speak, Chair Strange closed the Public Hearing. The Commission discussed traffic concerns, the proposed "crash gate", the potential need for a second point of access for the subject site, fencing, and building height restrictions. The Commission provided the citizens feedback regarding the steps during the review process, such as what would be reviewed during the zoning or platting processes. Commissioner Andrew Rozell motioned, Commissioner Tim Smith seconded to approve the request, based on staff's condition and additional conditions: 1. The use of the site is limited to townhomes with a maYimum density of ten dwelling units per acres, 2. Limitation to two-story construction on contiguous properties, 3. Installation of an emergency gate on Clermont Lane, and 4. Installation of a minimum fence height of eight (8) feet along adjacent properties. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 5 C. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��a_ rdin� a r�c�ues� bv C�� c�ilsul�an�s, LL� c�i1 b�llalf c�f �11� �rc��r�Y c�wn�ry Hillcr�s� Nc�rt11 I'rc��r�i�s, LL� fc�r a zc�i�in� c11an�� frc�� N�i�]�bc�rllc�c�d T��sid�n�ial 2(NT��2� �c� a�c��ui�i�y fi�ix�d LTs� C��n�ral (�fi��C�� T)is�ric� c�i1 a�t�rc�xi�a��ly 311 acr�s and an ini�ial zc�i�in� �c� a�fi��C� T)is�ric� c�i1 a�rc�xi�a��ly 3.26 acr�s. T'11� subl�c� si�� is ��n�rally lc�ca��d nc�r�11 c�f T'�asl�� Lan�, a�t�rc�xi�a��ly 300 f�� as� c�f C�ld �l�c�i1 I�c�ad, in �11� �i�v c�f T)�n�c�i1, T)�n�c�i1 �c�un�� T'�xas. Z1��0003, Hillcr�s� Nc�rt11, T�c�i1 fi��n�i�a Chair Strange opened the Public Hearing. Ron Menguita, Senior Planner, presented this request. Staff recommends approval of this request. The following individuals spoke during the Public Hearing: Patricia Fant, applicant, G& A Consultants, 111 Hillside Drive, Lewisville, Texas. Supports this request. Fant provided a brief presentation and description of the proposed site and development. The proposed uses would contain commercial uses, retail, restaurant, and offices. Commissioner Beck questioned if the existing property owner would remain on-site. Fant confirmed, the existing building would be demolished and reconstructed for the existing business. There was no one to speak on the item. Chair Strange closed the Public Hearing. Commissioner Tim Smith motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 6. I'L�NNIN(� �NT� ZC�NIN(� �C�fi�fi�ISSIC�N I'T�C�:TE�T' fi��T'T�I�: A. fi�I�T'T� I�: Commissioner Beck referred to Neighborhood Residential-2 zoning districts, Richard Cannone, Interim Planning Director, stated staff currently has that item on the radar. It will come before the Commission in the near future. There was no further discussion. Chair Strange adjourned the Regular Meeting at 8:47 p.m. � S:AI..egal\Our pocuments\Ordinances\1 SV 18-0003 Ordinance.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REC'JARDING A 70NING CHANGE FROM NEIGHBOR�IOOD RESIDENTIAL 2(NR-2) TO A COMMUNITY MIXED USE GENERAL (CM-G) DISTRICT ON APPROXIMATELY 3.11 AGRES AND AN INITIAL ZONING �I'O A CM-G DISTRICT ON APPROXIMATELY 3.26 ACRES, THE StJBJECT SITE IS GENERALLY LOCATED NORT�I OF TEASLEY LANE, APPROXIMATELY 300 FEET EAST OF OLD ALTON ROAD, IN THE CITY OF DENTON, DENTON COUNTY, TEXAS; ADOPTING AN AMENDMENT TO THE CITY'S OFFICIAL ZONING MAP; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS THLREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z18- 0003) WHEREAS, Hillcrest North Properties, LLC has applied for a zoning change from Neighborhoad Rcsidential 2(NR-2} to a�ommunity Miacd Lse General (CM-G) District on approximately 3.11 acres and an initial zoning to a CM-G District on approximately 3.26 acres. The subject site is legally described in Exhibit A and depicted in Exhibit B, attached hereto and incorporated herein by reference (hereinafter, "the Property"); and WHEREAS, on March 7, 2018, the Plaiming and Zoning Coinmission, 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 pr•operty owners interested in this regard, and have recommended approval [6-0] of the zoning change and initial zoning and use classification; aild WHEREAS, on April 3, 2018, the City Council likewise conducted a public hearing as required by law, and finds that the request ineets and complies with all substantive and procedural standards set forth in Section 35.3.4 of the Denton Developnlent Code, and is consistent with the Denton Plan and the Denton Development Code; WHEREAS, the Planning and Zonin� Commission and the City Council of the City of Denton, in considering the application for a zoning change 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 opitiion aild finds that said zoning change and initial zoning is in the public interest and should be grauted as set forth herein; NOW THEREFORE, THE COUNCIL OT THE CITY OF D�NTON HEREBY ORDAINS: SECTION 1. The findings and recitations contained in t11e 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 and zoned to CM-U District. SECTION 3. The City's official zoning lnap is hereby amended to show 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 validit5� of the provisions or applications, and to this end the provisions of this ordinance are sevei•able. SECTION 5. Any person, firin, partnership or corporation violating any provision of this oi•dinanee shall, upon conviction, be deemed guilty of a misdeineaizor and shall be punished by fine in a suin 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 ordiizance 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 coinpliaizce with Sectioi� 2.09(c) of the Dentoil Charter, this ordinanee shall become effective fourteen (14) days fi�om the date of its passage, and the City Secretary is hereby directed to cause the caption of this ordinance to be published twice in the Denton Record- Chronicle, a daily newspaper published in the City of Denton, Texas, within ten (10) days of the date of its passage. PASSED AND APPROVED this the day of , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS. CITY SECR�TARY � APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: � I�� PROPERTY DESCRIPTION APPROXIMATE�Y 6.371 ACRES BEING all of that certain lot, tract or parcel of land situated in the J. Baker Survey, Abstract Number 47, and being ali of Tract 1 and Tract 2, described in deed to Hillcrest North Properties, LLC, recorded in Document Number 2015-46908, Real Property Records, Denton County, Texas, and being all of that certain tract of land, described in deed to Hiilcrest North Properties, L�C, recorded in Document Number 2017-109011, Real Property Records, Denton County, Texas, and being more particularly described as foilows: BEGINNING at the northeast corner of the herein described tract of land, and being the northeast corner of said tract recorded in 2017-109011; THENCE S 00°04'05" E, 455.70 feet with the east line of said tract recorded in 2017-109011, to the southeast corner thereof and being on the north line of FM 2191(Teasley Lane�; THENCE with the north line of said FM 2181, the following: S 89°08'50" W, 454.15 feet with the sauth line of said 7ract recorded 2017-109011, to the southwest corner thereof, and being the southeast corner of said Tract I; N 88°24'S0" W, 99.77 feet with the south line of said Tract I, ta the southwest corner thereof, and being the southeast corner of said Tract 11; Northwesterly with the arc of a curve to the right, having a radius of 1085.92 feet, a central angle of 02°57'19", an arc (ength of 56.01 feet, and whose chord bears N 84°19'14" W, 56.00 feet, to the southwest corner of said Tract 2; TNENCE N 05°14'S0" W, 446.37 feet with the west line of said Tract 2, to the northwest corner thereof; THENCE N 88°51'S0" E, 55.13 feet with the north line of said Tract 2, to the northeast corner thereof; THENCE S 05�14'S0" E, 99.16 feet with the east line of said Tract 2, to the westerly northwest corner of said Tract 1; TNENCE N 88°54'35" E, 75.65feet with a north line of said Tract 1; THENCE N 03°30'30" W, 99.06 feet with a west line of said Tract 1, to the northerly northwest corner thereof; 7HENCE N 88�55'S5" E, 155.62 feet with the north line of said Tract I, to the northeast corner thereof, and being the northwest corner of said tract recorded in 2017-209011; THENCE N 88�52'25" E, 360.27 feet with the north line of said tract recorded in 2017-109011, to the POINT OF BEGINNING and containing approximately 6.371 acres of land. Description complied using deed information and does not constitute an on the ground survey. .■ : : � SITE � Parcels ,. .a Roads ■, H �) o izs zeo sao Feet �:: �__.. _� '"_—\. � CITY OP �� 1 \ Development Services • GIS _ Date: i/2�/2018 ie City of Denton has prepared maps for de artmental use These are not ofticial maps of the City of Denton and shouid not be used for legal, en9ineerinq or surveying purposes but rather for reference purposes. These maps are the propertY � e City o� Dento,n and have been made ava�Pable to the.Public b,ased on the Public Infortnation Act. The Cit� of:Denton makes every otfortto proUuce and publish the most current and accurate intormation possible. No wavanhes, ezpressea i s � 0 z � � a� L V � .� _ M O O O � 00 � N � r 0 N � M .� Q Q � � •° � 4 � 1 #: � 4 1 4 � 1 � 4 1; 1 � � � � 4 1 1; � � 1 1; 4 • 1 � 4 �' � � � � � � 4 4 1; 4 1; 4 w1► 1; 1, � w1► � � • 1, 1 4 1 1; 4 � 1 1 � • 4 1; 1; � � ► �� >,.. �>,.. �>,.. �>,.. /,,,, /,,, /v„ /v,. r � � r; � / y ��✓� ��w Im µ J+ ... Yl F �� ' �� , / ��:. .ix �WV�Po�� .. �a I �MM� I��w � � . ..... ..� .. . . 1 h; � ^ e, �, � i r.e n? �ff; � � r � n w. _ A i. r, � � I tl � . . , e , �P` � a� � m:N �' �' 4, 4 � #: ►, �; • 1 #: 1 #: �: �: �: �: � • • ►, �; � 1 #: • Staff Analysis Z18-0003/Hillcrest North City Council District 4 Apri13, 2018 REQUEST: Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a zoning change from Neighborhood Residential2 (NR-2) to a Community Mixed Use General (CM-G) District on approximately 3.11 acres and an initial zoning to a CM-G District on approximately 3 26 acres, the subj ect site is generally located north of Teasley Lane, approximately 300 feet east of Old Alton Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request. OWNER: Hillcrest North Properties, LLC APPLICANT: G&A Consultants, LLC BACKGROUND: The property owner is proposing a zoning change and an initial zoning to a CM-G District to facilitate the development of a commercial project, intended uses include retail businesses and restaurants. The mix of uses have not yet been determined. The property is currently being used as a retail/office use, Outdoor Living Pool and Patio. Attached as Exhibit 9 for your review is a copy of the applicant's project narrative. SITE DATA: The subject 637 acre property contains four (4) un-platted tracts. The property is currently developed with buildings associated with an existing commercial business (Outdoor Living Pool and Patio) and a residential dwelling unit and accessory structures. This property is located within 1,000 feet of a gas well drilling and production site, which is part of a larger gas well plat (JH Guyer) that contains a total of six (6) gas wellheads. The City's Environmentally Sensitive Areas (ESAs) map shows an ESA Habitat at the northeast corner of the property. However, the majority of the ESA Habitat was removed in 2015. The map also shows an ESA Floodplain Designation AE on the northeast corner of the property. Any future development that encroaches into the ESA Habitat or ESA Floodplain Designation AE would require a field assessment and the potential completion of an Alternative ESA Plan. The subject property has approximately 550 feet of frontage on Teasley Lane. Teasley Lane is classified as a Primary Arterial per the City of Denton Mobility Plan. Primary Arterials provide major traffic movements within the City, typically are the highest traffic volume roadways in the city. Teasley Lane is currently a two-lane roadway. TxDOT has begun work to widen Teasley Lane to a six-lane divided roadway with a 135 feet ROW from the city limits north to Lillian Miller. According to a TxDOT On-System Report prepared by ITS (City of Denton consultant) published in December 2017, the anticipated completion date of the widening project is January 2020. Utility service is available along the front or adjacent to the property. Water service is available from the existing 8-inch water line along Teasley Lane. All internal water lines will be private. During the platting/permitting process, the applicant will be required to provide sewer load calculations. At that time the City will review average daily flow and capacity to determine sewer options. There is an existing 8-inch public sewer main adjacent to the property located on the southeast corner of the property. SURROUNDING ZONING AND LAND USES: Northwest: North: Northeast: Zoning: CM-G District Zoning: CM-G and RD-5 Zoning: RD-5 District Use: JH Guyer High School District Use: Manufactured Housing Use: JH Guyer High School, Development and Gas Well Production and Drillin Site West: East: Zoning: CM-G District : '' 1' ' Zoning: NR-4 District Use: JH Guyer High Use: Manufactured Housing School/iJndevelo ed land Develo ment Southwest: South: Southeast: Zoning: NR-2 and CM-G Zoning IC-E District Zoning: NR-2 District Districts Use: Industrial Uses Use: Single Family Dwelling Use: Industrial Uses/ Units/Gas Well Production Undevelo ed land and Drillin Site COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: The purpose of the CM-G District is intended to provide the necessary shopping, services, recreation, employment and institutional facilities that are required and supported by the surrounding community. This zoning is typically located in areas with easy access, such as along major roadways or the intersection of local roads and arterial streets. Most commercial and institutional use are permitted by right. Multi-family dwelling is permitted with an approved Specific Use Permit or as part of a mixed use development. Refer to the attached list of permitted uses in the CM-G District for further detail. The proposed CM-G District is compatible with the surrounding areas. The property has frontage on Teasley Lane a Primary Arterial and the property is in close proximity to commercial uses, which makes the permitted commercial uses and potential multi-family dwelling use compatible with the area. Industrial uses are located to the south of the property, across Teasley Lane. While some CM-G uses may be considered incompatible with existing and potential uses to the south, they are more compatible than uses currently permitted under NR-2 and RD-5 Districts. Furthermore, any future development that is proposed south of Teasley Lane will be buffered in way of a 135 feet wide primary arterial roadway. COMPREHENSIVE PLAN: Per the Denton Plan 2030, the Future Land Use designation for the subject property is Community Mixed Use. "Community Mixed Use" is intended to promote a mix of uses, of which various commercial uses remain predominant, but where residential, service, and other uses are complimentary. This land use applies to existing and future commercial areas in the city, where redevelopment to mixed-use is desirable. The intent is to encourage a more diverse and attractive mix of uses over time. Future development in Community Mixed Use areas will complement and embrace existing, viable uses, and raise the standard of design to increase their economic viability, accommodate greater connectivity and mobility options, and create a sense of place to serve the local community. In determining the Future Land Use designations for this area, the following factors were considered: 1) Teasley Lane is a Primary Arterial that can handle the traffic demand for a mix of commercial uses; 2) along both sides of Teasley Lane there is potential to develop with mixed use and commercial uses, specifically Community Mixed Use primary and supporting uses such as retail, restaurants, office and residential; and 3) the area is one of the gateways into the City and should be developed with land uses that welcomes both residents and visitors. The proposed CM-G District is consistent with the Future Land Use designation of Community Mixed Use. The permitted uses in the CM-G District include primary uses such as: a. Hotels b. Retail Sales and Services c. Restaurants d. Professional Services and Offices e. Drive Through Facilities £ Quick Vehicle Servicing g. Administrative or Research Facilities h. Elementary, Middle and High Schools i. Multi-family Dwellings with a Specific Use Permit or as part of a Mixed Use Development In addition, the general regulations in the CM-G District allows for higher intensity development regulations compared to the NR-2 and RD-5 Districts. The CM-G District's maximum lot coverage is 80 percent and the District's maximum building height is 65 feet. The goal for the area over time, with guiding policies, zoning, general regulations, and design standards, is a mix of land use types and intensities which would accommodate a wide range of Community Mixed Uses primary and supporting uses. Future development will be sited to avoid conflicts with sensitive land uses, and be compatible with the existing surrounding built environment through appropriate setbacks and buffering. CONSIDERATIONS: Per the Denton Plan 2030, the Future Land Use designation for the subject property is Community Mixed Use. 2. Section 35.3.4 of the Denton Development Code (DDC) states that an application for a rezoning may be approved based on the following conditions: a. The proposed rezoning conforms to the Future Land Use element of the Denton Plan; and b. The proposed rezoning facilitates the adequate provision of transportation, water, sewer, schools, parks, other public requirements, and public convenience. 3. The proposed zoning change and initial zoning request conforms to the Land Use Element. When considering the subject request the staff reviews the overall goals and objectives of the entire Denton Plan 2030. 4. The proposed zoning change and initial zoning request is consistent with Goal LU-2: Grow with Purpose: Achieve re-investment, revitalization, and redevelopment of key growth Centers and Corridors. The proposed redevelopment of the area is consistent with the goal of grow with purpose because Teasley Lane is a key growth corridor, the immediate area is a key gateway center, and the future widening of the corridor will accommodate the growth and traffic capacity that is anticipated. 5. The existing NR-2 and RD-5 Districts are inconsistent with the Future Land Use designation of Community Mixed Use. 6. The proposed CM-G District is consistent with the Future Land Use designation of Community Mixed Use. 7. Primary permitted land uses in the CM-G District include: a. Hotels b. Retail Sales and Services c. Restaurants d. Professional Services and Offices e. Drive Through Facilities £ Quick Vehicle Servicing g. Administrative or Research Facilities h. Elementary, Middle and High Schools i. Multi-family Dwellings with a Specific Use Permit or as part of a Mixed Use Development 8. Teasley Lane is a Primary Arterial and the future widening of the roadway can handle the traffic demand of the primary and supporting uses intended for Community Mixed Uses. 9. Water and wastewater service is available along the front or adjacent to the property. 10. The subj ect 6.37 acre property will be platted to facilitate the development of a commercial project, consistent with the goals and objectives of the Denton Plan 2030. STAFF RECOMMENDATION: Staff recommends approval of the request as it is consistent with the goals and objectives of the Denton Plan 2030. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, 14 notices were sent to property owners within 200 feet of the subj ect property, 13 courtesy notice postcards were sent to physical addresses within 500 feet of the subject property, a notice was published in the Denton Record Chronicle, and a sign was placed on the property. NEIGHBORHOOD MEETING: As of this writing, no neighborhood meeting was held by the applicant. Z18-0003 Site Location SITE J VOD "��M�x � OOeet A 0 125 250 5 � � ��Q � ; � /� — — % �I �� Parcels ETJ , ��, � �� L�r� ,� ' �a� . � �. ,. Roads � NAA 8/1/20 ��'� �� /// II k�w�a�Nau ncrrras��v 4"'d M rwcr� . d:,',Y�II � � Date: V2312018 � of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Z18-0003 Future Land Use Map � A �� 0 385 770 1,540 � SITE « E M,, Feet N„ � � -_ s � � �' — �, _._ , , � � � Parcels , `' � �� L�r� ,, � �a� � �-: � � � Roads °� � � �,,,, II kw��ra�,rNao�odrrra�^��v� ��d M�rwrt:�� w d:i�P�ll� Date: V2312018 e 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of : City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or olied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Z18-0003 Existing Zoning Map N R-2 � � //��;��'� / �^' /��..�i'� A �� 0 125 250 500 Feet Q SITE CM-G NR-4 "�E„M�" �N Q � ; __ � ETJ Iiiill!!!I�IIlj�001IIIIII"0111j'II�i��lllll NRMU � - _- s ��.,; �' _... . Parcels iiii�;!Illllllliii;!Illllllllllii�m��llllu ' ' ... , 1 ^" �+� crrv � Oi Roads ' IGE � RD-5X � �. � �� "�,:,,, •��' ` NR-2 ��t"�..t��`"w'� ,, u��w��uau�noa�e��3�uzo,8c��w�:r�u� The 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. N R-2 Z18-0003 Propsed Zoning Map � � //��;��'� / �^' /��..�i'� A �� 0 125 250 500 Feet Q SITE CM-G NR-4 "�E„M�" �N Q � ; __ � ETJ Iiiill!!!I�IIlj�001IIIIII"0111j'II�i��lllll NRMU � - _- s ��.,; �' _... . Parcels iiii�;!Illllllliii;!Illllllllllii�m��llllu ' ' ... , 1 ^" �+� crrv � Oi Roads ' IGE � RD-5X � �. � �� "�,:,,, •��' ` NR-2 ��t"�..t��`"w'� ,, u��w��uau�noa�e��3�uzo,8c��w�:r�u� The 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Comparison of Permitted Uses y��, ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, . Residential Land Use Categories RD-5 NR-2 CM-G , S.U.P Accessory Dwelling Units P L�1� N , �� Agricultur�e �� P P P Attached Single-fami Dwe ly Ilings N N N Community Homes For the Disabled P P P , �� Dormitory� �� N N N , �� Duplexes�� N N N Dwellings Above Business es N N P Fraternity or Sorority Ho use N N N , �� Grou�p �� Homes SUP N N , �� Livestock�� L(7) L(7) L(7) , �� Live/Work U�� nits P N P Manufactured Housing Developments �� P SUP N Multi-Family Dwellings N N L(6) & L(4) , �� Single-family Dw� g �� ellin s P P N , �� P = Permitted, N = Not permitted, SUP = Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 y��, ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, . Commercial Land Use Categories RD-5 NR-2 CM-G Administrative or Research Facilities SUP N P , �� Auto and RV �� Sales N N P , �� Bar �� N N........ P,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, , �� Bed and Brea�� kfast L(10) N P Broadcasting of Production Studio SUP N P Commercial Parking Lots N N P , �� D��ive-through �� y�� r' Facilit N N P , �� uestrian Fac�� Eq 'lities P SUP N , �� Home��Occupa�� tion P P N , �� Hotels �� N N P , �� Indoor��Recre�� ation N N P , �� Laundry Facil�� 'ties N N P Major Event Entertainmen t N N SUP , �� Motels �� N N P , �� Movie Thea�� ters N N SUP , �� Outdoor Recr�� eation P P P , �� Private Clu�� b N N P Professional Services and O ffices N N P Q ick Vehicle Servicing u' N N P y��, ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, . Restaurant N N P Retail Sales and Service N N P Sale of Products Grown on Site P N N Self-ser ice Storage v' N N �� SUP L(35) Sexually Oriented Busine ss N N N , �� Te m po ra ry �� Uses L(38) L(38) L(38) , �� Vehicle Rep�� air N N P ,;�� P = Permitted, N = Not permitted, SUP = Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 Industrial Land Use Categories RD-5 NR-2 CM-G �� B�a��keries�� N N P Compressor Stations N N N Construction Materials Sa les N N N Craft Alcohol Production N N L(12) Distribution Center/Warehouse, N N N General , Feed Lots SUP N N , �� Food ��Proces�� g �� sin N N N , �� Gas Well�� L(27) L(27) L(27) Heavy Manufacturing N N N Junk Yards and Auto Wrec'�� g kin N N N , �� Kennels�� L(14) L(37) N , �� Light Manufac�� g �� turin N N N Manufacture of Non-odoriferous Food s�� N N N , �� P r i nt i ng/P u b I f �� shing N N P Sanitary Landfills, Commercial N N N Incinerators, Transfer Stations , �� Veterinary CI�� 'nics P L(14) P , �� Wareh�� ouse Retail N N N Wholesale Nurseries P N N , �� Wholesale 5�� ales N N N Wrecker Services and Impound Lots N N N , �� P = Permitted, N = Not permitted, SUP = Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 y��, ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, Institutional Land Use Categories RD-5 NR-2 CM-G Ad u I t o r C h i I d Da �� y Care P SUP P , �� Basic Utilitf�� es P L(25) SUP Business/Trade School N N P y��, ,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, � Cemeteries N N N , �� Churches�� P P P , �� Colleges�� N N P , �� Co m m u n it Se�� y rvice N N P Conference/Convention Ce nters N N P , �� Elderly Hous�� g �� 'n N N N Electric Substations and Switch P L(43) L(43) Stations , �� High Scho�� ol N N P , �� Hospital�� N N N indergarten, Elementary S K' chool P SUP P , �� Medical Cen�� ters N N P , �� Middle Sch�� ool N N P , �� Mortuaries �� N N P , �� P�a��rks and Open��Space�� P P P Semi-public, Halls, Clubs, and Lodges N SUP P , �� WECS (Building-mounte�� d) L(42) SUP SUP WECS (Free-standing Mono pole L(41) SUP SUP Support Structure) ,;,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,,, P = Permitted, N = Not permitted, SUP=Specific Use Permit Required, L(X) = Limited as defined in Section 35.5.8 Limitations The following define the limitations to zoning uses when the zoning matrix identifies 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 one (1) per lot. 3. The maximum gross habitable floor area (GHFA) of the accessory residential structure shall not exceed fifty (50) percent of the GHFA of the primary residence on the lot, and shall not exceed one thousand (1,000) sq. ft. GHFA unless the lot meets the requirements of L(1).5. 4. One (1) 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 fifty (50) percent of the GHFA of the primary residence on the lot, where the lot size is equal to or greater than ten (10) 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 (10) acres. L(2) = For infill lots, the front setback shall be an average of the adjacent lots. L(3) = In part of a subdivision of two (2) acres or more, up to two (2) units may be attached by a common wall if the lots which contain the attached structures do not abut the perimeter lot lines of a subdivision, the individual common wall units are on separate lots designed to be sold individually, and they comply with the Subchapter 13. Additionally, units must have the appearance of a single-family residence from the street. L(4) = Multi-family is permitted only: 1. With a Specific Use Permit; or 2. As part of a Mixed-Use Development; or 3. As part of a 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(5) = Within this district the density of apartments will be calculated as one (1) bedroom equating to one-half (.5) unit. L(6) = Permitted only on second (2 nd ) 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 (1) per each acre over three (3). 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 one (1) off-street parking space, and the owners shall have two (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 (1) ground or wall sign, constructed of a non-plastic material, non-interior illuminated of four (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. 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 two hundred (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 four hundred (400) sq. ft. of gross interior floor space remaining per unit. 7. Traveler's accommodations are limited to no more than eight (8) guest units. L(9) = All restrictions of L(8), but limited to no more than fifteen (15) guest units. L(10) = All restrictions of L(8), but limited to no more than five (5) guest units. L(11) = Limited to sit down only, and no drive up service permitted. Limited to no more than one hundred (100) seats and no more than four thousand (4,000) square feet of restaurant area. L(12) = On-premise consumption or retail sales and shall limit the use to no more than ten thousand (10,000) square feet of gross floor area for production, bottling, packaging, storing, and other manufacturing related activities, and additional square footage shall require a Specific Use Permit. L(13) = Uses are limited to no more than fifty-five thousand (55,000) square feet of gross floor area per lot. L(14) = Uses are limited to no more than ten thousand (10,000) square feet of gross floor area. 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-Public Halls, Clubs and Lodges. L(16) = Uses are limited to no more than one thousand five hundred (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 five thousand (5,000) square feet of gross floor area except adjacent to I-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 within the same structu re. L(20) = Permitted, but outdoor storage of autos prohibited. L(21) = Bakery and bottling areas not to exceed two thousand five hundred (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 twenty- five (25) seats except adjacent to I-35 then the number of seats is limited to fifty (50). L(23) = Light manufacturing of products sold on site permitted, area of manufacture not to exceed five thousand (5,000) square feet. L(24) = Light manufacturing of products sold on site permitted, area of manufacture not to exceed one thousand five hundred (1,500) square feet. L(25) = If proposed use is within two hundred (200) feet of a residential zone, approval is subject to a Specific Use Permit. L(26) = Uses are limited to no more than two thousand five hundred (2,500) square feet of gross floor area per lot. L(27) = Must 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. 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(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 fifteen (15) percent of the floor space of the residential use along any avenue, collector, or arterial street, otherwise 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 twenty-five (25) percent 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 one thousand (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 one hundred fifty thousand (150,000) gross square feet and eight (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) = Self-Service Storage uses must comply with the following provisions: 1. All sides of a self-service storage facility shall be constructed of 100 percent masonry, stone, architectural concrete block with integrated color (split-face CMU), stucco, concrete tilt-wall (colored or stamped). 2. The limitation on exterior materials is exclusive of fenestrations such as doors, windows, glass and entryway treatments. Glass may not account for more than 70 percent of the exterior wall area. 3. No overhead bay doors and/or storage unit doors may be visible from adjacent property or public right-of-way. 4. No outdoor storage permitted. 5. All proposed fencing materials are limited to masonry and wrought iron and shall be constructed in compliance with Section 35.13.9, as amended. 6. Landscape buffers shall be provided in accordance with Section 35.13.8, as amended. L(36) = Permitted when combined with retail sales. L(37) = Five (5)-acre minimum land area required and no more than twenty-five (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 twelve (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 WECS are permitted only with 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 WECS where it is mounted on the building to the highest point of the arc of the blades' elevation. If the WECS does not use blades, then height is measured from the base of the WECS where it is mounted on the building to the highest point of the WECS. 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 following requirements: A. Use of the property is associated with a City Council approved Capital Improvements Plan (CIP) or other City Council approved Master Plan; and B. A public hearing was held at the City Council for the selection of the site to include: i. Written notice of the public hearing was provided to property owners within two hundred (200) feet and physical addresses within five hundred (500) feet of the subject property at least twelve (12) days prior to public hearing; and ii. A sign advertising the public hearing was posted on or adjacent to the property at least twelve (12) days prior to the public hearing. C. A neighborhood meeting was held at least fifteen (15) days prior to the public hearing at City Council for the acquisition of the site. 2. All Electric Substations or Switch Stations shall comply with the following development requirements: 1. The proposed electric substation or switch station shall substantially comply with all of the development and regulatory 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. Z18-0003 Notification Map � � � SITE `"' E�'� ��F Parcels Roads �ra 0 125 250 500 � � Ir�J % , ..- ,: offDento�n and hPsve been msde a daiPable�tonthe publlchbasedron the P�u�blicminPormfathon A�tct Th�e Clty of Dentonl mskeseeveey eff rtTolpeoduceesnd publlsh th�e mostpc�ureent andtaccu ate informatPonr posslbleh No warPantiesthexpressetd or are prowded for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. I I Zoning Change Application Project Narrative Hillcrest North Development The subject property is approximately 6 acres located at 9067 Teasley Lane just west of FM 2499. The retail project is intended to create a combination of restaurant, retail, and office uses. A Zoning Change is being requested by the property owner to change the current zoning to Community Mixed-Use (CM-G). The existing zoning is split Neighborhood Residential (NR-2) on the southern half and Rural Residential (RD-5X) on the northern half. Site History The property is currently being used by the current property owner for his business, Outdoor Living Pool and Patio. There are existing gas wells in the northwest corner of the property which will remain and the owner will continue to allow access to them, as required. Surrounding Property Uses The property is currently zoned NR-2 and RD-5X. Zoning to the north and west of the property is Community Mixed Use (CM-G). Zoning to the east of the property is Neighborhood Residential (NR-4) with a small portion of RD-5X. The property across FM 2181 is currently zoned Industry Center Employment (IC-E). The Future Land Use Plan indicates a designation of CM-G for the property and all the surrounding properties. The property to the south, across FM 2181, has a land designation of Regional Center Commercial Neighborhood (RCC-N). Existing land uses include a school to the north, parking to the east, neighborhood residential to the west and industrial uses to the south, across from 2181. Existing Site Conditions There are gas wells in the northwest portion of the property that will remain and have access through the subject property as required. The Environmentally Sensitive Area map indicates there may be a water habitat in the northeast corner of the property. Adequate public utilities are present and run across the south end of the property to serve the existing buildings. The waterline that fronts a portion the property will need to be extended across the entire frontage. Proposed Site Conditions The property owner proposes a change in Zoning in order to better facilitate the conditions necessary to develop the property for community retail. The location is prime as it sits facing FM 2181 to the south and west. The north end of the tract has lesser visibility and will continue to be used for outdoor storage. The exact configuration of buildings, and mix of uses would be determined based on the needs of each user, but could include drive-thru restaurants and different types of retail which would provide neighborhood services and employment to the surrounding areas. Nuisance Abatement The Guyer campus is located immediately to the North and West of this property and single-family, manufactured home community exists to the east. A retail development would coincide and blend extremely well with these uses as well as create a buffer/transition zone to the industrial to the south and between the neighborhood and the school. Zoning and Land Use Compatibility The land is currently being used for commercial purposes and the future land use designation is Community Mixed Use. These two uses both follow the city's Comprehensive Plan. The current zoning of NR-2 and RD-5X are both residential and they do not coincide the Land Use Map or the Comprehensive Plan for the City. The rezoning of CM-G coincides with the CM-G future land use and with the City's Comprehensive Plan. The rezoning will also blend well with the school and residential uses and act as a appropriate buffer. The proposed development will complement the existing area by providing neighborhood services that are appropriate and conducive along the busy thoroughfare such as FM 2181. The characteristics of this property are conducive for a retail development. The requested change is compatible with the Future Land Use Map and Comprehensive Plan. It will also help attract businesses to this property in order to fulfill the goals and objectives outlined the City's Comprehensive Plan. City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: Z17-0029a, Version: 1 AGENDA CAPTION Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a change in zoning classification from Neighborhood Residential 2(NR-2) district and use classification to an Employment Center Commercial Downtown (EGC) district and use classification on approximately 1.79 acres of land located on the south side of West University Drive/iJ.S. 380 approximately 820 feet west of the intersection of West University and Thomas J. Egan Road, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 5-1 to approve the request. A supermajority vote by Council is required for approval. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� 121City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: AGENDA INFORMATION SHEET Department of Development Services Todd Hileman April 3, 2018 SUBJECT Hold a public hearing and consider adoption of an ordinance of the city of Denton, Texas, regarding a change in the zoning classification from a Neighborhood Residential 2(NR-2) zoning district and use classification to an Employment Center commercial (EGC) zoning district and use classification on approximately 1.769 acres of land generally located the south side of West University Drive/U.S. 380, approximately 820 feet west of the intersection of West University Drive and Thomas J. Egan Road, in the city of Denton, Denton County, Texas; adopting an amendment to the city's official 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. The Planning and Zoning Commission recommends approval5-1. A super majority vote of the Council is required to approve this item. BACKGROUND The applicant is requesting to rezone the subject site from NR-2 zoning district to EGC zoning district. The subject property was zoned Office (0) District prior to the 2002 citywide rezoning. The majority of the land located on the south side of West University from Masch Branch west to the city limits are encumbered by gas well plats with numerous gas wells. The subject site is one of the few sites on the south side of West University this is not part of a gas well plat. OPTIONS l. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table the item RECOMMENDATION The Planning and Zoning Commission recommend APPROVAL of this application as presented with a vote of 5-l. The Development Review Committee recommends approval of this request, as it meets the established requirements. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Planning and Zoning Commission recommended approval of this rezoning request (5-1) on March 7, 2018. During the public hearing there was a discussion regarding the close proximity West University/iJ.S. 380 and gas wells to the site; specifically how both the highway and the gas wells negatively impacted the future use of the subject site for single family residential uses. One nearby resident spoke in opposition during the public hearing. The applicant also addressed the Commission, explaining his previous attempts to market the property and that he is requesting to rezone the site to the EGC district because it is the zoning designation requested by potential buyers. The Commissioners discussed the suitability of the requested EGC district at this location and all but one Commissioner agreed it was appropriate for this site. The Commissioner in opposition to the request felt that the requested EGC zoning district was too intense for the proposed location. 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. Agenda Information Sheet 2. Staff Analysis 3. Site Location Map 4. Existing Zoning Map 5. Future Land Use Map 6. Proposed Zoning Map 7. Comparison of Permitted Uses 8. Gas Well Plats Location Map 9. Notification Response Map 10. Staff Presentation 1 l. Planning and Zoning Commission Meeting Minutes 12. Draft Ordinance Respectfully submitted: Richard Cannone, AICP Interim Planning Director Prepared by: Cindy Jackson, AICP Senior Planner W � 0 N � M .� Q Q � N O O � ti � N e / � i � w;; � � �;; � � � • � + •; � • � �. � • • 1 �� • � �; ' � � �: �: w � 1 � •. • +� • 1 ; � � � !: � • �: ///�i>, ///�i,, ///�i,,. ///�i>,. ///�i,,. � cd � � � — (n � � V N '� cn � cd � � � b�0 � J �o�wN� ,�� a� �� ; a :n �XY �V r: ws: "� �,ry Planning and Zoning Commission Meeting Minutes "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 3. �C�NSENT' �(�ENI)�: A. �c�ilsid�r a r�c�ues� by Zi��r�r T)�n�c�i1, LL� fc�r a�rc�val c�f a t�r�li�inary �la� c�f �11� I�ubc��a �ddi�ic�i1. T'11� a��rc�xi�a��l� 7.95�acr� si�� is ��n�rallv lc�ca��d c�i1 �11� w�s� sid� c�f i11� I�35 frc�il�a�� rc�ad, a�rc�xi�a��ly 460 f�� nc�rtll c�f Sclluyl�r I�c�ad in �11� �i�y c�f T)�n�c�i1, T)�n�c�i1 �c�un�y, T'�xas. (I'I'17�0023 Kubc��a �ddi�ic�i1, Hayl�y Za��rsl�i�g. Commissioner Margie Ellis motioned, Commissioner Tim Smith seconded to approve the Consent Agenda. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 4. IT'Efi�S FC�T� INT)IVIT)LT�L �C�NSIT)ET�I�T'IC�N: A. �c�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� a��rc�val c�f �11� t�rc��c�s�d a��nd��n�s �c� �11� �i�y c�f T)�n�c�i1 T)raina�� T)�si�n �ri��ria fi�anual and �11� T'rans�c�r�a�ic�i1 T)�si�n �ri��ria fi�anual. (I'Z17�049 �ri��ria fi�anuals, �11ad �llen Chad Allen, Deputy City Engineer, and Pritam Deshmukh, Program Engineer, provided a presentation regarding the Criteria Manuals. Allen presented the major changes. There were 53 comments received for the Drainage Design Criteria Manual and 37 comments received for the Transportation Design Criteria Manual, those comments were primarily from the Denton Community Developers Alliance. Deshmukh stated staff forgot to include iSWIM into the backup materials, which will be included in the final document. Staff recommends approval of this request. Commissioner Margie Ellis motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 5. I'LTF3LI� HE,�I�INC�S: A. Hc�ld a t�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��ndaiic�il �c� �11� �i�y �c�uncil r��ardin� a r�c�ues� bv L�s Sc11ac11ar �c� r�zc�i1� a��rc�xi�a��ly 1.7119 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 2(NT��2� T)is�ric� �c� an E��n� ��n��r �c��rcial (E�� T)is�ric�. T'11� �rc��r�Y is ��n�rally lc�ca��d c�i1 �11� sc�u�11 sid� c�f ��s� LTi�iv�rsi�y T)riv�/LT.S. 3�0 a�rc�xi�a��ly �20 f�� w�s� c�f �11� in��rs�ciic�il c�f ��s� LTi�iv�rsi�y T)riv� and T'hc��as .T. E�an T�c�ad. Z17�0029, Sc11ac11ar T��zc�i�in�, �indX .Tacl�sc�i1 . 3 Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner presented this request. Staff recommends approval of the request. Staff received one response in opposition, which covers 49 percent of the surrounding area, a super majority vote by City Council will be required. The following individuals spoke during the Public Hearing: Victor Eneh, 1222 Golden Hoof Dr, Krum, Texas. Opposed to the request. Eneh shared his concerns regarding the number of neighboring gas well sites surrounding his property, specifically regarding fracking, and the impact this will have on his residential property. Eneh also shared his concerns regarding the potential noise impacts the subject site will have, as well as the precedence this development will set for any future development in the area. The property owner, Dr. Lester Schachar, 105 Choctaw, Lake Kiowa, Texas, stated he would like to develop a medical facility on the subj ect site. The site is only large enough to develop one building. Schachar stated the land is very limited for development due to the number of neighboring gas wells. He does not want to have any impact on the surrounding neighbors. The Commission discussed a less intense zoning district for the subject site. Commissioner Beck and Commissioner Ellis stated the proposed zoning will set precedence for future rezoning and development within the area, which will impact the existing rural property owners. Commissioner Sanchez stated more of these developments will continue to show up along this area due to the nature of this being primary arterial road. Chair Strange agreed. There was no one else to speak, Chair Strange closed the Public Hearing. Commissioner Tim Smith motioned, Commissioner Andrew Rozell seconded to approve this request. Motion approved (5-1). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Tim Smith "aye". Commissioner Margie Ellis "nay". B. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� a r�c�ues� by Eric Sc11�i�z r�t�r�s�n�in� fi�arvin :T�ffri�s �c� r�zc�i1� apt�rc�xi�a��lv �.��7 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 6(NT��6� T)is�ric� �c� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d�LTs� 12 (NT��ILT�12y T)is�ric�. T'h� �rc��rty is �i� Z�ra11y lc�ca��d c�i1 �11� sc�u�llw�s� sid� c�f �c�lc�radc� F3c�ul�vard, at�t�rc�xi�a��l� 315 f�� nc�r�llw�s� c�f San :Tacin�c� F3c�ul�vard. (Z17�0032 �c�lc�radc� T'c�wi�llc�us�s �ind� :Tacl�sc�i1 . Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner, presented this request. Staff recommends approval of the request, based on the following condition: 1. The use of the site is limited to townhomes with a maximum density of ten dwelling units per acre. Eric Schmitz, applicant, 207 W. Hickory Street, Denton, Texas. Schmitz stated he held a neighborhood meeting where approximately 42 individuals were in attendance, there was mixed feedback from the neighbors. He stated many of the neighbors did not want a big disturbance next 4 Exhibit 12 S:ALegal\Our pocumcnts\Ordinances\18�Z17-0029 Ordinance.docx ORDINANC� NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REGARDING A CHANGE IN THE ZONING CLASSIFICATION FROM A NEIGHBORHOOD R�SID�NTIAL 2(NR-2) ZONING DISTRICT AND USE CLASSIFICATION TO AN EMPLOYMENI' CENTER COMMERCIAL (EGC) LONING DISTRICT AND US� CLASSIFICA"I'ION ON APPROXIMATELY 1.769 ACRES Or LAND GENERALLY LOCATED ON THE SOUTH SIDE OF WEST UNIVERSITY DRIVE/U.S. 380, APPROXIMATELY 820 FF,ET WEST OF THE INTERSECTION OF WEST UNIVERSITY DRNE AND THOMAS J. EGAN ROAD, IN TH� 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. (Z17-0029) WHEREAS, Dr. Leo Schachar has applied for a zoning change on approximately 1.769 acres of land legally described in Exhibit "A", and shown in Exhibit "B", attached hereto and incorporated herein by reference (hereiizafter, the "Property") from a Neighborhood Residential2 (NR-2) zoning district and use classification to an Employment Center Cotninei•cial (EGC) zoning district and use classification; and WHEREAS, on March 7, 2018, the Planning and Zoning Comrnission, 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 al1 property owners interested in this regard, and have recommended approval 5-1 of the change in zoning district and use classi�'ication; and WHEREAS, on April 3, 2018, the City Council likewise conducted a public hearing as required by law, and finds that the i•equest meets and coinplies with all substantive and procedural standat�ds 5et forth in Section 35.3.4 of the Denton Develo�i�lent 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 applic�tion for a change in the zonin� classification of the property , have detern�ined 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 l. The findings and recitations contained in the preainble of �his ordinance are incorporated hereiil by reference and found to be true. SECTION 2. The zoning district and use classification for the Property is hereby changed from a Neighborhood Residential 2(NR-2) zoning district and use classification to an Employment Center Commercial (EGC) zoning district and use classification. SECTION 3. The City's official zoning map is hereby amended to show the change iY1 the zoning district and use classification. SECTION 4. If any provision of this ordinance or the application ther•eof 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, firrn, pai-tnership or corporation violating any provisioiz 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 sepai•ate 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 ainended, 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 dii-ected 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 , 2018. CHRIS WATTS, MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY IC APPROV�D AS TO LEGAL FORM: AARON LEAL, CI"I'Y ATTORNEY BY: LJ �_�--- Exhibit A Legal llescription STATE OF TEXAS COUNTY OF DENTON BEING all that certain lot, tract, or parcel of land situated in the J. Egan Survey Abstract Number 406 in the City of Deilton, Deilto�l Couilty, Texas, being a part o�that cer�ain tract of land conveyed by deed fi•om Les Schachar, Trustee to Les Schachar recorded in Volume 4240, Page 1972, Real Properiy Records, Denton Coutlty, Texas and being more particularly described as follows: BEGINNING at a capped iroil rod nlarked RPLS 4561 set for corner in the south line of Ut�ited States Highway Number 380, a public roadway ng a variable width right-of-way and in the east line of the M.E.P. and P.R.R. Company Survey Abstract Nutnber 1470, said point bei�lg the most northerly northeast corner of the remnant of that certain tract of land conveyed by deed from Henry W. Beckman to Gerald L. Mitchell and Nedr•a C. Mitchell recorded under Clerk's File Number 94-R0042456, Real Propet-ty Reeords, Denton County, Texas; THF,NCE S 86° 37' 22" E, 159.03 feet with said souih line of said U.S. Highway to a right-of- way disc fowld for cornei; THENCE S 83° 15' l0" E, 619.80 feet with said south line of said U.S. Highway to a capped iroll i-od i��arked RPLS 4561 set for corner; THENCE S 84° 16' 31" E, 456.00 feet with said south line of said U.S. Highway to a capped iron rod mai•ked RPLS 4561 set for corl�er in the north line of the E.. Orr SL2rvey Abstract Number 983 and in t11e north line of said Mitchell remnant tract; THENCE N 89° 45' S6" W, 1226.21 feet with said north line of said Orr Survey and with said north line of said Mitchell remnant tract to a fetice corner for corner in said east line of said M.E.�'. and P.R.R. Compai�y Survey; THENCE N 00° 50' 08" W, 122.67 feet with said east line of said M.E.P. aizd P.R.R. 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Egan Road, in the city of Denton, Denton County, Texas; adopting an amendment to the city's official 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. The Planning and Zoning Commission recommends approval 5-l. A super majority vote of the Council is required to approve this item. (Z17-0029, Schachar Rezoning, Cindy Jackson). OWNER/APPLICANT: Les Scharchar BACKGROUND: The applicant is requesting to rezone the subject site from NR-2 zoning district to EGC zoning district. The subject property was zoned Office (0) District prior to the 2002 citywide rezoning. SITE DATA: The subject property is undeveloped and has not been platted. The site has approximately 1,234.83 feet of frontage along West University Drive/U.S. 380. West University is designated as a six lane, divided, primary arterial on the Mobility Plan. The majority of the land located on the south side of West University from Masch Branch west to the city limits are encumbered by gas well plats with numerous gas wells. The subject site is one of the few sites on the south side of West University this is not part of a gas well plat, however the use of the site is restricted due to the location of gas well pad sites in close proximity. There are approximately eight gas well pad sites around the subject site. The closest pad site, containing six wellheads, is located approximately 250 feet or less from the southern property line of the subject site. A complete list of permitted uses in the current and proposed zoning district is provided in the Comparison of Permitted Uses table. SURROUNDING ZONING AND LAND USES: Northwest: North: Northeast: Zoning: NR-2 Zoning: NR-2 Zoning: NR-2 Use: University Drive and Use: University Drive and Use: University Drive and Agricultural Use Agricultural Use Agricultural Use West: : ' ' 1 ' ' East: Zoning: NR-2 • • ' Zoning: NR-2 Use: Gas Wells �--•�-� Use: Encumbered by a Gas Well Plat Southwest: South: Southeast: Zoning: NR-2 Zoning: NR-2 Zoning: NR-2 Use: Encumbered by a Gas Use: Encumbered by a Gas Well Plat Well Plat Use: Encumbered by a Gas Well Plat and a Gas Well pad site COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: The EGC zoning district will permit the subject property to be developed with various office and commercial uses and gas well pad sites. The site is currently zoned NR-2, however, the entire surrounding area to the west, south, and east is platted with gas well plats, and gas wells located to the south and west (Exhibit 8). Some gas well sites are located less than 250 feet from the southern boundary of the subject site. Another concern is the atypical shape of the site, which does not lend itself to residential use along a highway. The site is not deep enough to permit a larger setback to help buffer a house from the highway. Given the close proximity of the gas wells, as well as being located along a U.S. highway, and the shape of the lot, the development of residential uses on the subject site is highly unlikely. The purpose of the EGC district to provide locations for a variety of workplaces and complimentary commercial uses. Residential uses are not permitted within the EGC district. Refer to the attached list of permitted uses for further detail. COMPREHENSIVE PLAN: Per the Future Land Use Map in Denton Plan 2030, the subject property is designated as "Rural Areas ". This designation is primarily intended to promote rural uses such as farms and ranches, along with rural (very low density) residential and rural commercial uses. This land use may allow lots as small as one acre under the gross density provision to allow for conservation development which clusters smaller lots while permanently protecting scenic rural open space. Larger single family residential lots may be permitted on the periphery of the city that complement a more suburban type of development. The existing NR-2 zoning district is not compatible with the Rural Areas Future Land Use designation due to minimum lot size and density requirements. The requested EGC zoning district is not compatible with the existing Future Land Use designation, and fits within the Business Innovation Future Land Use designation primarily due to the size of the lot, the proximity to gas wells and frontage along a six-lane, divided, primary arterial thoroughfare. CONSIDERATIONS: l. The request to rezone the subject site from NR-2 District to EGC District is to facilitate the development of commercial uses such as Professional Offices. 2. Section 35.3.4 of the Denton Development Code (DDC) states that an application for a rezoning may be approved based on the following criteria: a) The proposed rezoning conforms to the Future Land Use element of the Denton Plan 2030 and b) The proposed rezoning facilitates the adequate provision of transportation, water, sewer, schools, parks, other public requirements, and public convenience. The requested EGC zoning district does not conform to the Future Land Use Plan for this area, which designates the site for Rural Areas. Preferred land uses in those areas designated as Rural Areas include agricultural uses such as farms and ranches, with very low density housing. When a rezoning request does not conform to the Future Land Use Designation for the site, the DDC provides additional criteria for evaluation of the request in Section 353.38(3). The following criteria are intended to balance the interest in promoting the public health safety, morals, or general welfare against the right to the use of the property: 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. The subject property is in close proximity to several gas well sites and abuts gas well plats to the south, east and west. Given the size of the subject site (1.7119 acres), combined with the atypical shape of the site, the frontage along University Drive, a six lane, divided primary arterial, the proximity of the gas well pad sites, and the limitation of driveway access which is controlled by TxDOT, it is unlikely that the site will be developed with single family home sites. b. The population density in order to facilitate the adequate provision of transportation, water, sewer, schools, parks, public convenience, and other public requirements. The proposed rezoning request is for a non-residential zoning district and will not affect population density in the area. University Drive/ U.S. 380 was recently widened by TxDOT, and should be able to accommodate any additional traffic generated by this site. Specific requirements for improvements will be determined during the platting of the property. c. The cost to the City and other governmental entities in providing, improving, increasing or maintaining public utilities, schools, streets and other public safety measures. Future development of the site will be required to comply with all of the City's transportation, drainage, and infrastructure requirements. Impact fees for water, wastewater, and roadways would be assessed with building permits. d. The possible impact on the environment, including but not limited to, drainage, soil erosion and sedimentation, fZooding, air quality and water quantity. There is a small area of floodplain with associated Environmentally Sensitive Areas (ESA) identified on the western side of the property. Both a drainage analysis of the site and ESA assessment will be conducted during the platting and civil engineering process to ensure no negative impacts. e. 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. As previously mentioned, the subject property is in close proximity to several gas well sites and abuts gas well plats to the south, east and west. Given the location of the site along University Drive, shape of the lot, and the proximity of the gas well sites, it is unlikely that the site will be developed with single family homes. f. 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. Per the Denton Plan 2030 and the Future Land Use Map, the most appropriate zoning designations for this site are either of the Rural Districts, NR-1, and NR-2. The proposed rezoning would introduce commercial uses in the area, however, given that the site is located along University Drive, a six-lane, divided, primary arterial, commercial uses are more appropriate in this location than are residential uses. STAFF RECOMMENDATION: While the rezoning request does not conform with the Future Land Use Map, the request does conform with the criteria in Section 353.38(3). As such, staff recommends approval of this rezoning request. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, two notices were sent to property owners within 200 feet of the subject property, 2 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. As of this writing, staff has received one response in opposition to the request from property owners within 200 feet of the subject site. Due to the size of the landholdings in the area, this one response comprises 49% of the area located within the 200-foot notification area. As such, a super-majority vote of the City Council is required to approve this request. Given that small number of property owners located within 500 feet of the subject site, staff advised the applicant to send a letter out to the two affected property owners describing the request for rezoning and advising them to contact him if they had questions in lieu of holding a neighborhood meeting. As of this writing, the applicant has received one response from the affected property owners in opposition to this request. Z17-0029 Site Location �� r � � ��tRS11'Y d `' ��il'"/�l%/�. , i�4��,,, ,.� JOP�J� Il, `�9% 1 �;,� ,i/I �t ;u„�;, n SITE J CjOD R ErM^"� Feet N g /j"� ��' � Q ,� ; F s " � �„� . _— � _ _, y, `„ " ` � Parcels ETJ , "�, � �� L,r� , , ' �a� ,..... - � � � . ...._ NAA 8/1 /20 i �� , �� , ��u a� , R�adS � ' ��N��oaee��v�eizon�� "'ll� � of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. � SITE Parcels Roads ETJ ►f�� EC-C Z17-0029 Existing Zoning Map � �0 0 0 � � 0 � N R-2 �ra ETJ 0 125 250 500 Feet offDento�n and hPsve been msde a daiPable�tonthe publlchbasedron the P�u�blicminPormfathon A�tct Th�e Clty of Dentonl mskeseeveey eff rtTolpeoduceesnd publlsh th�e mostpc�ureent andtaccu ate informatPonr posslbleh No warPantiesthexpressetd or are prowded for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. I I Z17-0029 Future Land Use Q SITE Future Land Use Parcels ,,,,,,,,,,,, Rural Areas Roads ' Business Innovation Industrial Commerce Map �ra 0 255 510 1,020 � � Ir'� % , offDento�n and hPsve been msde a daiPable�tonthe publlchbasedron the P�u�blicminPormfathon A�tct Th�e Clty of Dentonl mskeseeveey eff rtTolpeoduceesnd publlsh th�e mostpc�ureent andtaccu ate informatPonr posslbleh No warPantiesthexpressetd or are prowded for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. I I � SITE Parcels Roads ETJ N R-2 EC-C Z17-0029 Proposed Zoning Map � �0 0 0 � � 0 � N R-2 �ra ETJ 0 125 250 500 Feet offDento�n and hPsve been msde a daiPable�tonthe publlchbasedron the P�u�blicminPormfathon A�tct Th�e Clty of Dentonl mskeseeveey eff rtTolpeoduceesnd publlsh th�e mostpc�ureent andtaccu ate informatPonr posslbleh No warPantiesthexpressetd or are prowded for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. I I Comparison of Uses Comparison of Uses Gas Wells NR-2 � EC-C Comparison of Uses L(1) —Subject to the following criteria: 1. The proposal must conform with the overall maximum lot coverage and setbacks requirements of the underlying zone. 2. The maximum number of accessory dwelling units shall not exceed one per lot. 3. The maximum gross habitable floor area (GHFA) of the accessory residential structure shall not exceed 50% of the GHFA of the primary residence on the lot, and shall not exceed 1,000 square feet 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 the DDC. 5. The maximum 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 10 acres in size. An SUP is not required for such an accessory residential structure where the lot size is equal to or greater than 10 acres. 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 10,000 square feet of gross floor area. L(25) — If proposed use is within 200 feet of a residential zone, approval is subject to an SUP. 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: Comparison of Uses 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 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 (ISWM) Manual, as published by the North Central Texas Council of Governments, or similar practices consistent with low impact development (LID) approaches. L(34) = Permitted with no more than one hundred fifty thousand (150,000) gross square feet and eight (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(37)— Five acre minimum land area required and no more than 25 kennels per acre allowed, included indoor and outdoor runs. A natural buffer still is required adjacent to any residential use. L(38) — Must meet the requirements of Section 35.12.9. SITE ��j Gas Well Plat Z17-0029 Gas Well Plats Location ��utRS17'Y �� , ��, � ,+ �� ; , �„ � t � � � � � i ''�� t �/� ��:r°, Parcels Roads Map �ra 0 125 250 500 Feet % % ,. r� 1 % , offDento�n and hPsve been msde a daiPable�tonthe publlchbasedron the P�u�blicminPormfathon A�tct Th�e Clty of Dentonl mskeseeveey eff rtTolpeoduceesnd publlsh th�e mostpc�ureent andtaccu ate informatPonr posslbleh No warPantiesthexpressetd or are prowded for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. I I Z17-0029 Notification Response Map � �0 0 0 � � 0 �� , ��.... �� .�.� iii�� .�.� �� w�� iiw�� pp�JGU ;_ '� ,� . 0 125 250 500eet € � �; . . .___ �- __._....,.I � ; �� Parcels In Favor � '� �� . � � �� `�a�Y I ......... ........ �r'�. ��A �',,, pX f . ,� . .�. . .. t R�C�dS �'�L.tih�� , Ilkw��ra�,rNao�odrrra.��v��dMrwc��wd:i�kll� Defe_2/28/2018 �e 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of = City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or plied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. _ i i C1TY � � � a�u- � � � Response Form Project Number Z17-0029 Schachar Rezoning Development Services 215 W. Hickory St., Denton, TX 76201 •(940) 349-8541 Iu order for your opiniou to be counted, please complete and mail tl�is form to: City of Denton Development Services Attn: Cindy Jackson, Project Manager 215 W. Hickoiy St. Denton, TX 76201 You may also email oi• fax a copy to cindy.jackson@cityofdenton.com or (940) 349-7707. ��. ...M r�w�� ww�ww a�w� � u� .� wrrwp w�r � �..� �..iw ww� �ww�n �... .r�r a� r�r ��. Project Number Z17-0029 Please circle one: ❑ In favor of request �Opposed to request Comments: � � �� _ �� ......._ � �� ' �^ �" ,�� ,�",�� w��"�� . __._��" ��_� � ... �� _� ' �" �.��...'�� '��'� � �� .�� ...W...�.�'�-�� . �� , � � � �., . �. _. _ .� � � _...�.....�. � ,�. �`�"" �' ` m� �"�.��M��- � � � �� .: ��...�� ,° . N� �/�� D� _....... _. _.. � U�Gb �'� ��D/i'1 �'1 ��P� l,�'L� y . Sigaaature: Printed Name: �°�� Street Address ...��—�.....,1��,��;�'' � �r.� ....... ........ .... .. � ___�.,.. ...�.�.. ...... �m.,�...m City, State and Zip Code: ��i��'"�� "'� � ��,,�,„� / jS Phone Number: �,�� " � �r "�" � � . � w .� • . � �� '�. � � �� Ema�l Address• ......� ..........�_ °��:....... � ��:�_� ��.� ___.,...,, ............. . . � � � ..-� . . Physical Address of Property within 200 Feet: � �„�,,� '�✓ �" mm "��" �°''� �"�, �;� . ---��, �,' � ... ��.�.�..�...... ... `��,�,��'a,�"'� � ��.........�� "�� "�� ..�'��"�'-��—,�� `�'�"�"� ��'� _�� _�� `� L �}r�� C1�N' _ o � ��7"�' �v'r d � %�D�� ADA/EOE/ADEA www.cityofdenton.com TDD (800) 735-2989 City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: Z17-0032a, Version: AGENDA CAPTION Hold a public hearing and consider adoption of an ordinance of the City of Denton, Texas, regarding a change in zoning classification from Neighborhood Residential 6(NR-6) district and use classification to a Neighborhood Residential 12 (NRMU-12) district and use classification with an overlay on approximately 8.887 acres of land generally located on the southwest side of Colorado Boulevard, approx. 315 feet northwest of San Jacinto Boulevard, in the City of Denton, Denton County, Texas; adopting an amendment to the City's official 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. The Planning and Zoning Commission recommended 6-0 to approve the request with conditions. City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Hall �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: SUBJECT AGENDA INFORMATION SHEET Department of Development Services Todd Hileman April 3, 2018 Hold a public hearing and consider an ordinance of the city of Denton, Texas, regarding a change in the zoning classification from a Neighborhood Residential6 (NR-6) zoning district and use classification to a Neighborhood Residential Mixed Use 12 (NRMU-12) zoning district and use classification with an overlay on approximately 8.887 acres of land generally located on the southwest side of Colorado Boulevard, approx. 315 feet northwest of San Jacinto Boulevard in the city of Denton, Denton County, Texas; adopting an amendment to the city's official 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. The Planning and Zoning Commission recommend approval of this request 6-0 with conditions. BACKGROUND The applicant is requesting to rezone the site to NRMU-12 to facilitate the development of a single family attached townhouse community on the property. OPTIONS l. Approve subject to the Mixed Use Protection Overlay with conditions 2. Approve without the Mixed Use Protection Overlay with conditions 3. Deny 4. Postpone consideration 5. Table item RECOMMENDATION The Planning and Zoning Commission recommends approval of this request provided the Mixed Use Protection Overlay be applied to the site with the following conditions: 1. There shall be no uses permitted other than single family attached dwelling units, including townhouses, or single family detached dwelling units. 2. The overall density shall not exceed ten dwelling units per acre. And included the three (3) additional conditions: 3. Buildings which are contiguous to the residential neighborhoods shall have a maximum height of two stories. 4. An emergency access gate shall be placed across Clermont Lane between the subject site and the Villas of Piney Creek subdivision. 5. Installation of an eight foot tall fence along adjacent properties. PRIOR ACTION/REVIEW (Council, Boards, Commissions) The Planning and Zoning Commission held a public hearing for this request on March 7, 2018. During the public hearing, eight residents spoke in opposition to the request. The concerns expressed by the speakers included: a) Cut-through traffic along Clermont Lane which is a private street; b) Privacy due to the proposed height of the buildings; c) Noise d) Safety e) The possibility that the attached townhomes could become apartments; � Preference for single family detached homes in lieu of the proposed single family attached townhouses. The Commission responded to the concerns expressed by the residents by adding the three (3) additional conditions to the Mixed Use Protection Overlay. 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. Agenda Information Sheet 2. Staff Analysis 3 4 5 6 7 9. 10 11 Site Location Map Zoning Map Future Land Use Map Proposed Zoning Map Comparison of Permitted Uses Notification Responses Map Staff Presentation Planning and Zoning Commission Meeting Minutes Draft Ordinance Respectfully submitted: Richard Cannone, AICP Interim Planning Director Prepared by: Cindy Jackson, AICP Senior Planner Exhibit 10, Planning and Zoning Commission Meeting Minutes Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner presented this request. Staff recommends approval of the request. Staff received one response in opposition, which covers 49 percent of the surrounding area, a super majority vote by City Council will be required. The following individuals spoke during the Public Hearing: Victor Eneh, 1222 Golden Hoof Dr, Krum, Texas. Opposed to the request. Eneh shared his concerns regarding the number of neighboring gas well sites surrounding his property, specifically regarding fracking, and the impact this will have on his residential property. Eneh also shared his concerns regarding the potential noise impacts the subject site will have, as well as the precedence this development will set for any future development in the area. The property owner, Dr. Lester Schachar, 105 Choctaw, Lake Kiowa, Texas, stated he would like to develop a medical facility on the subj ect site. The site is only large enough to develop one building. Schachar stated the land is very limited for development due to the number of neighboring gas wells. He does not want to have any impact on the surrounding neighbors. The Commission discussed a less intense zoning district for the subject site. Commissioner Beck and Commissioner Ellis stated the proposed zoning will set precedence for future rezoning and development within the area, which will impact the existing rural property owners. Commissioner Sanchez stated more of these developments will continue to show up along this area due to the nature of this being primary arterial road. Chair Strange agreed. There was no one else to speak, Chair Strange closed the Public Hearing. Commissioner Tim Smith motioned, Commissioner Andrew Rozell seconded to approve this request. Motion approved (5-1). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Tim Smith "aye". Commissioner Margie Ellis "nay". B. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� a r�c�ues� by Eric Sc11�i�z r�t�r�s�n�in� fi�arvin :T�ffri�s �c� r�zc�i1� apt�rc�xi�a��lv �.��7 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 6(NT��6� T)is�ric� �c� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d�LTs� 12 (NT��ILT�12y T)is�ric�. T'h� �rc��rty is �i� Z�ra11y lc�ca��d c�i1 �11� sc�u�llw�s� sid� c�f �c�lc�radc� F3c�ul�vard, at�t�rc�xi�a��l� 315 f�� nc�r�llw�s� c�f San :Tacin�c� F3c�ul�vard. (Z17�0032 �c�lc�radc� T'c�wi�llc�us�s �ind� :Tacl�sc�i1 . Chair Strange opened the Public Hearing. Cindy Jackson, Senior Planner, presented this request. Staff recommends approval of the request, based on the following condition: 1. The use of the site is limited to townhomes with a maximum density of ten dwelling units per acre. Eric Schmitz, applicant, 207 W. Hickory Street, Denton, Texas. Schmitz stated he held a neighborhood meeting where approximately 42 individuals were in attendance, there was mixed feedback from the neighbors. He stated many of the neighbors did not want a big disturbance next 4 to their property. Schmitz stated he assured the property owners there will not be a large disturbance with the proposed development. There will a proposed Homeowner's Association to help maintain the property. Schmitz stated they are willing to share the proposed amenities with the neighboring property owners. He stated they would like to develop a turn-lane to help assist with the traffic concerns along Colorado Boulevard. Schmitz stated the neighbors provided 10 comments, of those 10 comments eight have been addressed, the other comments were general comments regarding not wanting any development on the property. The following individuals spoke during the Public Hearing: Jennifer Geer, 1512 Greenspoint Circle, Denton, Texas, opposed to the request. Linda Dudley, 1916 Cavender Circle, Denton, Texas, opposed to the request. Gary Glover, 1501 Greenspoint Circle, Denton, Texas, opposed to the request. Daniel Kettler, 1925 Canyon Court, Denton, Texas, opposed to the request. Jerry Rowan, 2316 Clermont Lane, Denton, Texas, opposed to the request. Derek Geer, 1512 Greenspoint Circle, Denton, Texas, opposed to the request. Martha Henderson, 1917 Piney Creek Boulevard, Denton, Texas, opposed to the request. Lisa Kettler, 1925 Canyon Court, Denton, Texas, opposed to the request. The following individuals did not wish to speak but provided a speaker card: Colette Brandon, 1921 Canyon Court, Denton, Texas, opposed to this request. Nate Brandon, 1921 Canyon Court, Denton, Texas, opposed to this request. The citizens provided feedback regarding the following concerns: erosion control, density, insufficient need of additional amenities in the area, opposed to the emergency access "crash" gate, overfill of land, safety, noise, traffic, and on-street parking, fence height requirements, and concerns regarding the proposed height of the structure. The neighbors stated they would rather see single-family detached constructed. They would also prefer not to see a three-story structure constructed. There was no one else to speak, Chair Strange closed the Public Hearing. The Commission discussed traffic concerns, the proposed "crash gate", the potential need for a second point of access for the subject site, fencing, and building height restrictions. The Commission provided the citizens feedback regarding the steps during the review process, such as what would be reviewed during the zoning or platting processes. Commissioner Andrew Rozell motioned, Commissioner Tim Smith seconded to approve the request, based on staff's condition and additional conditions: 1. The use of the site is limited to townhomes with a maYimum density of ten dwelling units per acres, 2. Limitation to two-story construction on contiguous properties, 3. Installation of an emergency gate on Clermont Lane, and 4. Installation of a minimum fence height of eight (8) feet along adjacent properties. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 5 Exhibit 11 S:ALegal\Our poeuments\Ordina��cesU8�Z17-0032 ordinance.docx ORDINANCE NO. AN ORDINANCE OF THE CITY OF DENTON, TEXAS, REGARDING A CHANGE IN THE LONING CLASSIFICATION FROM A NEIGHBORHOOD RESIDENTIAL 6(NR-6) ZONING DISTRICT AND USE CLASSIFICATION TO A NEIGHBORHOOD RESIDENTIAL MIXED USE 12 (NRMU-12) 70NING DISTRICT AND USE CLASSIFICATION WITH AN OVERLAY ON APPROXIMATELY 8.887 ACRES OF LAND GEN�RALLY LOCATED ON THE SOUTHWEST SIDE OF COLORADO BOULEVARD, APPROX. 315 FEET NORTHWEST OF SAN JACINTO BOULEVARD IN THE CITY OF DENTON, DENTON COUNTY, T�XAS; ADOPTING AN AMENDMENT TO "THE CITY' S OFFICIAL ZONING MAP; PROVIDING FOR A PENALTY IN THE MAXIMUM AMOUNT OF $2,000.00 FOR VIOLATIONS TIIEREOF; PROVIDING A SEVERABILITY CLAUSE AND AN EFFECTIVE DATE. (Z17-0032) WHEREAS, Eric Schmitz on behaliof Marvin Jeffries, has applied for a zoning change on approximately 8.887 of land legally described as Lot 56, Block A, the Oaks of Township 2, and described in Exhibit "A" and depicted in Exhibit B, attached hereto and incorporated herein by reference (hereinafter, the "Property") from a Neighborhood Residential 6(NR-6) zoning district and use classification to a Neighborhood Residentiai Mixed-Use 12 (NRMU-12) zoning district and use classification; and WHEREAS, on March 7, 2018, 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 6-0 of the change in zoning district and use classification; and WHEREAS, on April 3, 2018, 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 Cominission 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 THEREPORE, 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 ti•ue. SECTION 2. The zoning district and use classification for fhe Property is hereby changed from a Neighborhood Residential 6(NR-6) zoning district to a Neighborhood Residential Mixed- Use 12 (NRMU-12) zoning district with the following overlay conditions: 1. A height limitation of two stories on those townhomes contingent to the existing residential neighborhoods; 2. The provision of an EMS access gate on Clermont Lane to be located between the existing and proposed neighborhoods. Access to the gate is limited to Police and Fire Department employees during an emergency. 3. The provision of an eight foot tall masonry wall between the existing neighborhoods and the subject site. 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 e�ceeding $2,000.00 for each offense. Each day that a provision of this ordinance is violated shall constitute a separate and distinet 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 cotnrnitted and the foriner 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 foui•teen (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 , 2018. CHRIS WATTS, MAYOR az,�resz,: JENNIFER WALTERS, CITY SECRETARY C' APPROVED AS TO LEGAL FORM: AARON LEAL, CITY ATTORNEY BY: � �� Exhibit A _ _ . LEGAL DESCRIPTION . _ _ 8.887 ACRES Being all that certain lot, tract or parcel of land situated in the Mary L. Austin Survey, Abstract Number 4 and the Robert H. Hopkins Survey, Abstract Number 1694, City of Denton, Denton County, Texas, and being part of Lot 56, elock A, The Oaks of Township II, an addition to the City of Denton, Denton County, Texas, according to the plat thereof recorded in Cabinet E, Page 13 of the Plat Records of Denton County, Texas, and being more particularly described as follows: BEGINNING at a 1/2" rebar found at the most northerly corner of said Lot 56, being the most westerly corner of Lot 55, Block A of said addition, and being on the southwesterly right-of-way line of Colorado Boulevard as evidenced by said plat (called 70' right-of-way); THENCE S 62°32'20"E, 111.90 feet with the southwesterly line of Colorado Boulevard and the northeasterly line of said lot 56 to 1/2" capped rebar set (G&A); THENCE continuing with the southwesterly line of Colorado Boulevard and the northeasterly line of said Lot 56 with the arc of a curve to the right having a radius of 1222.79 feet, a central angle of 22°33'05" and an arc length of 481.29 feet {called 479.23 feet plafi) whose chord bears S 51d06'S8"E, 478.18 feet to a 1/2" rebar found; THENCE S 39d57'45" E, 160.09 feet continuing with the southwesterly line of Colorado Boulevard and the northeasterly line of said �ot 56 to an angle point, from which a"+" found in a concrete sidewalk bears N 12°25'40" W, 0.94 feet; THENCE S 28°39'25" E, 153.06 feet continuing with the southwesterly line of Colorado Boulevard and the northeasterly line of said Lot 56 to a"+" found in the edge of a concrete sidewalk at the most easterly corner of said Lot 56; THENCE S 50°00'35"W, 365.86 feet with the southeasterly line of said Lot 56, passing the mvst westerly corner of a called 0.69 acre dedication as shown on the Final Plat of Lot 1, Block 1, Denton South Addition, an addition to the City of Denton according to the plat thereof recorded in Cabinet B, Page 371 of the Plat Records of Denton County, Texas, continuing with the northwesterly line of said Denton South Addition to a 1/2" capped rebar set (G&Aj; THENCE continuing with the southeasterly line of said Lot 56 and the northwesterly line of said Denton South Addition with the arc of a curve to the right having a radius of 660.00 feet, a central angle of 12°47'39" and an arc length of 147.38 feet whose chord bears 5 56°34'S6" W, 147.07 feet to a 1/2" capped rebar found (Alliance) on the northwesterly line of that certain called 2.10 acre tract of land described in deed to Peach Tree Group Incorporated recorded in Document Number 2016-35105 of the Rea) Property Records of Denton County, Texas; THENCE S 62°56'00" W, 213.94 feet continuing with the southeasterly line of said Lot 56 and the northwesterly line of said 2.10 acre tract to 1/2" capped rebar set (G&Aj at the most easterly corner of Villas of Piney Creek Phase I, an addition to the City of Denton according to #he plat thereof recorded in Cabinet M, Page 304 of the Plat records of Denton County, Texas, and being the most easterly corner of Clermont Lane as shown on said plat; THENCE N 27°04'20" W, with the northeasterly line of said Villas of Piney Creek Phase I, passing at 0.75 feet a 3/8" rebar found, passing at 227.1 feet a 1/2" capped rebar found (Alliance) at the north corner of Lot 24 and the east corner of Lot 23, Block B of said Villas of Piney Creek Phase I, continuing a total distance of 300.47 feet to a 1J2" capped rebar set (G&Aj at the most northerly corner of said Lot 23, Block B, being on the southeasterly line of Lot 32, Block A, The Oaks of Township II and the northwesterly line of said Lot 56; THENCE with the northwesterly line of said lot 56 the following: N 62°41'00" E, 213.83 feet with the southeasterly line of Lots 32 and 33, Block A of said Villas of Piney Creek Phase I, ta a 1/2" capped rebar found (Alliance) at an angle point; N 27°35'S0" E, 180.63 feet with the southeasterly line of Lots 33 and 34, Block A of said Villas of Piney Creek Phase I, ta a 1/2" capped rebar found (RPLS 4561) at an angle point; N 43°51'10" W, 146.08 feet with the northeasterly line of said Lot 34 to a 1/2" capped rebar found (RPLS 4561) at the most northerly corner thereof, being the most easterly corner of Lot 35, Block A of said Vi(las of Piney Creek Phase I; N 62°28'40" W, 260,15 feet with the northeasterly line of Lots 35, 36, 37 and 38, Block A of said Villas of Piney Creek Phase 1 to a 1/2" rebar found at the southeast corner of Lot 53, Btock A of said Villas of Piney Creek Phase 1; N 27°27'40" E, 305.39 feet with the southeasterly line of Lots 53, 54 and 55, Block A vf said Villas of Piney Creek Phase I to the POINT OF BEGINNING and containing approximately 8.887 acres of land. Exhibit B Planning Report Z17-0032/Colorado Townhouses City Council District #1 April 3, 2018 REQUEST: Hold a public hearing and consider an ordinance of the City of Denton, Texas, regarding a change in the zoning classification from a Neighborhood Residential 6(NR-6) zoning district and use classification to a Neighborhood Residential Mixed Use 12 (NRMU-12) zoning district and use classification with an overlay on approximately 8.887 acres of land generally located on the southwest side of Colorado Boulevard, approx. 315 feet northwest of San Jacinto Boulevard in the City of Denton, Denton County, Texas; adopting an amendment to the city's official 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. The Planning and Zoning Commission recommend approval of this request 6-0. OWNER: Marvin Jeffries APPLICANT: Eric Schmitz BACKGROUND: The applicant, on behalf of the property owner, has requested a rezoning from NR-6 District to NRMU-12 District in order to develop the subject property with a Townhouse community. While townhomes are a permitted use in the NR-6 zoning district, the applicant intends to take advantage of the higher permitted density of the NRMU-12 district to achieve a residential density of approximately ten dwelling units per acre. SITE DATA: The subject property is undeveloped and platted as a remainder of Lot 56, Block A, The Oaks of Township IL The site was originally intended to be developed as future phases of the Villas of Piney Creek, however that did not occur. According to the plat, the site has approximately 904.1 feet of frontage along Colorado Boulevard. Colorado Boulevard is designated as a four lane, undivided, secondary arterial on the Mobility Plan. A complete list of permitted uses in the current and proposed zoning district is provided in the Comparison of Permitted Uses table. SURROUNDING ZONING AND LAND USES: Northwest: North: Northeast: Zoning: NR-3 Zoning: NRMU-12 Zoning: NRMU-12 Use: Single Family residential Use: Multifamily residential Use: Multifamily residential West: : ' ' 1 ' ' East: Zoning: NR-3 • • ' . Zoning: RCGD Use: Single Family residential �--•�-� Use: Offices Southwest: South: Southeast: Zoning: NR-6 Zoning: RCGD & RCR-1 Zoning: RCGD Use: Single Family residential Use: Future hotel site and Use: Bowling Alley medical offices COMPATABILITY OF REQUEST WITH SURROUNDING ZONING AND LAND USES: Under NRMU-12 zoning, the subject property may develop with light commercial including office, retail, and institutional uses. The subject property may also develop with residential uses including townhomes, dwellings above businesses, or multi-family. Multi-family is permitted only with a Specific Use Permit (SUP) or if part of a mixed-use development. The purpose of the NRMU and NRMU-12 zoning districts are to promote Neighborhood Mixed Use Activity Centers, as described in Denton Plan 2030. These activity centers would primarily allow a mix of retail, office, and moderate density residential to serve their surrounding single- family neighborhoods. NRMU and NRMU-12 may also serve as transitions between neighborhoods and non-residential zoning districts. The proposed NRMU-12 district is typically used as a transition district between single family residential districts and more intense commercial districts. The use of the NRMU-12 district in this location helps to buffer the single family residential development located to the west and southwest from the existing multifamily uses located along Colorado Boulevard and commercial uses, such as the bowling alley and Golden Triangle Mall which are located along San Jacinto. COMPREHENSIVE PLAN: Per the Future Land Use Map in the Denton Plan 2030, the subject property is designated as "Moderate Residential." This designation is primarily intended to promote single-family housing on small lots, typical of Denton's more compact, established single-family neighborhoods. The density of Moderate Residential should range between four to twelve units per acre. Low-rise multifamily dwellings and townhomes may also be located in these areas so long as they maintain a scale, style, and building orientation complementary of the prevailing character of the area. This designation typically applies to areas within the central areas of Denton as a transition between established single-family neighborhoods and mixed-use or commercial areas that can accommodate greater density. The proposed Townhouse development is compatible with the goals and objectives stated in the Denton Plan 2030 with regard to areas designated as Moderate Residential. CONSIDERATIONS: l. The request is for a rezoning from NR-6 District to NRMU-12 District on approximately 8.887 acres of land to facilitate the development of a townhouse development. The proposed use is permitted within the existing zoning at a maximum density of six dwelling units per acre, however the applicant wishes to develop the site with a density of approximately ten dwelling units. The subject property is adjacent to two single family residential neighborhoods, as well as a bowling alley and a planned hoteL Multifamily apartments are located across Colorado Boulevard. The siting of attached single family townhouses, as proposed, will provide an excellent transition between the multifamily development to the north and the commercial development located to the south and east. 2. Section 35.3.4 of the Denton Development Code (DDC) states that an application for a rezoning may be approved based on the following criteria: a. The proposed rezoning conforms to the Future Land Use element of the Denton Plan 2030. The Future Land Use Map designation for the subject property is "Moderate Residential." Residential uses under the proposed NRMU-12 district complies with the designation. However, permitted commercial uses would not be conforming. b. The proposed rezoning facilitates the adequate provision of transportation, water, sewer, schools, parks, other public requirements, and public convenience. The development will be required to comply with all of the City's transportation, drainage, and infrastructure requirements. In addition, the development will be required to comply with all tree preservation requirements. STAFF RECOMMENDATION: While the rezoning request generally complies with the criteria established by the DDC, commercial uses on the site are not consistent with the existing land uses. Accordingly, staff recommends approval of this rezoning request with the following conditions: l. The Mixed Use Protection Overlay is also approved with the following limitations: a. There shall be no uses permitted other than single family attached, including townhouses or single family detached dwelling units. b. The overall density shall not exceed ten dwelling units per acre. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, 45 notices were sent to property owners within 200 feet of the subject property, 88 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. As of this writing, staff has received seven responses opposed to the request from property owners within 200 feet of the subject site, comprising 3% of the property located within 200-foot noticing boundary, and two responses in favor of the request, also comprising 3% of the property located within 200-foot noticing boundary, and one response neutral to the request. One property owner sent in two responses, one in opposition which was sent before he knew what was planned for the site, and one in favor, sent after he learned that single family residential uses were planned for the site. The applicant held a neighborhood meeting to which 29 citizens attended. The concerns were similar to those expressed during the Planning and Zoning Commission meeting, noted on the Agenda Information Sheet (AIS). Z17-0032 Site Location i" �� , ; „ * r��-� I�„ � ,� i� ��-,, , _.�� ati �� Y��'a ��w�� ;�� l'� � ��. ��' IG amiiii�� + � � �� iir;% ' �.--,,,, j�� i; ' ' �� i, � , . � � �,��ii �,,,,.,. ,. � �' ��'`: it ,i . m w • A �� 0 205 410 820 SITE �° EM'" Feet N„ � � -_ s � � �' — �, _ _, , , � � � Parcels � ' �. � �� L��r� , � �a� ��'A �II ti. 0 � ,q k�' f�� t RDadS �'t-��6tih�� , Ilkw��ra�rNao�odrrra.��v��dMrwc��wd:i�P�ll� �,�ew ',,;.,,� .:. oaee_ ivz�izon � of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Z17-0032 Existing Zoning Map EGC o��JC)...,.,... �%%�ii��aai°°ii%�iai°�!�°�°�a�°i°��i°°iiii°i°��i�/��i°�pi°i°�i � . c , � ��i//i��/��ip��/�p�i�p��/i�i�p��/��/��i�p��i0j��i�p��iiil� rr/%/i��ii��//�i�',.„, �.. '. : 1 :�'�l�S� �� • %j%/�/ii/,��/,/��%�i��;�!!/;//j�%��i/j��jij/%//;//�%��i��%��%i��/i�� ///��ip��!ip�, . ' '.. : � .. ,, z4!��oi �/y �� 0� �/OU �/b �/OLo2�0� � �p/i �G� � �> � � � � A �� 0 205 410 820 Q SITE EC-C NR-4 RCC-D "�E,M�' Fee1 �N . -_ , Parcels EC-I NR-6 RCC-N 5 �;� �'� . � " � �i� `�a�Y Ro ad s N R-2 liii;llllllllllliii;�lllllllliiiu��lllllllliii��llllllllliii�i N R M U RCR-1 �' � � II �� II , d �, , ,,, �,; �„� ❑ ; NR-3 NRMU-12 RCR-2 '� � ��'� � 1�� 0 �� 6 ti�� Il.kw��ra�,rNao�odrrra^��v� ��d M�rw[.�a� w d.i�P�ll� , . I��i//��//� . . oaee_ivz�izon The 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Z17-0032 Future Land Use Map �� ,��a��, � ,,,, Low � � �Residential � � ��n�Put�rr��. _ ... T ,;. .... 28811I I �j , a � e � ; aa///�`�/� �� /� �/ ��m, � ,', �� o / ,: ' 9�j�9� • ti; U ��`" 1 �� ra,l�a � , �. �� _ � � , � � "�� , � o �� titiy�° v� ��/l/ �� ..,, � uVi , � � � �� . ��t �• o %��ii�� ✓ �,�� , �; .: ;;� r��, ,, ° -� , � . �� ,�� r��, � , ��r„� � m � ;; - � illI�IIW l��i � � - � ' �q iiii��«��t�i��uiui '��/�� ;, �� aa�i,�� //////j��j� �; . _ � '� �� II�l�I % �� 111�10�i�ay� I,�,��,�„��»,��u�u�u��,�, „ . �� o � � t�� Illu� �� i� ��' �iu�,n�� III�II��II � � • ° , o ��„�� "0, i�a��a p@ IIIVi��. �""��,� °�'^'�mu� ��% ' �: � � � � � � � . �1Jlyl101y iiiiii '16„, i'� � O . . . %/0. � II� � �• � ��lJp� ... � 0 � IIIIIIIIII IIIIIIIIIII Ili :. � ��/�� .. r � V� �V � �i{{�� r/�f � ��A((11/D/l � �/ "�ll({ �� io�/aiaiuuidd��ruiiu�n�iiiaii�iiiiiiriiniiappiiiUii� , i,;. ��, • SrrJ�� Ilqlll�l� U)y I II i I i ' IIIIII� I / �b � � � �mmiiiiruriiiiritiiiii�iimiainviii� W }o ��,��;�rii�r��a� i�; -� ,, ��'� ° � , �, �%/,.� -,�, ��i�� ,l�i��/� � /il �� pry--y�p � �J!� �116�� i�iiH �� . LSUTA'.IJIA-Al�T`Ju � „�� r Il�/il ,�'?i/�lllllll ," �,� �j A/; A �� y 0 385 770 1,540 F Feet Q SITE FutuPe Lalld USe Community Mixed Use «, E M�� ,� �N" Q � ; _ _. Parcels Low Residential Business Innovation 5 � �' ' - � Roads Moderate Residential IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIII Industrial Commerce #' ��# c:rrv � r ��, � � cac �� Downtown Compatibility Area �� Government / Institutional " � ��;G, �� ,c. �� '� �� Regional Mixed Use �� Parks / Open Space � ��ih��j`�' �,, u�w��r��,ruau�nreo�afe-�a�z�z,�zo„�.�� w�:��u� The 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Z17-0032 Proposed Zoning Map EC-C o ��JC)...,.,... '%i;/i,,;,//ai,;/°p,;,�aai;,�°aia//ai„'a/i°i°'�i°'°'�i/��0�°'0'/%°%// c,, , .. �: � �� :: � �j%��i��o�%i�p��/�i�p�p pi0,////�i�p�%��i0��%�/ip��/�� (%/%///i��ip��o ,", �, i : . 1�1'11�5� .. //� �ii%�%//�p�%��jO��/p��0/�/��!/./ i/ / / a,�!% /��/��%i,,, �, ,.. . I �. N R-2 RCR-1 = =� _�r._-REST � � D A �� 0 205 410 820 Feet Q SITE EC-C NR-4 RCC-D "�E„M�" s �" � �* —_ i . Parcels EC-I , NR-6 RCC-N x "��ii�llllllllllllllj�llllllllllllj �llllllllllll�� N R M U �� '� <" Y Ro ad s N R-2 �Illlllllum�� lum�� llllum�� l RC R-1 �'' -;�Il ,., d,�, ,' � � I ��A „ NR-3 �%i%�i°'0''%%0' NRMU-12 RCR-2 ��t"t�� " � ,,:,. u��uau�n�o'ate�;z�z8,z"o;;��w�:r�u� I ;�iii !o�ii,! t*r The 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 le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of the City of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or implied, are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. Comparison of Permitted Uses Permitted Use Comparison NR-6 NRMU-12 Residential Uses Agriculture I"� I"� Livestock L(7) L(7) Single-family Dwellings I"� I"� Accessory Dwelling Units SUP/L(1) L(1) Attached Single-family Dwellings �° �° Dwellings above Businesses I� �° Live/Work Units L(16) �° Duplexes I"� I"� Community Homes for the Disabled �° �° Group Homes I� `:�lllj Multi-family Dwellings I� L(4) Fraternity or Sorority House I� �lJ� Dormitory I� `:�lllj Manufactured Housin� Develobments �lJ� I� Commercial Land Uses Home Occupation I� I� Sale of Products Grown on Site I� I� Hotels I� I� Motels I� I� Bed and Breakfast I� L(10) Retail Sales and Service I� L(15) Movie Theaters I� I� Restaurant I� I� Private Club I� I� Ba r I� I� Drive-Through Facility I� I� Professional Services and Offices I� L(14) Quick Vehicle Servicing I� I� Vehicle Repair I� I� Auto and RV Sales I� I� Laundry Facilities I� �° Equestrian Facilities I� I� Outdoor Recreation I� `:�lllj Indoor Recreation I� I� Major Event Entertainment I� I� Commercial Parking Lots I� I� Administrative or Research Facilities I� I� Broadcasting or Production Studio I� I� Sexually Oriented Business I� I� Industrial Land Uses Craft Alcohol Production Printing/Publishing Bakeries Manufacture of Non-Odiferous Foods Feed Lots Food Processing Light Manufacturing Heavy Manufacturing Wholesale Sales Wholesale Nurseries Distribution Center/Warehouse, General Warehouse, Retail Self-Service Storage Construction Materials Sales Junk Yards and Auto Wrecking Wrecker Services and Impound Lots Kennels Veterinary Clinics Sanitary Landfills, Commercial Incineratiors, Transfer Stations Gas Wells N R-6 � L(27) NRMU-12 � L(27) NR-6 NRMU-12 Institutional Land Uses Basic Utilities L(25) L(25) Community Service I� ��° Parks and Open Space I� I� Churches I"� I"� Semi-Public Halls, Clubs, and Lodges �lJ� L(15) Business/Trade School I� I� Adult or Child Day Care `:�111"j I"� Kindergarten, Elementary School `:�lllj I� Middle School I� I"� High School I� I� Colleges I� I� Conference/Convention Centers I� I� Hospital I� I� Elderly Housing `:�lllj L(13) Medical Centers I� I� Cemeteries I� I� Mortuaries I� I� WECS �lJl� �lJl� WECS �lJl� �lJl� General Regulations Minimum Lot Area (square feet) 6,000 3,500 Maximum Density 6 12 Maximum Lot Coverage 60% 60% Minimum Landscaped Area 40% 40% Maximum Building Height 40 feet 40 feet Z17-0032 Notification Response Map � ,:,,�, � ,,�uw 4e:�.ro k �..' ... �,,,^ . �) � ��. . + q p � �, � R R Po a M, � . A �� 0 125 250 500 SITE In Favor "��N�M'� � � ; -_ Fee� _ _. Parcels Neutral � � , �, � �� t� L� r� � �a�� , . �� A � .� Roads Opposed ° ,,, II��^�a �Nau�ncrrras��v,�d M�rwcr� w d:,',�II � Date:3/2]/2018 � of Denton has prepared maps for departmental use. These are not official maps of the City of Denton and should not be used for le❑al, enpineerinq or surveying purposes but rather for reference purposes. These maps are the property of of Denton and have been made available to the public based on the Public Information Act. The City of Denton makes every effortTo produce anc7 publish the most current and accurate information possible. No warranties, expressec7 or are provided for the data herein, its use, or its interpretation. Utilization ofthis map indicates understanding and acceptance ofthis statement. W � 0 N � M .� Q Q N M O O � ti � N e / � ► 1; ► #' ► �r ► � ii,>, ii,,, ii,,.. � ► (� ► ► � � #' ►, � ► � � � c� o�C � .i a� L 'a i• C � bA O � U J v, �� -a � � �� a � � iY . : � � ��. �. �`( . (�.. � � � .�,�� #; !'' • !' • ! #; • �: • � � • • !_ # 1 � !_ l � � �_ !`' • l: • i • � # � � i • � i � � i � � i. • • # • i •' i � �► � i • • i • � � � i i 1 ' 1 • • � i �. •' 1 � i � �1► �; � i � � i # • • i i • i i i • � i • � i • i i # • •' • •' • • • � i i � � � � • i � �i i i �1► . • �11 . i � •, � � • � i i � • •' � i � • • � � ii�; ii�„ ii�; ii�; ii�; City Hall City of Denton 215 E. McKinney St. Denton, Texas 76201 ��,� I�Illlll�uuuuuuu��ii www.cityofdenton.com ��'�� Legislation Text File #: DCA17-0011 d, Version: 1 AGENDA CAPTION Hold a public hearing and consider adoption of an ordinance regarding proposed revisions to the Denton Development Code, specifically to repeal and replace Subchapter 17 Environmentally Sensitive Areas (ESAs), amend Subchapter 3 Procedures related to appeals, and amend Subchapter 23 Definitions by adding new and replacing definitions. The Planning and Zoning Commission voted 4-2 to approve the revisions with conditions. The Committee on the Environment recommended approval 3-0. (DCA17-0011, Environmentally Sensitive Areas, Deborah Viera) City of Denton Page 1 of 1 Printed on 3/30/2018 I7c��w[��>i[>[i hy I [��>r;i�tf�ar��nv� City of Denton _ . City Ha11 �� 5 215 E. McKinney Street tiY �� " Denton, Texas www. cityo fdenton. com DEPARTMENT: CM: DATE: AGENDA INFORMATION SHEET Environmental Services Todd Hileman April 3, 2018 SUBJECT Hold a public hearing and consider adoption of an ordinance regarding proposed revisions to the Denton Development Code, specifically to repeal and replace Subchapter 17 Environmentally Sensitive Areas (ESAs), amend Subchapter 3 Procedures related to appeals, and amend Subchapter 23 Definitions by adding new and replacing definitions. The Planning and Zoning Commission voted 4-2 to approve the revisions with conditions. The Committee on the Environment recommended approval3-0. (DCA17-001 l, Environmentally Sensitive Areas, Deborah Viera) BACKGROUND Staff proposes numerous amendments throughout Subchapter 17 that would address identified deficiencies and conflicts with the current code. Subchapter 17 has not been revised since its adoption in 2002 in comparison with other DDC subchapters and criteria manuals that have gone through extensive changes. Subchapter 17 supported and complimented numerous standards contained throughout the original DDC, many of which had been revised and no longer fit together. In numerous occasions applicants have brought to staff's attention unclear language that has made the development review process complicated and less certain. Staff also proposes a new appeal process for staff determinations on environmentally sensitive areas (ESA) field assessments. Currently, there is no appeal process identified in Subchapter 3 Procedures. In keeping with all the proposed changes, staff has identified new terms and current definitions in Subchapter 23 in need of change OPTIONS l. Approve as submitted. 2. Approve subject to conditions. 3. Deny. 4. Postpone consideration. 5. Table item. RECOMMENDATION A public hearing was held before the Planning and Zoning Commission on February 21, 2018, and the Commission recommended approval of the revisions with conditions [4-2]. The Committee on the Environment (COE) recommended approval (3-0) on March 19, 2018. PRIOR ACTION/REVIEW (Council, Boards, Commissions) June 6, 2016: Presentation to the COE regarding Amendments to Subchapter 17 August l, 2016: Presentation to the COE regarding code corrections to Subchapter 17 September 12, 2016: Presentation to the COE regarding code language clarifications to Subchapter 17 Part 1 October 3, 2016: Presentation to the COE regarding code language clarifications to Subchapter 17 Part 2 December 5, 2016 Presentation to the COE regarding code language additions to Subchapter 17 Part 1 January 17, 2017: Presentation to the COE regarding code language addition (Part 2) and policy changes (Part 1) to Subchapter 17 February 6, 2017: Presentation to the COE regarding code language policy changes to Subchapter 17 Part 2 March 6, 2017: Presentation to the COE regarding code language policy changes to Subchapter 17 Part 3 Apri13, 2017: Presentation to the COE regarding code language policy changes to Subchapter 17 Part 4 August 14, 2017: Presentation to the COE regarding all proposed changes to Subchapter 17 September 1 l, 2017 Presentation to the COE regarding Undeveloped floodplain ESAs January 24, 2018 Planning and Zoning Commission work session regarding proposed changes to Subchapter 17 February 7, 2018 Planning and Zoning Commission continuation of work session, and public hearing regarding proposed changes to Subchapter 17 February 21, 2018 Planning and Zoning Commission continuation of work session and public hearing regarding proposed changes to Subchapter 17 March 19, 2018 Presentation to the COE regarding proposed changes by the Planning and Zoning Commission 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: 5.4 Manage land use and preserve open/natural spaces EXHIBITS 1. Agenda Information Sheet 2. Staff Analysis 3. Subchapter 17 Redline Version 4. Subchapter 17 Clean Version 5. Public Comments and Staff Responses Compilation 6. Presentation 7. February 7, 2018 Planning and Zoning Commission Minutes 8. February 21, 2018 Planning and Zoning Commission Minutes 9. Draft Ordinance Respectfully prepared and submitted: Deborah Viera Assistant Director of Environmental Services Staff Analysis DCA17-0011 / Environmentally Sensitive Areas Code Update April 3, 2018 REQUEST: Hold a public hearing and consider adoption of an ordinance regarding proposed revisions to the Denton Development Code, specifically to repeal and replace Subchapter 17 Environmentally Sensitive Areas (ESAs), amend Subchapter 3 Procedures related to appeals, and amend Subchapter 23 Definitions by adding new and replacing definitions. The Planning and Zoning Commission voted 4-2 to approve the revisions with conditions. The Committee on the Environment recommended approval 3-0. (DCA17-0011, Environmentally Sensitive Areas, Deborah Viera) BACKGROUND: Staff proposes numerous amendments throughout Subchapter 17 that would address identified deficiencies and conflicts with the current code, would increase protection of upland habitats, and would provide consistency and streamline the development review process while ensuring restoration of disturbed areas. The following are the most substantial changes proposed: o The creation of an ESA Criteria Manual (Sec. 35.173) o Increase the credits given by preservation of ESAs (Sec. 35.17.4.E) o Establish an appeal process for ESA staff field determinations (Sec. 35.17.6.C3) o The depiction of Developed and Undeveloped floodplain on the ESA Map (Sec. 35.17.7) o The exemption of roadways identified on the city Thoroughfare Plan from the limits on fill and vegetation disturbances (Sec35.17.7.B.l.h and Sec. 35.17.8.A.8) o The exemption of residential driveways from the limits on fill and vegetation disturbances (Sec. 35.17.7.B.1.1) o Non-residential development to preserve 30% of Cross Timbers upland habitats (Sec. 35.17.9.A2) o Criteria for the approval of alternative ESA plans (Sec. 35.17.11.B) In regards to the ESA map, it is constantly updated as field assessments are performed on a parcel- by-parcel basis and when FEMA updates floodplain maps. Proposed code changes would cause ESAs to be depicted differently on the map. However, these changes would cause no changes in ESA boundaries. Subchapter 3 Procedures and Subchapter 23 Definitions would be amended to provide and appeal process for staff determinations on ESA field assessments and adding new and replacing definitions. Staff used multiple venues for advertising the proposed changes and soliciting public input. The proposed changes have been advertised on the Denton Development Code Update webpage, notices to all ProjectDox applicants were sent via email, presentations were made as part of the DDC Update open house meetings, and staff solicited input from local and out of town developers and consultants (Denton Community Development Alliance, Kimley Horn, Peloton Land Solutions, etc.). All comments received are based on the changes vetted through the City Council Committee on the Environment (COE) and are compiled in Exhibit 5. Written responses for all public comments have been provided. CONSIDERATIONS: Subchapter 17 has not been revised since its adoption in 2002 in comparison with other DDC subchapters and criteria manuals. 2. Subchapter 17 was the city's first attempt in codifying Denton's environmental vision. The implementation of some of the provisions originally adopted were not fully outlined and have not been implemented. And there is a need for evaluating the original policies adopted and to modify those that have not performed as expected and/or adopting new policies that were not considered at the time. 3. The development community and practitioners have identified numerous challenges when working on sites containing ESAs. One of the most recent cases that showcased the need for code revisions was Ryan Meadows Phase 2 that required the approval of an alternative ESA plan for allowing the construction of Creekdale Drive as identified on the City's Mobility Plan. 4. The protection of ESAs is part of the city's measures for meeting multiple permits and program requirements such as the TCEQ Phase II Municipal Separate Storm Sewer System (MS4) Permit, the TCEQ Construction General Permit, the National Floodplain Insurance Program (NFIP), and meeting minimum requirements for integrated Stormwater Management (iSWM) city designation. Continuing the protection of ESAs is important for maintaining the City's regulatory compliance. 5. The proposed amendments are the result of 14 months of working with the City Council Committee on the Environment (COE) in reviewing Subchapter 17 and proposing changes, and multiple work sessions and public hearings with the Planning and Zoning Commission. STAFF RECOMMENDATION: Staff recommends approval of the request. PUBLIC NOTIFICATION: To comply with the public hearing notice requirements, a notice was published in the Denton Record Chronicle. The following list explains how the proposed Code changes are depicted on the redlined document. l�i��r�� I,i ��.;,��r: Deleted code language vetted through the Committee on the Environment. � iu�a'�� i liu� ��'�: Proposed new language vetted through the Committee on the Environment. p: Planning and Zoning Commission (P&Z) recommended changes. P&Z proposed changes are included on the Summary of Comments for each page. Subchapter 17 — Environmentally Sensitive Areas Q1 Sections: 35.17.1 Puipose��:�� 35.17.2 Applicatiom,�� 35.17.3 EnvironmentallySensitiveAreas I^',�tit�^�� .��c�<<<c��;i Ai;i��ia;,�,�2 35.17.5 �d�dla�tr4�l •W9;ilm�,l'„��r��trvel�lea<<��,�1��< \C��rw„�le<��r<�� 3 3 .17.4 Envuonment �' Sensi <^c�a I+��t�a^i�� `��;i�w<I,•Pa�<I�� f�fiE�i��i�l \i��r�� 35.17.6 d7c^��t I+��I��^�d 1�+��J>ell�lrP<<� 1 ... [... 35.17.7 V��d� ti�x��^I�>Im��l��-Floodplain Development Standards��:�� 35.17.8 Riparian Buffer and Water Related Habitat Development Standards�:�� 35.17.9 Upland Habitat Development Standards��:�� 3 .17.10 � �k�� w��:� l�a rQq �: I ... .�� ` � ��. � P1 M1I914 NfN�9'"N"v)4'K"VM�7K"91l �151Y�h4 rPW"4 �� Il'�14I"ffl�} yl��lfl4 1��,4'�,,,' 35.17.11 �`�ai,lk��.,,r��7, �,lsir��:lrPa�:l^,.A�,t<C��;ilr�';�S I��rr��rt�<<�l;,l,ll�' `^,<<��S�lr��< .AC�t,,�,i, 1'I�,i��, �.�.1. .I�' .....�I�aw��w��QQ��a 4��rr��,wr7�a,,.��i�4��,��,rdr��a�,kw�e^rPl'�r:��.,. 35.17.1 Purpose� This Subchapter is adopted for the following purposes: A. Manage and protect environmentally sensitive areas within the City,,,, rP�. �a �^Il��rP^. �d� �;itl ^.+i��Li r�� rP^. QLi;��t �'Ir4�'4'4" v)4"4 fW��?W"4 `.'iv)I;➢."��4' iPl4"91�Cf:i44v ifl��"�l e'v4" ��"P'I"`➢91 l�`�rv.fW��r�� B. Protect the natural and ecological resources that are essential elements of the City's health and community character and which provide irreplaceable plant and wildlife habitat C. Establish a development framework for the City that is respective of private property rights, while encouraging them to be used responsibly for the benefit of the entire community; D. Preserve and enhance the City's distinctive community character and quality of life by ensuring that its natural and built environments are consistent with the communitv vision and values embodied in The Denton Plan. E. Establish regulations that conform to the requirements of the state and federal government regarding air quality, water quality and environmental protection. R This Subchapter is adopted pursuant to authority vested under the City's charter, and Tex,i� 1��, � x��< c��7�<,„,�� .?+��. � �+�ti'�tCode, Chapters 211, 212, and .7�i-�€;1. 35.17.2 Application� A. The standards of this Subchapter shall apply to all land and all development within �d.�,e ��t�Li�.r�� the coiporate limits of the City, except as otherwise specifically provided for in this Subchapter. B. The floodplain standards of this �pter shall apply to all land and all development within the extrater�torial jurisdiction of the City. Q C. The type of regulation applicable to the land depends upon the classification in which the land is placed, as provided in this Chapter. If those regulations conflict with other regulations of this Subchapter, the more stringent of the two regulations shall apply. II:�� 0 Summary of Comments on Redlines with P&Z revisions.pdf Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:52:35 PM P&Z recommends adding the ESA acronym at the end of chapter title, in accordance with Public comment 1. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:52:47 PM P&Z recommends renaming section as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:44:31 PM P&Z recommends renaming section as Definitions as new definitions has been added under this section, in accordance with Public comments 9, 24, 27. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:53:18 PM P&Z recommends adding ETJ acronym, in accordance with Public comment 5. ;; : Number: 5 Author: 113144 Subject: Text Box Date: 3/7/2018 7:26:29 PM .� ��:�� , �� Status 113144 None 3/7/2018 7:27:51 PM 35.17.3 �a;,u�n�r�a�m�u�n�rr��u�n�`,.��y ��u�n��`��r� ��w�,.�.� ��w��`�.��,.� I�1"i,�u�n��,.�� N�� ,�tltl<<<<�� <<�...�,�<<<<<��r� .. .. B ...- �� ! � tl�< c�<��,,,rr< r,�<<�,�� < �,I�c��1�� < ��;�;I�Ir�I�<tl x�� I,r� y„I�� ;� �t< c�, ;�II < < � � . �:��rr��r,x<<��;� �� ,<<��r�r��<r �c��;�� ,,,� ��. ." I.. t ' A e��r,�l�,�� rll, l}��< I��rt��r,�<<�t,�ll�� y<<�,;�rlr��< \�<;�� c�r�„<c�r;� Ai;�r,n;�l. �`� l;,<c�< ll,<�< r� E��,ilrE�l I�<l� <<<� ;� 3c��r�r�� <l f��c;.l� r�,, a, � �� I �: f�'< \C'<-, ,(�C'�l< � i, l'i< I��C'��'f,f��r'�, ��f l i�c yn �a i� �rl< � �'ir�, `^,i� ��..isil�rlc„C�si��t si..]�rC��r,r��.�� f l'i<,, ��rr��.d�rt�<<�lsi �' `^,<<��r�� .r,i si��i.� �,li;ill ;i;)rlrl�:,• 1 �� Environmentall Sensitive Area � view�� . Revie� � Required. ^ Z _ .. „ �� , � . � � . � tally Sensitive Areas Review is required for all development except for the following. .kl�l^�t¢�;idt�>,w d�� , __ _. , Property that does not contain any environmentally sensitive areas as depicted on the City's Environmentally Sensitive Areas Map. 2. Grading, filling, cutting or other earth-moving activity on any lot involving less than ?ti7 E�nI��E� �;ic�tl� f��s� c�� tl< <�<<;i�, I�c��!<E,:t� ��c;...fiftv (50� cubicvards f��c��tia�� c��t;l„<<�<<;il Irc,��i<E��; 3. Activities such as ordinary maintenance and landscaping operations, individual home gardens, repairs, and additions or minor modifications of a single-family dwelling, except as required by the Development Code. 4. d7c^ti��q��^,wd ��f t��7,1c,,...d�;i�q�tl�� 1�0�>�7��^, ;i�t rP el�^��,z�� f�� Li�>�7�e,..��a�? ;i�ra�� ,�>w� ��:��a�� ,d�o�r:��l I�� I�c��7�<<<��d...rP,w��! �,d�o;i�l�� I�t ^,ail�rj-t��d Q�> Qd�ot f��l�>^��<<�g^, w��^^,d��r��l<<>,w�,.w, ;i. ....`l d�o� L��r7�� ,d�o;i��l,..��d I>� .I. ><�rP��d �i�� I,�^ 4�s��tr�>,w�r��,w�rP�4�� ya ��,<<<ti�� .kw~�^;i �.,. 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Criteria for Approval: II:�� 0 Page: 2 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:55:03 PM P&Z recommends renaming the process as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:54:50 PM P&Z recommends renaming the process as Environmental Sensitive Areas Compliance Review, in accordance with Public comment 31. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:01:33 PM P&Z recommends adding the following sentence, in accordance with Public comment 35: Protective fencing shall clearly mark and delineate all ESAs to be protected and preserved for the duration of the land disturbing activities on the property. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 6:59:29 PM P&Z recommends adding a phrase at the end of the sentence in accordance with Public comment 15: The applicant can demonstrate through an Environmentally Sensitive Area field assessment application the subject property contains no Environmentally Sensitive Areas or their location is not as depicted on the ESA map. Number: 5 Author: 113144 Subject: Text Box Date: 3/7/2018 7:29:24 PM II:�� 1li< c�<,„,�jn�r<�t�<��1� ��f�;{r� I��r,e��t�<<�l�ll�� `^y<<��,�1��< .Ac;�,;i� c�<��<<,„,�� li;ill...l�< tl<<�r�<tl �t�<1...:�� li<<� ll.;ti< .AIrlrl�€;;i��, CI4 filr)Cl'�lI"SIl4'�:,"'1 �'IQ �v)�]:`➢"�,4 ifl$^, �'W'v14"W"f51 :��'IrP�I v}4�...I➢"w4"4v �vJW" l�'14" fTlrPfl51f74"fT'�➢4 fl1 rPfl4�'r �'"N"v)l4m?.{iv)fl v)�....I ti1tifCv)P"1i114"91151�1:4'� `�v4"1 I ",V l°l \'4"��',�; 1. 4'f��'�i.o"`➢,wf7�t f��irPl44� `��"�"w",tdtti't .��k�w"�";I `�l;l,",eIrPW"�d",. �`I LI�" d7t�"��'Qv)W" v)f�:.l'IrPf�f�rf��, rPf��d d��"ti'�"�`>I^��r��"f�l �Llr��ll ;IImImW"��k�c�,, ��1�,�� I^,��I��,��d el�,^��t I��I^�qt��,wl �a d�,t:,.,w Qd�,t ,..klml^��a�rP��i "1 li <....I ;i �� tl ....tl < �� < �..�� Ir �,� <..r� l ;i E� �, � �� l � .... e;..�� r7� Ir I z,< �:Ik^r�7��>,w�,dw�rP��t�a ^, �I�ik�...l�i,w:l :Ik��ti�a �`>I^vq�r��d �i��r��.,Qdv� Q � Qr��^��r7�1^��^�ar..with therequirements of this Subchapter for floodplains, Riparian Buffers, Water Related Habitat, and Upland Habitat and all other federal, state or local laws ,i Ir;ic��,,.��f� �I�i< f,i��;il Irl;i�,.��c� �<<< �31;i��. �1��?�o�^ ;il^I^��i�.^�rP�� ,Li��4 �q��-Qd�o� f+�ll��a <<�� a,��,��i��r�^�7��^��Q �.,. a. ld�ot..:l rwti��r��'��7�t,wl;i�4.,,. `^v�^,w^,td�i�tit .kw��^;�.�, d�o;i��t I��^�^�� I^w��^�^w�l�� el��dtdlt�d.�P,w�d <<��dz��;idt�d �»"w Qd�ot a�t��i�to�tel Iml��rP��.,,. �,1��. The land disturbing activity will not cause damage to Environmentally Sensitive Areas I+�<�r:��d�^el +�� I��a�+�l^�^w�dt�^��-adjacenttotheareas �>d,��-�d��i�w�l�;��,wa��^<<� I�<;,, tl«�nc�l�,<t,l. "�„�. The land disturbing activit�' E� �� r}r I� I r<�;, r^, Q��.,��r7�1^I�r:��a ��-with Qd�oa �a�r�e�i�rre^vr��k^��Q �;d��-Qd�or�� `�i^I><�d'o;ilm�tt a� sila��dSubchapter 18. � I �.� � s . �� . ��',k,<lsit�t t,< f��<;il[,�,�t� ��';i...4C';ift�<t ca�f<t�lf,L...7;i, �<< � 3<C'fr��]tt<t f1 <��,,t�a�C'r�;ia..�tt<t�l, f �lr� nC'��,t fa�lfr�t�;�... \�.-t ll;�tltlS...;�I't �'7I'r)��)',ttl, ;�..tl tl ;� `"yt,„.E'lfr)tl �f} �.�'�;� l�.r) tl A� [.,.tl t l�"t I'fltfl r)I';�,� t llt I'r)1 j�"t I'[1tf'i,'�fr)tl fI'r).f1t 1�7t �,.•�"y.r., .�,I"fil\ � r),.�'('y�, r)� I".�f1,7 `� � Cfl r)�}lsl[I144I.�� I�It3W"f"w4vfa'1ivJflrP� "�' 41�rPfl4v"w rPW'�4 PI4"l4 W"fT1f914P1 1vj�� v}4 �'�W"4 ��4"fl1 �➢�� l`�7y�r,� 1f144I"�,r, 741'� }4.� ' v.. � ti,k'914K"W""w v)�9�*M1I NVK"YVM1➢:'914I KvK"7ff^��IK"M1IYv)W" y'.'!,W"If:Y4Kv°°°.I➢V� YY'14Y:'�7, I vK"a�,'lfv)fl Y�v^�� y�"4W":11E^� v)W" � 4"��"YK"W" `➢7"' d,�.`^ �a�rr�� (��a��...��f I ��<q� � `^ 1��^w��q�t^„<<>,w d�a��>�7��;..Qd�ot (�J>s�^Im, �,d�o;i�l...l>t a�t��i��io�t�d I>t f��w�t rPlmlm��.,,,>��;i� ��d��..id�ot I rwti��r��q��^�"wl;i� 4^'k�^��z�t�a�.,. 7�. 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V' �'14 fl ,(�'14 '�f14 �'7�s1f1 sl�'7��,I"�)l';I� ��)„I" sl fl�)fl;;;,I"4'�f414 flCfsl� 4I41'4i,�,�)�'7fi14 fIC 4."s.�'7fC4 S,.l �'14" I f"'I`.'fC`➢9pf1°1�E fl"rP�l4' '�"y491"�f"iti4:"��.�.W"4 rP ��4 tif4""0�� rPl�lma��>��^el I>4� Q��d�ot l��r�^r�l�>w� ^,d�o;u�ll t^�I^trc,.��^ 4�t r:�w� rPf�d�^w� �d�ot elrPlt,,...��f� ;ilml^m��ti�;i� ai�"wlt ,�, ll��^ rPl^Im�«,.rP��d d�o;i��- �q�rPel��....rPl^Imlr��;id��>�„�. d��>a� ;i....d�i��;il I�lrPl d�,;;�...tl�i�^ �d�^��-t I��I^�q�t,.;,,wl. �16,��^ 4��to��,w�7�t ��Q��114� `^v�^,w^��l�ti��^ .ka��^rP a�t ti�«^�� ,LirPl4 �r�:F�l^tr��,,, j��i�^�� f�i,w;il..lm�;id ;ilmE�w��ti�rPl. � ^.^. I� t r�,.,y.,. E. Credit. �t��' I;,,t��'f�'r�t��,�,t<t�l;i �'...��y<t�,flf�,.� .�C'4;i L..'i;il f, I3C„�<,<C'�'<t....�tt;i�' �<...n,<t lr�c7 �,iC'tl, �t��<lft�,r„ I. 1;it�tl,a�;ilr< ,�it�tl �l C�<ry, (`�,it��l�;�' C�<�jnrr,t, rtt<t�l, ��t�l�,irt�<;.tl rt� `^ynl��li�,il�rl<�. � a�. ",. .. � I..� .e C�<��<C��';,�n;iC�< f��, I I�`^ \�t,< a�;it��l3�'I:I,. ��f (C'<< a��,it��r�'�� r �< �r��'<t� f��.. ! �� I y. lC<. ,i. ,, t�< ,��ia�,,iC�< <�� .. ��1 ��f �r}.<,<C��<t.... . ,.... � ,�e t� f��C'<c<C'�',��n�.iiC'< f��(��f�I�rC'�,crC'�'<tl I�`'y.A (C'<< a,r�,it��l�r�'.��:I,.�.. �•...1�' �� ,iC�t f<<��f �,i��t��.i`�''�,il�r< r��ttlrl� �' ��I�,I I�< <7r�'�� ... � o i,�,iC�< f`��l��f t��t� ��<t,;.,IrC�<,<C��;,<t I�`^y.l'I:I� r�•..�)t�< ,�lia,,iC'< f��t,��f ,it�t..h°�`,il�r< a'�.<t rl,�� r.., �< :��t� f��C'<c<C'�"��n.. ... .. � . , ?. 1';is�l.l;i��tl tletl�E�;i<<<�r-� <<� ;iE�E�os�tl;i��E�<� v <<I, �I�ie 1';ic�l.l;ir-�tl l�<tl�€:;i<<<�� ;�s�tl<<�;i��E�e . ' � 4 ,�7 si��tl;iC�tl ..<<�;ir�r��C;tl;i��r�< ��,,�ll'i ,nl�e i;i rl<C�..11..��4'..I rwti�tr��.� . �. 7C"s.,ft�,i,< ��.. .. ` ��' I .. � '7vqtk^tiwlsi�l�;�' `^vk^tiw^,v114'k^ .�a'a��. "v'vsi" v^�..I^w'�>"k^a�t�aa�;�. �7�;i4� I��^ ai�,ael...t�>�arPa��d,..�q��^tl�,w� ld�ot l�r:�,wel,a�;il�� ;i,w�d�l��^�^ (�;ir'��I^4� a�c,r��i��o��^�q��rr�l�, ��>,�'wlrPa,wtel....t,w `�i�l��d�o;ilml��,,. �;,.� ll�i�^ 1�;iw�d�l;i,we��.. d7�^elta=.ridt�>,w ;�i��w�d elw�rP�i�,w;i�7,t w��^Q�aitrt �7�t.;,,,wl �.,. 35.17. Environmentally Sensitive Area Classifications� Q Z The following are used to define the classifications of I��P��d rPa�� r:��, Qd�o� tr��-^��>,w^.Qw�rPz��d �<<> I��i��l�d<<��7;-��%i,w�d I;i,ae=1 elt ��i�a�4�>t;wQ,, ;i��tti�tdt�+��r� Qd�o ^ 3 �d �I�ir��t ��>�q�l^w�^�i^,�^ Q4�o�r��EnvironmentallvSensitiveAreas E��7�Irc�«<<�� li<� I��r��r��7�<<��;ill.�� `^y<<��T��<� .... � c c -,i , 1tiTap: Q ' . .... . . .. A. Developed Floodplain. �. � . /, ' �)t)4 '7.��Iffl� ��)i�.. ,� A ..., \C'<� �7j rl'ir�� l:�< � � � .Arr�t�n�,i ( ..��,it�a�< �� r �,ir4.� r,i...�,i. flfl �'<<,i�� f I., �� 'ira..i L i< t��,iln�,i ,lC'<<,ir��:tt i�,i, �<�r� �'.. �� I �� I��' x� �., C'<< <,fot�<t ;it�t, �,f7e< C' <�, 7[.,�fl, a� �i;i.:,ia�l< C'f,lla�, r�f ;i r�;ilnC';i e�,,7;it�t�< � . ��t�t ��C'�.�, f ��,��,i[t� i�,i;�, �<<t� ,t�7�t��f[a�;ir;7( �'rtt��'�„[f[<t��, 1 �.�.91�' �4W"4rP PI4"v1�.f14"PI rP", �fP �vv)J➢4v��51f91 �e4il"e'1ffl l�'14"��1 r'.�'¢B �.��-vf)f) �'�"5V:�7" �vv)J➢4v��51f91. ll�x�l4,4" rPW4�i:1", e'1rPti'Q��.14'�'"im'S1��'' v}44"fl aPe�15191f14"�f."��4"4v `➢P�r dd�o� I;i,��+� � 4�itr��w � do� �� r:��w� ;i � d�o;i �� I�� ^;�;��-graded, filled, or otherwise clisturbed. � Undeveloped Floodplaim. . . I �. '; i. Iflfl �<;iC� f1��G�llrl;ir�� tli;il ,iC't.� � ,.�� . � , _ � � .� Areas wi t e FE1�T� I c...,,Ar��n;i..,.( 'i;i��E�<:...I �� r„ ir�� i.�.„.: 67 ➢`"I �� 5 Riy arian Buffeped and in its natural state• � 6 p II �a�� 0 Page: 3 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:03:11 PM P&Z recommends deleting item 5, in accordance with Public comment 14. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:07:22 PM P&Z recommends adding new definitions under this section, in accordance with Public comments 9, 24, 27. Renaming this Section as Definitions would be appropriate. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:13:07 PM P&Z recommends adding new definitions under this section, in accordance with Public comments 9, 24, 27. Adding a phrase referencing the new terms at the end of the sentence would be appropriate: The following are used to define the classifications of Environmentally Sensitive Areas comprising the Environmentally Sensitive Areas Map and other related terms used throughout this Subchapter: Number: 4 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:16:21 PM P&Z recommends adding a definition for nuisance in accordance with Public comment 55, as follows: Physical or environmental conditions resulting in regular and/or continuous problems affecting the health, safety, and quality of life of citizens. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:35:44 PM P&Z recommends adding a definition for Streams in accordance with Public comment 24, as follows: Linear geographic feature that conveys flowing waters. Headwater streams are the uppermost, low-order streams of a watershed and comprise the majority of streams in the United States, both in terms of number and length. Streams can be perennial, intermittent or ephemeral. Number: 6 Author: 113144 Subject: Text Box Date: 3/7/2018 7:30:26 PM ..,, II: � �� .. � � � : i,� e< i C~t a,�. �7 � � r � �t� �7 , �� leas �� fL7f�� ,,,.(lfl f<<L,r �tt<;i�n�,<t fC'r��tX„ ��1 7� I,t <� r�f ,t, i< �lC'<;l,.�tt a�<t�l<,'„C' f��<. �" I.l i t C';ift1 C<;il<,5 l 7;it� �?,,,�< �� n;is,,,., 1�7f �)Illf�14I4741� �44,; () �?I"�}tI)4I�f4�14.f4v4fl1fi�f4"4v rP�„�If�1�vf) �4"y((�.v�Nfv)fll I1v�14 "IwdW"4"rP171 m'4�IId4"'W'(�1i14 �v�`�➢N,"' w1N"�"t�1i11.�r� 4vW"�Iff V9"1<*ll•P �➢51��1f1 '➢�v��"�W"4^�Id4�)p,., dd�o;i,w ��,w�^ ,Qli�rP�t�t �7��I��,..;i,w�d .�fV..i�^�^l d�a��>��q� rP��4� ^�tw��^rP�7�^, Q�d�o;id �da�;itE'�� ,ia�t;i^, �>d� �>,w�^ ^,��i�;iw��^ �7.�:i1�^ ��w� �t,.�,�,. NQ rPl.r.�� t��i��dt , rP��..riw��^;i�� t�e�^rwl�� 2 a'u�:��rPa'vrPt� (��riw��aig*�'i �i:�rw�' .�a'�r��4' ��>w'Im��f� 4�t�E7,zrw��^w', `��a�"��t� f�l d 1'� a'�7^.,t" 1'w��a��,.�,�,.,., � Water Related Habitat. Areas designated for wetland, <<�E�Intl�ra,,;,,,,,tree and understory preservation and including significant stands of predominately nativewaterrelatedhabitat �t ,il�� <<�e�lntl<� ;�r�� ;ic�<;i�s �tl<<�<<t�ietl ;i��r_tl ;i�r�a;i<<E� �<<<��s �I�ic��n�l�i ;i�� 1s��7�� s��r� ��f� �J Upland Habitat. 5 Areas, a minimum of ten acres is size, that contain remnants of the �^��.Q�^a��Cross Timbers Habitat� �6 35.17. � ..............� Official Maps� A. Environmentally Sensitive Areas Map: The official map that identifies areas identified as Environmentally Sensitive Areas. B. Environmentally Sensitive Areas Map Amendments. I. "1'l�< �,�;�I�...�,�;�� I�<'...nl�tl;�<<tl, ;�tl�,�<<��c�;�<<��<I�� l�<<� �� I��,.A..11<Itl ;��„<��,�<<�� «E��t,l„�,E�<<tl f��.c�;� l�c��l�,<c��;��t'I, ;�I�I�c��c�<tl l�� I t `^y< C~��rE�<r`�•. �I,< l�7rr<E�l��c�.,.��f�17<��<;,1��r7�<<�.. ?. li<��«<<�t�s,;it�tl ;i�tx<t�tl�tt<ra,l� l�� 1 I:,, AY \ I ;�, .At�t�n;i;l �`l'i;it�a�� < I��nt�cl;iC�«� ��f,l I��Il�,l;i�ta, . 1 I��I�rl;ir�� rt�;i„]r� �li;ill:.,.E�;in�< ll„!, I `,.A� l�� I�< c;�;itljn,l<:,tl ;iE�E��c�t,;l<<�,�;I�:.•. " .� � � ��I<tl <<� `r,nl�E�li;ilrt<C� �!.�.. �. `�y,,,l��;i��<<.til;ir7�<<�<,Ir7�<<��,�f��l�i< rr�,,ilr�li;ill,,,.f��ll�� ,t,li< ✓"��u��7�.Ar7�<;,��tlr7�<<�tl'c��<<t�l,;nc�� tl<<;.., 1'a��><��^elaia�t �dc„rdrP�l�^�d <<„�. �,vail><�d�o;:��lmlt w�.". " � � � .__. . _ ; � ... �_ . rPti�rP�l:�l>��^ elt I��r�wt rPl<<��7..�� ,�, � �� C. l�:o�dau�uo;:�pro�a:o�rn�,..1 �+a�o��.�raoa� /�i4,�%=na, ll�aa��a /�,,a:,�,oro�a�o�r,��l"�✓�uaq� �,�'q~�Vru^��n^u�aVrR�.��, � ��rtl<<�E�<� ll�i;il I��,;��rr��rt�<:,��l;ill� <��nrr<t:.,I�C'r��C' (�� I�rl�,i((rt�.�e ��f�I�rC'��r<C'(�' �� <t� (�'i<C'�, r, C"<`�i,�?t��,il�l< <:�:� 1 r< < �,�.�.<<.�.r7�<,;��l�.;ic~<.x .... c � � � e��l�.,;i, �IrIrC��'<,;41 I��' ll'i<: y<r�,r([�'< .AC'<;i,.h.;i,t<L3ra�(<t ��ra ('i< <�ff�„�a��;i � y,A \I;ilr..�tt;i�'t��L, �< ;ia�a�ia;,C';i(<. I� y,.A fr< t .� .. �i,,< ,,�t�.� c I,� �� ll�`^ Y,-ilr<<�tl<.,l<C��t�<<��r�,�7e��li;iC;iC�<;i,;iC�t j t, l7rr<e�t,��C'��f 17,��'< <�Irrr�,<t�( `^y<C".�.ra�<,„ ,��,Fi ,n r<t,<t < ('i<: �ffra�r;i.�, y.A \��rt� ... ,n �<E�� (�� (�'i<. I. NS,�f��C��t�;il,�� le<�li;a�r<t.'I, � )IA .... I�i,; s. �'7 f C41 l f�... ,., 'l . . ��'7 �'74 41 � S. f��t., rP�� I rw�k��tr��q��^��wl;i�l4� �,c„r,w^,�Q��.��a�trP^, I��t�a, Q�d�ot �dt��,��^;idt�� ,�;.q� ��,��...�iw��^;i, ��'�� ll�i�^ ,�1��^ �q�rPl^,....,;�, ,;I��.,��ti��^�d I;�� ll�i� 1��.��c^��1�>w� �>f� 1'�;i,wr��r,wg^, ;i,we��l d7t��trl��l^�q��^,wl,,y�,d�o;i�4 ,i��l^tw��tel� ld�ot l�t��d�� lil�rwti��r��r��^,wl;i�4�,...�,,�^��,�1��-�^ .�a�t;i�� `�Y;ilm <<�'a el��rta�:q�t,w��,.�, �ad�,;id....,iw��;i, ;is,,�� ,,,I�j��„�l l�> ll�i�� a�t��„�r��,�t��d, �d� ll�ir, ��;.d�,;il�d��a��r:�, rPl�lm�«,�,��d l�>;i I��,��>I�y��,��,�.el��ti�t��E��q��,w�.,. D. Text Applicability. The text of this Subchapter, inclucling def�nitions, describes a egulates the protected areas shown on the City Environmentally Sensitive Areas Map as a referenc Q 11 E. Field Boundary Delineatiom. The boundaries of all environmental areas shall be clearly marked in the field for the duration of the land disturbing activities the property. "1 d�o�^ I�J>�ai��elrPw�t��, �,d�o;i�4 d�� 7�;iwJ��:�� el ;i ��e�l� ��Qtt�i��ll�� t�� I�i��`�td�^ d7c�.��Q,�� a��lt w�rr4.. �YrPrwair¢�I��. �12 ��.�� ....�� °��. II:�� . z3 �. •' I Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:40:45 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:14:17 PM P&Z recommends adding a definition for valley storage in accordance with Public comment 50, as follows: Water storage capacity of a stream and is a volume that is measured below the base flood elevation. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 1:48:43 PM P&Z recommends revising the Water-related habitat definition, in accordance with Public comment 28 as follows: Areas designated as wetlands, and trees and understory vegetation containing 50 percent or more of predominately native bottomland hardwood. Bottomland hardwoods occur on the first terrace of floodplains and flats along channels. Periodic inundation prevents establishment of upland species and maintains the functioning of this type of vegetation. Number: 4 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:01:03 PM P&Z recommends adding a definition of wetlands in accordance with public comment 27, as follow: Area that is inundated or saturated by surface or ground water at a frequency and duration sufficient to support, and that under normal circumstances do support, a prevalence of vegetation typically adapted for life in saturated soil conditions. Wetlands generally include swamps, marshes, bogs, and similar areas. Includes adjacent and isolated wetlands. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:50:25 PM P&Z recommends revising the definition of Upland habitat as follows: Contiguous areas ten acres or larger of Cross Timbers habitat. Number: 6 Author: 113144 Subject: Sticky Note Date: 3/6/2018 2:50:33 PM P&Z recommends adding a definition for surface water bodies in accordance with Public comment 24, as follows: Term to include streams, ponds, lakes, and freshwater wetlands. Number: 7 Author: 113144 Subject: Sticky Note Date: 3/6/2018 3:07:42 PM P&Z recommends replacing the language about amendments to the FEMA 1% Annual Chance Floodplain maps in accordance with Public comment 29, as follows: Substantial amendments of the map shall follow the Zoning Amendment Procedure detailed in Subchapter 3. Substantial amendment is defined as changes impacting the whole city, excepting changes caused by the publication of new flood insurance rate maps (FIRMs) by FEMA. Number: 8 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:07:08 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Information Required; Number: 9 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:08:10 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Expiration; Number: 10 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:08:22 PM P&Z recommends adding a semicolon at the end in accordance to Public comment 32, as follows: Appeals; Number: 11 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:14:55 PM P&Z recommends replacing the word "areas" with "ESAs" and adding 's after the word City in accordance with Public comment 34, as follows: The text of this Subchapter, including definitions, describes and regulates the protected ESAs shown on the City's Environmentally Sensitive Areas Map as a reference. Number: 12 Author: 113144 Subject: Sticky Note Date: 3/6/2018 3:11:35 PM P&Z recommends relocating this requirement under Sec. 35.17.4.A in accordance with Public comment 35. Number: 13 Author: 113144 Subject: Text Box Date: 3/7/2018 7:30:58 PM � .� II:�� , �L"'^�4`.'4"�`➢�?��114f11 ,�' �f•l�'IV91 l�'14�r,� ��"`.'Q�v�j�'q�"4v 1�vJJ➢4v�'"�51f9"p."� rP"w f4vtr`f11f:f44v C➢91 1v'14 I". ti1ti'iCv)fP��114"91151�14'' �'v4"91"wf1E'k4 .�.W"Qrv."� �h151�? �.�e'151�� ,.��7�I^14�..��a�ll�i `^var-1,><�d�o;ilmlt�� ",.�.I')....d7w�rPa,w;io,t. ��;iw...�atl4 �ds�^r�l�,w�7, ;ie'��el I^w��a�d�:�i��dt�>,w...�atll�ir,w e��l�^ti�t��l^��d f?��J>��ll^�;it,w^, ��d�o;i�l: �,.��7�I^14� �� tdd�o �,i�l��d�o;il^Q��a,...^,.�.�'�r ��,��;i , 4`� �^Il,�� l�a��l4t��, rP��el 1'm�^��alai��l�,;.;,,,;�.,., 35.17.7 �� F/oodplain Development Standards� l I��t�...f[< t �'<��'�f[a��,i([��r� �,iC'<<,i� t,;�<`�,'� 7 �.,, ��..� .. I��., i [f[<t...�,ia�a��C't ��r�,�e ( r�;il<„t �,i, 1 I��\Y \ I c� At�t�n�,i...� i�,it�a�<' 1�� ,irt� �� I��r t�< E'��.`� ,, o�� l i<°. 4."s.f`�lff;;!r,�,l t'�)fl4lf,�f�)fl'� �I'�,.;I,�41'41�)�344I �)I" �,,.fl4l4l'41�J„�'744I ��)�J4I�'71�Ifflti.v, e�'14" �v)�I��Iv)^�,4 fflti}, 1�3 �4 � 51f14'v 51y'rfti'fl�[�f�"� rPW"4 51��°9`➢"�,44"4I f9�`1 r�'14�.�, � f14v4 �k�'4"�`➢�?4 PI��-1 �v)J➢4v�'"�:r�lifl s191P1��-sli"�" f91 rv�el4vflfv)fl �j"➢ l�'14" i"�","i"Va'lf`➢9�`1", �v)W" PI�`.'4 �v)�'qfT�1K"91l '➢�� v��`➢J➢4v�'"�sII�91", m'v)fl"��4f914 PI f9'p��-l�'IVi7� `^vail��(,��rrPl^Q�^a�. `^v��lt elt^,Qar�trl>rP��t ^�?�o;i�4 I>�� :dt I�,wt rPl��^el �� ll:��^ a��>�q�l�l��t d�^�d ;ilm��ra�;idt�>,'�;. d��a� I r,'k��tr��q��,wl;i�4�� ,��^��,�1��.„�kw��^;i, w�c^'ti�«^�a�.w, �. ][��°o�°V,�u��°a8 ll�V,�u�uaBp�Vna;an�„ �' I L ill E��t��31�� ll��...`,nl�E�li;i��. ` ` �. ��4,,,,,4��)I'7fi14,,.Ill \' f1�7f11 l�'14 ��E,l'4��)'744„I 1 ��)t)4I,,,,��Iffl'�'��'L 3 �� 3l< C� ",.7.�.J 17C��,ir�i,,i,7�< ,l�,ir��t �,iC�t �,... �r �, 7 7� I I I °�C', ;it�tl ... I ��II�'., rt��l�tl<,�. _. ,<E;:(�r�� ,.7... .£y;irr..r<,�� i<,',.1� err;iC'�,,.;i�� nff<, il<C�C'<,�.;il<t '��i�.�rl;il,;it„< <�<,l<t'.. r;iC�lr;i,�'��C�� } 1�41'41�)Ir441 f7�J,t)4llrlsllfl,,,,,1 4y.\,.t. �. �x;i�;, �� <II tIC;iIIr��,�7e ;i��,<,I IrC��ln,e�lr�� ;(,lir�� tl<�::<I��Ir<tl fl��llrl;i,i��, ,li;ill�,.E��rt�lrl�:..�� rll�i `^,ial�E�li;ilrl<,�.C" ",.7.''...��x;i, �`� �,Il,, l�I"fllffl,,} slfl4l lp]"�)4II14'(f�J,fl,. II"�,, Ulo�aB�t,�:V�up��:a;,9,,,ll'V�u�uaBy;�Vnaao;m, l�'14 I"4SlI"ft'lf�)fl`� ��)I" ��),f)4II'7��IffIS t'�)fll�llf�7,441 ffl l�'11'� �"yll�}!'�I�II'714I...,,,, � l. Permitted Uses and Activities. � .I . ..:r ';ill�� <.< � I 7I ..�1 l�C';i�ta o`^ I 1 7< f�� rt�� <C~[ttrlL<t n�<� �it�t ia�l[;��rlr<�,iC~<,� . ��ve �.� ` �� 7 ' 1 ? u� � i,i �r(< C' , i� < y(�,ir�t �,iC't � '�i.�"�:., r rr� e�� rt� �r r�,it� ��< �� r i i< yn �� 7�I�'71.,C I" �'l() �)�....1�'14 ��)4'�4 �)� �.�i;4lffl�lflt'4 �: e e'14 �`)7Iv)^�,4 ffltil...�'"4 N"i11f114�:�'4I I➢"w4"� °�4f14v 51a'lf'":'flft � rPW"4:��.511Iv)"�' 44�'v f� f91 y'')i11�?7f5191a�,,4" �e4 frv'1 r°r`"1C�.�' ��N"rP[YA'evti,74 a'v�4vEr`". . �,l'�, The planting of any new trees or vegetation. b,�;�. Restoration or enhancement of floodplains, riparian buffers, water related habitats, upland habitats, .... wetlands and streams as required by federal and state standards. €,;,�:y�. The placement of public or private utility facilities such as sewer, storm water, water, electricity, gas, or other utilities as long as ll�ti< tl«lnc�l�<tl ;ic�<;4,,.« c�<�l��s,�<tl l�� 7;�<<��7��,<,�,w �a�14 ��1 d�o;i��...rP ,wt�7,;id�ti�t �:q�lmr:��d �>,w ��r��to��>��r��^��1;i�4��...�,�^��^,tl�ti�� rPa�t;i.�� and when adequately flood proofed. < 4��. Measures to remove or a ate nuisances, ��i< c��, r7�� `,i c, �f� r��,i��< I�rl�,i�� I�r<E�r<�,,,,,,,or any other violation of federal,stateorlocallaw ��,�x�l�i �I�i< � r rc��l��f��l�i< l��r<E�<<�c��f� 1��zr��7�<<��;il `^y<c��E�<�. � <,.,5. Parking lots, subject to the limitations on fill ,i� �,�r<E��f�i<tl,,,,<<� `^y<E�<<,�� ",,7.1 ?. .Iti.?, � and constructed of peivious materials. �,�G�. Parks, open space, recreational uses, trails, walkways and bike paths. � ":, �k�,�, ..`^�.tormwater�lia,.;ilrl��E��ralc��l,l^a�� 1w�e^silvq^��^rwl d�si��rl.�dlQk^��. � ' ;i�� i, .��7 s � . it��. ��t�,tC'na�lfr�t�...'�f C�r�;it t,iA� ft <�,T�ldf<t r�t� l 7< `�.,��'� �f fl�' L, �y . i`' 1,,;,i< t f,ln� �<t ;iC'<;:F,i, ;iC'< C'<;,lr�C'<t L,��., _ . .. . i,,,,,,,,,,,,,,,,,,,,,,,, Routine repair and maintenance of e�sting structures, roadwavs, drivewavs, utilities, and accessorv uses. i�Y��. Agricultural��activitv��permitted��-through °�,i�i��tl<,;,,,,,,1'<c��7�<<�,ffl,,,,,(NWP 40'�,��-Agricultural��-Activities I�nC's,n;it�( `^y<:,a�(<<�t� ff},f ��f�(�'i<:,.( I<;it� �`i;i(<C'.Ae;( ��C';it�� (�'i<C' f,<tl<C';il Ir„<C'�tt�(,. c>a' rPt��'....�>"v'o�^w' ��w'�qtt" r¢.�, a'�^tjai�o'��01>e,,, 1 I �,`�Y � ��a� `^i��^a�l�� 1��f1 d Imi�a�^,��i;irwl 1�> id'ot (`�t rP�a�� 4`� rPlt w,.. k��, 1,,;,,��-0. Any action taken by federal, state, or local officials in an emergency to mitigate an e�sting or potential hazard. 4 � 7�� . �Gas �w llu drillingf �- and �prod cti na�� shall compl�� with � Subchapt�� . p. y I � er . 2 Gas -Well Drilling and Production. .I ` r�. l:.r ;ia�lr�'[,:lr<, ,n ��,<a�l lr� rrttrl;ilrr�tl,, ;i, r�nl..r��<t rt�..:sy<a�lrr�t�..r?,.7.1 Iti.?,.�. }� l I�i< c�< E�� < c�� . (,.n �'<C'l�.:F,it�t �C'ft�..�'�<,;i, r�t�€7�;i, l,7< t f,lnt.,�<t ;iC'<�,,;iC'< C'4�,lr�C'<t lr� �ttft�f�tt,1,.,< <C'r�,�r�t� it�t �rC'r��ttr�l<'� C�<<li;a�r� �tt<t�;t� ��nll��:�<tl �t� `^yr:t�'l<<�t� "�.7...1 . .Iti.;d:.,. ?Gu. Prohibited Uses and Activities: The following prohibited uses and activities are not allowed in �i � l;,,ndeveloped floodplains: II:�� 0 Page: 5 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 5:12:27 PM P&Z recommends deleting the last sentence in accordance with Public comment 40. Number: 2 Author: 113144 Subject: Rectangle Date: 3/7/2018 7:15:05 PM Number: 3 Author: 113144 Subject: Sticky Note Date: 3/6/2018 4:10:54 PM P&Z recommends deleting last part of sentence and relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comment 6. References to the ESA Criteria Manual have been incorporated in Sec. 35.17.7.B.3 Number: 4 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:16:52 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual and revising the language in accordance with Public comments 6 and 47, as follows: The construction of a private driveway, as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensitive Area subject to the Director of Environmental Services approval. Number: 5 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:17:56 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comments 6 and adding a sentence as follows: Culverts and bridges as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensitive Area subject to the Director of Environmental Services approval. Culverts and bridges are exempt from the limitations in fill set in Section 35.17.7.B.3. Number: 6 Author: 113144 Subject: Text Box Date: 3/7/2018 7:34:35 PM II:�� :�I �. l�"�,1t'4 fil4 fIL� �751f141�ff..1�.„,w �'7I"r)t�.f,'�'�fflS? 51,1;451'�, 51f14'��r)I"'�lr)1„�I,74 r)� �ISI�SII"4Ir)Ia,'� V' S1'�14,,,.v„� flm'v)fl�'rPf914 PI rPP'14v a'�➢91��51if14"4'v ��a�a rP^. ��f�� d�o�i.� rPa�:�l��i� � vq�r,��ta a�rrPl^,��:�� Handling or processing areas for the receiving and storage of hazardous waste. Hazardous waste and solid waste landfills. }��;�. Land disturbing activitv not authorized b�� a l.`^,.,,,,,,,, Ac��7��,,,,,,,,Coip ��f� I,,,��,,7<<�<<s„��,,,,,Section 404 Permit or Letter of Permission rP�a��d I�� I�i��,.l�,r�^a�d�>w� rP^, I�rPa.,t �>d�dd�o�.�,wti��r��q��^,wdrPll�� ^��,<<<�� rPa��^rP a�,��,ti�«^��. €�,.,�:y�. Any new structures or additions, including garages and caiports, and storage sheds located within the area mapped as Undeveloped Floodplain. <I �1, Tree and understory vegetation removal, except as allowed by Subsection 35.22.5.�.8(c� ;is�tl :7.7. I'). f.l �.�, .. .. .., ", �;,,. Standards for Fill in Undeveloped Floodplains. � The following are standards for fill in the l aa,�ndeveloped floodplain: �,l'��• Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. }�. ,,, Up to 15% of the floodplain valley storage mav be filled if the stream drains less than one square mile in areapursuanttothisSubchapter, `�ynl��Lti;ilr<<c� I') l�c�;i<<�;�,,��< `^y�;i��t;l;ic�tl�,,r,andfederallaw. €� . Nf�,iticl<<<<��;il 1�11 �, ��<€;<,,;ic�� I�<��tl �I�i< Ir<c��7,�<<<<tl ;i�r��n��, <<,�';i, ;il��<, �li<,.i��ll �7�;i<<,�,s��;il, �7�ia,,� I�< <�I�,�;i<<�<t��. 1� <tl �rl< L3<C�`^ynl��;li;il�l<C� �,'1 17C�;irt�,i�7e<'. ,C'r��tt a'ii.(,lft�f7e ��C"..< �,a�;i�';il[,��t� r�t�l1',lr� l�7< <,,:°,l<t�l ;ill,�� <tl lr�..'�C'<;il< ;l,t� <I<�';iL. . ,. `'yl;ii�tl;it'CI�. c�ly�:�. Excavation to balance fill shall be located on the same parcel as the fill unless it is not reasonable or practicable to do so. In such cases, the excavation shall be located in the same drainage basin and as close as possible to the fill site, so long as the proposed excavation and fill will not increase flood impacts for surrounding properties as determined through hydrologic and hydraulic analysis. e�. Fill and other material imported to the lot shall be limited to the following: ��. Poured concrete and other materials necessary to build permitted structures �>,��w�� d�o�^ �+�t�. ��1,�>�• Agb egate base and paving materials. <<<�:��. Pervious materials as allowed in Subchapter 13��, Site Design Standards. z,c�,e.�l��. Plants and other landscaping mate�al. _ �r�d. Nd rv�a� flfv�t�� ff t��-tiw4m4^,�;i�r4' 744'v�r'�� l'i�^ (��4i"fllfll4��' rrfll�>^ir'�l^, ft� (I�;� ;i>�>��4^��-f�>f" �f14^.�. ,ot"'v ��ti"4;ii11� �t'irr�t ��da�;it�� ;ir'�� ;iw��^;i g;��t;id�^a� 11�ei;i,w �>,w�.,, ,Qli�rPa�c,.. �7��4�^, �1��i�^�� d�ill....�7�;id�^w�r;a�l, �7�i�,�,..l�t �>I�Q��P�,w�^el d��^��q� a�ail�t<<��7, ,;,,r �.�m�rrti'rrlt�>tiw v�t��...1�> 1�7�^ �r:�"�^tiwl ;i�8�<>^a�^al l>..m�w'�^;i"�^ rv��t� �^��^t';ii�^al ^,t14 f��w' Im4 w'�qti""�^al Irrti'aal alt^,"i^a��fr>tt�f7, rra�"1�t'tl�'.,., �,��'��. Adequate drainage shall be provided for the stability of the fill. „�7fr. Ar�� flll ��<,�,E�<,,;ic��,.l��c�<I<��<<<�,,7 ;i I,�,:n�ltl<<��? �Er;itl ,<<<...]r<c� `^,nl�e,�li;ilr<<c~..:I'1 l�c�;i��t:�;is?< `^,�;,4r�tl;ic�tl, ;li;ill I�<,„. ��;�<<tl ,a� f�;�c�;��..1��l�l<,„ f�c��,� I?��r��r�<<��;�II� �,<<��<<<�;< .Ac�<;��..<<� ��c�tl<,,,� <<� c�<tl�,;E�< <I,< <,r,,�l�;�E�< <��1�;�� fll� �� tl,<;�tlj;�E;<<��;�c�<��.l�ll Q�� w�rP�,,��...��l��rP<<��, ��,,,...;� I>„�4<�I�,wQq, �,�Q�� ,d�,;��l..l�� a�r��<I ��,..a��,,��,....�l,rP�,. �'i�4 W"f11fYYK�,'Kv Yv) Y'1"'I'k,''' _ 'P'fl4'fC'yf��1•V11K"91�517I�Fi�r �'yK"91"w4ri��k4 .^�.W"451':�� 4fl `➢N"Kv�'N" �`➢ W"�"K'�'vla'K" ��'1K"�.�I':11�'�51y'r vj� (�'151� �'f'�7 v)fl ��'I� rP4lV51y'K"f��lr 51N"4"517�e�� ' I 1.� ."' < .e �,tl n,<<��'�,;ilrlrC~��I�,t��;il< <�;it��<:, I. .�.II CI[��+�III"�}�Iflf,,,�f `+ ��) �I�Jt)4I'71�Iff'A`+ �I"�)fil '74I"filf��4s,41 �fll la'� l4 ti} „ 'r il'f�f4 `+ `+��1�I }4 I" 4 �'�I�,f� c<,7<l;ilf<�t� ;i, If,C<tl ft� 1�.�4< (�fl�'r�,l G�<t�lr�,1,�', ;�;ilf,;1'< 1''I;it�L.� f�l�.�. f d��. Culverts and Bridges��,� 1 ill f��c�E�nl��<c�r,;ii�tl I�c�itl,7t, ,Li;ill I�< I.<�;Ir< <<� �1,,< i,�ii�iir�ni,� i�<E;<,,;ic�� f��„�c�lrc��lr<,,.c� ii�,�;ill;;in��i�, ;ii�,tl i,�<<< s;ill c�<��ni,�<i,�<i�� . � ..�2 . �„ � ��n�l<<�,tl<<��,n..�� I�<<,.� I`1l c;�:<<�� < �,��tl�ctl�.,��nl��<c,��;��tII�,,�tl�7e<�;�,�< <�,<<„E3� f�c��,,�1,< I<<„<<;�<<<��<<� ,<E<<<�� ,.7.1 .;.li.",. < � . ��ailti�^�rl , ��a� Ir��r�d�7,� � ;d ,i,w4 ��,PQ� a�� ,a4. >w � w�.��^I� �el� ��Q�zd�a�d ��.,. lli� >df�.« t,i� �7�aalm, ,i�d >��la�d I^aaa_,ai,P��d l�� Qdo�, yaal��LirPlm��,,�,, i1141�1 f[>4" PI4""wffy914"PI v}�'..;�Pfl 491$^,if''k4"4"N". `"�l"t"QrPfll m'N"vJ"w�f91$^,� �.�e'151�� ➢4•...PI4""wif7,914".C�.I l`➢ 1v'14�,.. �15191PIrP�7"RI� v)� 1�•aCK" ��G"51f9'1.r�tiyy" �'v41v��m,��'IrP�'"14"G'�,�.'pt" "�,4e'v4i"�"��91`➢ v�`➢r�j�4l�e4sl4' �'I��i:l", v}y"491��-fPI491lf�f�4v, "v) �"^�i:1�� sl v)f�k��"��'14191PIS�°�"4v �vf�f)�� 4'Qsli" �v�)J➢4v "0 f"r�vv)I➢l s191�'" f91m'W"QrPirE f91 l�'14"��-1➢�"➢�"i"�"sl�'�.Y7�� dl�>y�al...?�,tt�7,Lid �,�lt��rPlt��a.�:� "id�,t ��s��g^,��tw�...�,d�,;i�l a��a��,tel��a� <<'�� ll�i�� el��.��7,�� Qd�,t..�^w��l>rPl��l:tl�� ll�irP�� Q4�,�� i��lti��a�l �a��.�14 I�� Irl��a�l��d I,�>e,,, 4v4v}p'��y.. f91 51 "i��"ti4N"�" v�r(➢r)4I 51914�'r 51m'a'�➢iYTi11v)4IrPl4�,..4""�.�?Qa'��"PI `➢°,'QW"��:`➢"�,4. l�i�l �`➢N" m'l•.➢�ti4"N"1� �i:1914v �➢W'v4'vQ*4"w ��'IrP�� v}4 ��4"��1 1v) le�a�tr' �q�t,w��va��ai�7� ;ill��a�^el, I>aa,d �, �.^.�,�r7�l�d d�w��>��q� Qd�o� li��q�tdrP<<<»��w^, <<� ,�a,,.tt��rw (.�)..;iI�J>��,.,. 35.17.8 Riparian Buffer and Water Related Habitat Development Standards� The following uses and activities are c�<,�;�iil;i << tl;a�ll+��a �^e�l�� in the Riparian Buffer and Water Related Habitats and are in P. addition to the restuctions for develo mentin this Subchapter,,,,,,,,, `�rdk^ l��a ��i�a�l>rP��e��a rP��;l �.�d�o�i�4 I>kr��-;Ik^Ir,wk^�it��^:I �>,w Qd��o�r ��s-�>�q�lml�^��.,�el rPl�lml«,.rP<<�� f�� 4��tr�>��q��,wdr��llt� `^v�^��^,��<<ti��^ .�a��,P^, a�^��.,,,,,w. II:�� 0 �. •' i Number: 1 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:19:17 PM P&Z recommends simplifying Sec. 35.17.7.B.3 and relocating all technical information about fill to the ESA Criteria Manual in accordance with Public comments 51, 52, and 53. Proposed Sec. 35.17.7.B.3 reads as follows: a. Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. b. Up to 15% of the floodplain valley storage may be filled if the stream drains less than one square mile. c. In addition to meeting the requirement for fill set above, all fill activities in the Undeveloped floodplain shall comply with the Environmental Sensitive Area Criteria Manual, Subchapter 19 Drainage Standards, and federal law. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:45:47 PM P&Z recommends relocating Sec. 35.17.7.B.4 into the ESA Criteria Manual in accordance with Public comments 6. Number: 3 Author: 113144 Subject: Text Box Date: 3/7/2018 7:35:18 PM .,. ��:�� A. Permitted Uses and Activities. 1 d�o�^ f��ll�>�a <<�gq...�i,��, ;i,we=1 ;i��l�ti�tdi� ,;iw��^ ;a�ll��at�d i�,w 4^'krl^rPw�i:rP,w I'uaid�6��t a� rP��d �`�`� rPlt w� I�� IrPlt�d IirPl>tl;id ,..ri,wel �,d�o;i,1��4 I�c,,,, PI4"�f914s1�4"PI `➢91 "r�v4 m'v)f11�3��4""4"PI s1�3��'"�fa'rPlf'➢ti"'1 v`'➢i" r"f'I'k'iCv)f1i11�911s1�14' �'1�E�91",f"iti4...:�.W"Qsl � p'C�r'ti�i4,�".v. ' - .� I I �7 ., . A I � . ,iE <Hrt�<<�l ��„ �rC�r��,il<r, C�t ,rt <<��tr�,i ��,iC�t'..,irt�<<�r1�6.<,� r��E� ia�,t r��,�7e �ii,:{ ��1 rr}��rl<t 1��....�,iC�t <<��, ��,iC�t �,.�C��,ir ,, -ir:.�,., E�l<;iC�r��,�7e�,.,.11�i;il ��?.iiltl C�t,iill r��tlr,tnC�l�r��.�'e:!��,il�r l�� If}' <<�f�ll�i� siC�tsi,l�iil r�� ?..r��,l;i��E�t, ,li;ill ll;i< IrC��l<,;.E��l��< I�n,if<C�: . _ _ ., _ . . � .... �, , � � �, � �.�tw��^;i�q� Ir�r:�;wl� �>w� a�i:lm;iw�trP,w I�>i�d�f�� w�^�:�� No disturbanceis permittedin delineatedwetlands. � " ]��4I"'� fl4"�1441, �'7�11„lf�l�l\' �)1,,,,\' �7�)�I\,,,,w,,.ffl'�f414 ��41'4 ��)�'74,4I ��)t)4�l'7��Iffl'� fYl�l\' �}4 4Ii'�IIII"�}44�,,,,Ill'7 l�) �„C,�,) ( �)� 3' �.v `^��...dl"fslfl )I... . . . 1�14 II4 I �;}Ill ffl flr), ffl'�lslflt',4 '��751�I ll"14 �'7I"r)141,t lfl'4 �}I1,��4I"V' f4�,1�"I �}4 4I4,',E�I"451'�44I„�}4�r)A' �,J �441 fY1451'�III"C4,� 451E'�"I �.74I�"Lillll44�I�1114I4�IC14711441\1�:�'411711141.'�� ° � �,�"�)4If'�lll"�};IflE�4 [,,,�2 4 f'4 fIl4I" �ffl4 �)� ��'14 4."s.f'�l�,ffl�}e f��7�1f;1f14 ��)I" 1114 �)Il(4I., 44I�Y4 �) \' �Il4I" �}t)4If4'�. 1 I.... .... .... .... .... ,.?,��. Repair, replacement or improvement of utility facilities where,,,,,^.�� ;a��:�� 1�he disturbed portion of the Environmentally Sensitive Area is restored, ,,-��and��, I>-e �� ._,w;idtti��....vegetation I�,� 4, tl ;i ,�„l� ��;i ,� �::,< <, c�� 7��<tl ��, w�� 7��>k.x.��d f�a��>�ra Qd�o� 4�r��r��,w�r��,wdrPl4e,, `��,w ��Qt��r��.�a�� rP��and replacedwith vegetation from the Citv Native P1antList. ��;f;,"��. Additions, alterations, rehabilitation, or replacement of e�sting structures that do not increase the e�shng stiuctural footprintin the Ripa�an Aiea or Water Related Habitat .A��t <Ir��nc�l, � r7�n�� I�,<r, ,<<�c�<tl ,��ka�a rP �a L��a w�e^ �I�iks...kdr�,daiw�l��rkd ImJ>w�QQ�� f� Qd�o�r �ia�a �i Q,...��a ^,Q��a�a:��...usmg nahve ve. �,<tl �,iC~��,i�� c c; getative cover. ti7,�. Stream, wetland, �parian and upland enhancement or restoration projects; ,G;��"��• Agricultural activity, inclucling buildings and structures is permitted outside of the environmentally sensitive areas, unless otherwise permitted through "��,<<<�� t�;l„< 1'<c��7��,�, ffl (N�X'P 40y�,, Agricultural . . a�`^y<E'lf��.. l7<(�<„,;it��`i;il<;�,C'.�a�lr�s';it��'r�l;,?<C'f<t<,';ill3<C'[t��:fL�>w'rrt��n' �>"�7k�p,...�maw'vqtvl��.�� Acttvihes I3nc��n;ir;, �r� ffl f��,� 9, a,��.t�i��rt^el �I,�>4' 1 I �Y-� ��w� �,t��r�1t�>rw dfl.�f �>w� rP^, ;:��I�>�a�^el �tgw 14'0�, �,�v��il><�d'o;ilm�� t��. ;�,,,G�. Routine repair and maintenance of e�sting structures, roadways, driveways, utility facilities, accessoiy uses and other development. �s.: ��c�nE�<<<�� f�c��tl�� ;�� «I<<�<<fl<cl �� i,<:..E�<<�� vi��l��l<<�� 1'i�� ;�� 1��7�;�� l�<� tl«�nc�l�<tl ;�c��;�� ;�c�< c�<�<<�c�<tI � � i -. = <<� �„<<�<<„x.,< <c��z,��,��t�..��c��„��<<: ��,< c�<E::��<c��, ��,< ��<<��„<;��;�w��,<,��<<«�< .�c�<;� �,��<,� ��,��<E� <<� <<,<. ;� ` , �, , � � .�; � l�rrca�l��C'.��f I�t��r��t�rtt<t��,i y<C��r,�<�;il�l�t�,��;i it�,� ,i� ��nl..r��<t rt� �y<a lr��t� ,.7.1 ti. f�.,,. 9,��°��. Measures to remove or abate nuisances, or any other violation of State statute, administrative rule, or Citv Code of Ordinances. l,,,f 1��. Anv action taken bv the City in an emergency to mitigate an e�sting or potential hazard. 1,,,,,1„��. Gas well di7lling and production within ripa�an buffers and water related habitats shall comply with Subchapter 35.22 Gas Well Drilling and Production. B. Prohibited Uses and Activities: The following uses and activities are not allowed in Riparian Buffers and Water Related Habitats: 1. Land disturbing activitv not authorized bv a l `�, .A,,,s��7��,Coip ��f� I�ra�7�<<�<< c��,,,,,Section 404 Permit of Letter o�rmission rP��d I�� I�i�� d7tr�^a�d��a •P^, Im;iw�� >f��l�i�^ ��,.� w��^ti�«^�a. 3 l�`�51,E'4 fil4 f1l„ �751f14I�ff1�7�,�,,,1'7I"�)E'4 C'�ff1�7�„ t)I" '�l�)I"'r1�74 �)� �'Id.�51I"4I�)Il�V';I'�14��fl�'`➢f11rP�1�91441 rP914"��'v)f1lrPff�'IK"4"�� ;i��^;i, ��f�1��o;i.�rPa�el��aa^, �7�;id��.,,�;il^, LirP��dlr,wg^, rPa��rP^, f��a� �d�ot a�ta��^t'ti��,wg^, rP��d ,l�>w�rPg^,��f�LirP.��a�el��i�,��;i,d��,,,. 3. Any structures, including storage sheds, garages and caiports, located witivn the area mapped as Riparian Buffer and Water Related Habitats. ` ` �. , � . • y<I�l[a� (sit�.c ,<I�r([a�..(sit�, t C'�[t� f[< t �, ,it�t ��.'i<C' f��C'r�t, ��f ��t:: ,[(< �� ,i.�r(<�� si(<�.(C'<si(rtt<,t�l.,. 35.17.9 Upland Habitat Development Standards� The following uses and activities are c��nl;i<<t,l,�i�l�>�a�e�l�� in the Upland Habitat and are in addition to the restrictions for developmentwithin this Subchapter. `^vt�� d��d+ia��l,>rP�� ^.d�o;i�4 I>�^ ��d� It,w�;id��el �>,w Qd�o��^ ^��>�q�lml��d�^e�l�� ;a�)�I^�ra�rPlt�>rw d��>w�l r�'wti�tr��r��trwl;i�d�' �t��,�l��,..kw�t^;i, s�^t^ti�t�^�a�.,. A. Permitted Uses and Activities. 1�'14" �`➢��1,`➢"�,4 ifl$^, �It3"w4"� 51914�v-51m'1f`.'flf�� 51N"�" rP��r➢'0 �"4v f9"p�� '"�5191P'� 1�rP�➢il5]:�{ � 5191PI 'wl�"IrP�� ➢4" 4�'r4"�ffl4"5114�r,�Pl `➢91 1�'I� a'�➢i11�?��.E1y"P�� ;il�l^�ra�rP�t�>rw d`��a� 6 rwti�tr��r7�trwl;i�d�n�' `^v�^��,�1[�'ti�^.kw�t^rP��. 4^'k�^��t^w,�.;, II:�� "'� 0 Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:40:07 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 2 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:46:25 PM P&Z recommends adding the word surface to be consistent with definition of surface water body recommended by P&Z, in accordance with Public comment 24. Number: 3 Author: 113144 Subject: Sticky Note Date: 3/7/2018 7:20:48 PM P&Z recommends clarifying that removal of vegetation for the purpose of removing drainage blockages is allowed as per Sec. 35.19.4.E.2, in accordance with Public comment 47. A new entry was added to the prohibited uses as follows: Tree and understory vegetation removal, except as allowed by Subsection 35.19.4.E.2. Number: 4 Author: 113144 Subject: Text Box Date: 3/7/2018 7:35:53 PM � .� II:�� .� l. I. ��-Residential development shall be designed to retain a contiguous fifty percent (50%� tree P�� . . p . �. . x ��;ilr��. ��f� nl?..I;i��tl 1:�.;il�rl;i�. cano w c s rema�n re orrnnan m its natur state. 1 c c� c c,,,,, i,� ;i, ��a ;it s;ie,„,<<�l IrC;, I �<, ��C� ,��;iC�r�<I�, r, ,1�.��s?I� ��lr�r,�� . �,tir�ii, L..!� r�C'<!..hl<t �< r� 3< C'1�.. <t�a�r�np,'� o � � �i , t t I.,.. 2• ...Non-residentialdevelopment�li;il,�.l�< tl<�„<<��<tl �,�� c�<<;i�,�,� �li�c��::.lr<c�E�<ra� '",fl o�c�<<: €:;i�� li�E�li ,1i;ill C�<�tx,��i<<� IrC�<t,l��t�<<�;i�'�,ll�� <<� �1�,��;ilnC�;il,.`�l;il<. 1'C�<,<C'.:}�;il<<��...��f� nlrl,;i��tl li,��il��l;i�., I I �<<. ��c�.l�;�c�E�<I�, r�. �.1��7�1�� e'r�t�lf€'�,.I�r�ii, 1�..`� fr�C'<..yl<tl ;iC;<<,i, r�ra itl �,iE.:<t�l j3�.r�3<C'l.. e��E��np,;,;i,�7e<tl. �q�rP�� a�t��'��>��t ;i,w.,�� >w�rPl4 ��>d�dd�ot 6:.�^I;i,wel Ii�rPl�tlrPt. ��,��.. Selective pruning E��tlnE,„,<< tl I�� c� n��t;l,< c� �li<....`�nlr< c��.d`�<<�� ?.l� ;i�� N��M:<< c��;i<<<��;il `^,��,E�<< <�� .�,;.. :,Ac�l��c��€;nl�nc�<:...;M`^y.A,,.€�<c�<<f<<;,.tl ;ic�l��s�«� I��PQli�;i�tfz��^el rP��dl�,«��^��e4...�a��^^,+i��,�Qq,��>,,..isallowedtoremove up to one-quarter of the canopy for the puiposes of a trees health. ��. ��a�a,.�,��a��,wQq....��f��d��l`>Im�7��,��;.< <<� Q4��,� ;iw��^�r:�, �,d�o;i�l...l>�^ i�<<1�.t.��el �,�;..�q�t,w��qxt.��^ <<7�I��.,;a�Q Q,;...td�o� ,w;id��ia�;al �"flti'iC`➢f1�114"f11. ��vl^w14"W"fflti��'�"�e'151�� v}4�p PI4""wif7,91�P1 1`➢ i11�4�f911rPf91 r4��-y�v)f11if7,I➢�@➢41^w vv)W"tr"�l4Pl rPW"4.".tA�:^ �r��. .�.¢7,5�"Vm'I➢�II➢N"S�P:� 51a'lf`.'il�h'", f91a'�41P'�fflf7, �➢41f��P1f91$^,� 51P'IPI ^w1N"41m,��.141N"�""� f"y..�?QW"f11f1C44v `➢411"�r�i4v4" v)� l"e'14"4"91tifP�"v)f1i114"91l`il�l4'� �,� ��,�Qt��.,, rPa��^rP,,....ai�� „��QLi�^a�� t�� I��^w��qxt�d�^el Qd�o�� >ai<qli +m;�;4`� 1' dfh�; .k�7,w�ta��i��ldaia�;i� :��`x��<<ti�tdt� ��..��a� rP��t�....,>Qd�o� w� I��a��7�t�t �P^, a�t^��ai�trt^el I��' 1��1 �Y� ��r �,�^��lt�»"w dfl f,��.,,;i^, rPll��^el trw ll.��ir, `�vi�l��l�irPl^ltw,r,. � r�<t�l ��C�,C;<,l��C�;il�e�t� IrC��<t,E'l,;i,;i�3IrC��<tl..l��' ll'i< l,��r<a�l��C:.��f�l�t��'�, �l;il `^y<C��''<�.�. .... 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' ., . ImW"`➢Imt W"t�f�"", fL7�I��Pa'1�"�d I>e�,.;lrw I rwti'�to"`➢rwf7�t�"wl;l�d�' `�t�;��w �flf�'t �W"t;l�;�� . 35.17.1 �� Alternative Environmentally Sensitive Area Plans� . . /�:, /��a�au�uosa Il q,�uav �:�. II:: a�G�� 0 �V � Number: 1 Author: 113144 Subject: Sticky Note Date: 3/6/2018 7:57:15 PM P&Z recommends clarifying that septic tank and associated equipment is only prohibited in areas destined for preservation, in accordance with Public comment 57. The sentence was revised as follows: 1. Septic tanks, septic tank drain fields, and other forms of on-site wastewater treatment are prohibited in areas set aside for required preservation. ;;;;:. Number: 2 Author: 113144 Subject: Text Box Date: 3/7/2018 7:36:34 PM II:�� $ lli< .`�I�<rii;i�n�< I ii��iu7�<ip;�;ill�� `�<4;;i�,i�i��< .,`�r<;i 1'I;�;�i ��rr��i�;l<�, �li<!...��S�rli��ii....�� ;i<I�.le;<�,�, �li<....<<,,7nl;i��E�ii�, �lir��n,,71i ;��. Ml<�,il�.�< <.li�,rr<ti��ii;ic��.}�rr��<�,�,..n(ili,ui, �li< A`�?.iiur7 .Ar7�<ii�.li7�<,,ii� 1'r��,„.<tlnr< <�,;i,�i(liii<<.I i,�,i `�nl��l,?;is�rl<r ;?..7.`�,.f:�,. II;��,, �;upR�;;upnw 4�wu 1��vu�wo',,.�w,l� 11i,< ,,7��;i1�, ,aii�.l ��I�j<.f��i��<�, ��,;:'liirli i7�i;,;i�,� I�< i7��<Ib ;iii�.l I�� liirl,i �li< ��rr��r��„il ��:::ill I�< In�wl��<tl ;ic�<;�.�.. f. �1i�i.7�;i�i��ii.7��;il�„ir< <�I�I;iui<t�ll��rr<;�::�ui7e <�,��r;iii�.lui�;�, ;iii�.l-��z u7��rr��c-iii.7<ii��is��iu7�<i�tit;ill��,<rti�,i�i��< ;iz�<;is � '% '�� `�:, lx. ' �,,, � .. x t'1 , t`f _. �1i�i,�i�i��ii ;�;il�„ir< <,� �I;iui< I I�� S�rr< `<r��ure <�,ii��ir��iur�<ii�;ill��,�<ii�,i�i��, ic< i�„i;l��< �li� i7�uiu7.�]ii7� r< i�ir<i7�<ii...n,. f� :' `x `� I`' �"� `x.,. °� Srr� n(„ �, r r�ii�rr�l�, �,iii�.l-r�r u7��'rl<i7�,<ii�ur7e �7�.<`xK �iMM<r<iit ��r< <�1, I \ aii�,�;illui� � II ��ii Srr<�°,<ii�i �ii f.. .n.., . c�, i,Fii�e< �<,I��<<ii , .. ... i7�,iii�,.e<i7�<iit rr;ir�irc.�,r�r;iii� r��li<r;t�.�.. z� ti, ��," . {u7�<ii� I�<ui.'�. ' ..�' r r�r�;ir�7,<�, i�i;ii ..< nli uti..i�i< u7��r��<i7�<,�,ii r�N i�i<� <ii��irrr„ i i 7� s�r �I,t' �< t,I,.�. ��. .Ar<;4.`, rii�i�<r<'rxl ;i�, i7�i��h�r';i�iriii ;4.�"< liii�.<„il �ri <',d.r,�ui;� ��. S'�I;iiui<y,l ri��r� ii..h,��r;ir< ri.d" rriii�,<�,��<tl ;ir<:.fi�� r� ��rFri��i�.l< ;ir;�� n��<r� ��r�i�... S'r;ir< �,�.,,�<i7x.�, 4' �' �,� `� � 4: X.d ,� %�rF;<�,�, ;iii�.� niili.,;iL,��iii rii i.�,i< <ii��iq„f �,ill�' �,<ii`i:iii��< ;ir<,.%i�, �� f. l�<�� r, ri7�<i�.� i�, irr;i�r< M, i7�;i°,u7 ur . ,iu7�<iiL: F�it i, ei ti�. 7. Ar<;i; I � I I' .% sriii<r<<�I;i�,i7�iit„7�;iiiriii;i„s<�'r;if'<,;.'rl<ii�i<<,...ui;ilril,,..�irlri(�,..i�i;iiuireirnrir;ii<�'.�,i r�ri7�iii<iiir��ii�,<r��;it;arii�� <' ., `, , �, I ,7�; I � � � �<ri7� f ��ii�,<r��;iti��ii ��M��;ii�.�l , ��,i7� �� i�l�� M��r �li< I��ii 5�<ii� r< �rir�i��< r��<iisiri��, ��r :��ir i��li,�,�r I<� il C7�<r isiii.. ,�<,<i' . .. ... .. .. � ` � irl�ui,7� ;�., z�nr�i��ii.:��i�liui �l;i<;!,. ir<-,i�,;.. �nf� i..<,7��,i i7�<�fu� i�,iiii�,i7,x, �, i;i ir7�i� �,iii��.: n�nr< �ii�. �. i�,�,i f��i��i�� r f��,ii�,�.� <ii��i�: . <, ii�.l I�< I�,aii�.lur<7 n,s�r��ii ;ill,...�,nrr<�,�,��, ;iii�.l.€i ,i.7ri�, ��M��lic:,, ��niu7�<ii�,�,i �'�,<ii�i�i��< ir<:,i�,-iii�. i�,i riii'�4��i�i�'��< <,iii�. �., .e � F�nrreii� r,��iiez. �,. lli< ,.;AI�<rii;i(,��< I ii��r��iu7�<i;„�;ill�� °�<,�i�,i�i��< .�r<;i 1'I;i,�i �,li;ill �.;�<i7��ii�,t,��;i�< �Ii;i,;C� �li< <.I<;�,�<I��S�r�r',��x �,il�<rii,,�,�i��< ��r��.]�r��,�,i��. r<�,n1;��, ui ;i li�,,,71i E�n;ili.�� .I<��<,��S�ri7�<iit„i7�<<�urr �li< uit,<ii� ��M��li< �,�;iii�.l�r�.l�, ui ��,i< l�<iitF�ii l�<��cl��s�ri7�<ip� ��.I<,;,,,, �,,;,., llaub"�w,usrornwRp�wa,u, d�a°d u�n�ua,�a:9 r <, r<E�iiir<„tl ��ii �I�,. % �, ti, �ti, ��. NiiM�nri..��,i�i��ii �,iM < il�<rii,�;,(i��< <iic:,ir��iu7�<{,;i�;ill�� ,<ri�,i�i��< i,x<,i S�rl�,ii,:;i rli<r[.I�, � i7�n�,�;...1�< S�rr��::i�.l<<.I. .i,�.l�.li�i��ii,�,� r �m<i7t<t '��iiu�'r�'rrri�'rr��< <,iii�. ri<r<�,�,�,i�,,,��' �ri I'rr��.f'<�,�, �li<...�,i�'r��rl�r,,i��riii i7t�,i�',�,il�,ri I�<rc..r<E�n�r<��.�. uiinri �siiiriii �. 1 lit .,.��IV� ri,;i��i-r;� I yi4a�r�>i,i7�� y'��roll�� `��:rsi^�i��'4�r:�i, ��wr��>��i�.d� ^�-li��. ,>��li�>i�p... V�> ro�I�.dAr� 4^�-li�,,.. r�^,7,ailroV:i��yi 4 Vlia.^�-rrr�li r�� M?t^:�id��71t :li^�t�;��yi;iw��....��wr�-ra�t^^�+(il�.� iy��,7, Vlit^ ,^�r�miyi,7, :��,.r-�-r�r�-��1�'-t��-r�rt :li�rt� ,��i�r�-r;�el��ai, `^i�d�as��-r�r��H�,=�� `� ��-li;�. .��li�rr',;i��;�,.ai4��r�miN�.�yi�rol4��..�4��^i,^�iVi�� .��r�;i �1�4royi ^�liro�l�4 .l�^i7��>P'�i^�i�r��-�l,iroV ��-e� ��:1�^��4��,�,��4 rolV�a.�i,roVi4�� ,:�r,>��>4r��;�4i�IV^�ayi r�� 1i�,7,�-r��3i�;i�+=�� ^4`>��a�r�-i7��t��rrr;�-�-li;r u,V� yi� �+I-r��4V,r:�i,:lror:l s...iyi �li�^ d��^yi��-�� 4��,,wx�-�-��,,.,�. (Amended Ord. No. 2004-059, 03/02/2004) (Amended Ord. No. 2005-366, 12/06/2005) II:�� Z❑ Number: 1 Author: 113144 Subject: Text Box Date: 3/7/2018 7:37:16 PM II:�� Subchapter 17 — Environmentally Sensitive Areas (ESAs) Sections: 35.17.1 35.17.2 35.17.3 35.17.4 35.17.5 35.17.6 35.17.7 35.17.8 35.17.9 35.17.10 35.17.11 35.17.1 Purpose Application Environmentally Sensitive Areas Criteria Manual Environmentally Sensifive Area Compliance Review. Definitions Official Map Floodplain Development Standards Riparian Buffer and Water Related Habitat Development Standards Upland Habitat Development Standards Clustering Standards Alternafive Environmentally Sensifive Area Plans Purpose This Subchapter is adopted for the following purposes: A. Manage and protect envisonmentally sensitive areas within the City. B. Protect the natural and ecological resources that are essenfial elements of the City's health and community character and which provide irreplaceable plant and wildlife habitat; C. Establish a development framework for the City that is respecfive of private property rights, while encouraging them to be used responsibly for the benefit of the entise community; D. Preserve and enhance the City's distincfive community character and quality of life by ensuring that its natural and built envisonments are consistent with the communit�r vision and values embodied in The Denton Plan. E. Establish regulafions that conform to the requirements of the state and federal government regarding ais quality, water quality and envisonmental protecfion. F. This Subchapter is adopted pursuant to authority vested under the City's charter, and Texas Local Government Code, Chapters 211, 212, and 551. 35.17.2 Application A. The standards of this Subchapter shall apply to all land and all development within the corporate limits of the City, except as otherwise specifically provided for in this Subchapter. B. The floodplain standards of this Subchapter shall apply to all land and all development within the extraterritorial jurisdicfion (ETJ� of the City. C. The type of regulafion applicable to the land depends upon the classificafion in which the land is placed, as provided in this Chapter. If those regulafions conflict with other regulafions of this Subchapter, the more stringent of the ttivo regulafions shall apply. 35.17.3 Envrronmentally Sensitive Areas Criteria Manual In addifion to meefing the requirements expressly established in this Subchapter, all envisonmentally sensifive areas shall comply with the Environmentally Sensifive Areas Criteria Manual. Where there is conflict bettiveen a provision set forth in this Subchapter and a provision of the Environmentally Sensifive Areas Criteria Manual, the provisions of this Subchapter shall apply. 35.17.4 Envrronmentally Sensitive Areas Compliance Revrew A. Review Required Environmentally Sensifive Area compliance review for residenfial and non-residenfial development must be performed as part of a final plat applicafions and site plan applicafions, respecfively. Protecfive fencing shall clearly mark and delineate all ESAs to be protected and preserved for the durafion of the land disturbing acfivifies on the property. An Environmentally Sensifive Area review is requised for all development except for the following: 1. Property that does not contain any Environmentally Sensirive Areas as depicted on the City's Environmentally Sensifive Areas Map. 2. Grading, filling, cutting or other earth-moving acfivity on any lot involving less than 25 cubic yards for residenfial projects or 50 cubic yards for non-residenfial projects; 3. Activifies such as ordinary maintenance and landscaping operafions, individual home gardens, repairs, and additions or minor modifications of a single-family dwelling, except as prohibited by the Development Code. 4. The applicant can demonstrate tl�sough an Environmentally Sensifive Area field assessment applicafion the subject property contains no Envisonmentally Sensifive Areas or theis locafion is not as depicted on the ESA map. B. Infarmation Required Information as requised on the final plat and site plan checklists must be provided. Addifional informafion deemed appropriate and necessary to process the application may also be required. C. Criteria for Approval The requisements of an Envisonmentally Sensifive Areas review shall be deemed met when the Applicant demonstrates: 1. The land development acfivity complies with the requisements of this Subchapter for floodplains, Riparian Buffers, Water Related Habitat, and Upland Habitat and all other federal, state or local laws as part of the final plat or site plan. 2. The land disturbing acfivity will not cause damage to Envisonmentally Sensifive Areas adjacent to the areas to be disturbed. 3. The land disturbing acfivity complies with the requirements of Subchapter 18. 4. A weiland delineafion by a trained scienfist has been performed if encroachments into jurisdictional weflands are proposed, and a Section 404 Nafionwide Permit or a Letter of Permission from the U.S. Army Corps of Engineers has been obtained. 5. An alternafive Environmentally Sensifive Area plan has been approved for the subject development. D. Expiration The Environmentally Sensifive Area review shall expire when the final plat for residenfial development approval expires, or when the site plan approval for a non-residenfial development expises. E. Credit Any Envisonmentally Sensifive Area that is preserved may be used towards meefing: 1. Landscape and Tree Canopy requisements contained in Subchapter 13 a. One square foot of tree canopy will be given for every square foot of preserved ESA tree canopy (1:1�. b. Two square feet of landscape credits will be given for every square foot of preserved ESA tree canopy (2:1). c. One square foot of landscape credits will be given for every square foot of non-wooded preserved ESA (1:1) 2. Parkland dedicafion in accordance with the Parkland Dedication Ordinance 3. Drainage standards in accordance with Subchapter 19. 35.17.5 Definitions The following are used to define the classificafions of Envisonmentally Sensifive Areas comprising the Environmentally Sensifive Areas Map and other related terms used tl�soughout this Subchapter: A. Developed Floodplain Area within the FEMA 1% Annual Chance Floodplain (a.k.a. 100-year floodplain� for which the natural stream has been redesigned and no longer exhibits characteristics of a natzzral channel and�or its floodplain has been significanfly modified, graded, filled, or otherwise disturbed. B. Nuisance Physical or environmental condifions resulfing in regular and�or confinuous problems affecfing the health, safety, and quality of life of cifizens. C. Riparian Buffer Areas within 100 feet, measured from both sides of the stream centerline, with drainage areas greater than one square mile, and 50 feet from both sides of any streams centerline that drain areas of one square mile or less. This also applies to the outer edges of surface water bodies. D. Stream Linear geographic feature that conveys flowing waters. Headwater sireams are the uppermost, low-order sireams of a watershed and comprise the majority of sireams in the United States, both in terms of number and length. Streams can be perennial, intermittent or ephemeral. E. Surface Water Body Term to include streams, ponds, lakes, and freshwater weflands. F. Undeveloped Floodplain Areas within the FEMA 1% Annual Chance Floodplain (a.k.a. 100-year floodplain�, that are undeveloped and in theis natural state. G. Upland Habitat Contiguous areas ten acres or larger of Cross Timbers habitat. H. Valley Storage Water storage capacity of a stream and is a volume that is measured below the base flood elevafion. I. Water Related Habitat Areas designated as weflands, and trees and understory vegetafion containing 50 percent or more of predominately nafive bottomland hardwood. Bottomland hardwoods occur on the fisst terrace of floodplains and flats along channels. Periodic inundafion prevents establishment of upland species and maintains the fiznctioning of this type of vegetation. J. Wetland Area that is inundated or saturated by surface or ground water at a frequency and durafion sufficient to support, and that under normal circumstances do support, a prevalence of vegetafion typically adapted for life in saturated soil condifions. Weilands generally include swamps, marshes, bogs, and similar areas. Includes adjacent and isolated weilands. 35.17.6 Official Map A. Environmentally Sensitive Areas Map The official map that idenfifies areas designated as Envisonmentally Sensifive Areas (ESAs�. B. Environmentally Sensitive Areas Map Amendments 1. The map may be updated administrafively when an ESA field assessment is conducted for a property and approved by the Director of Development Services. 2. Revisions and amendments to FEMA 1% Annual Chance Floodplain maps shall cause the boundaries of Floodplain ESAs to be readjusted accordingly. 3. Substanfial amendments of the map shall follow the Zoning Amendment Procedure detailed in Subchapter 3. Substanfial amendment is defined as changes impacfing the whole city, excepfing changes caused by the publicafion of new flood insurance rate maps (FIRMs� by FEMA. C. Environmentally Sensitive Areas Field Assessments. Field assessments are required prior to platting of property when there is reasonable evidence that Envisonmentally Sensifive Areas, as depicted on the official ESA Map, may not be accurate. ESA field assessments, as approved by the Disector of Development Services, shall supersede the official ESA Map in determining what areas are subject to the requisements of this Subchapter as applied to a proposed development. 1. Information Required; Information as requised on the Envisonmentally Sensifive Area Assessment applicafion and checklist must be provided. Additional informafion deemed appropriate and necessary to process the applicafion may be required. 2. Expirafion; An Environmentally Sensifive Areas field assessment shall expire after ttivo years of its approval, or if the natural condifions of the ESA have been significanfly altered. 3. Appeals; Appeals to staff determinations shall follow the Staff Review Procedure detailed in Secfion 35.3.7. D. Text Applicability The text of this Subchapter, including definirions, describes and regulates the protected ESAs shown on the City's Environmentally Sensifive Areas Map as a reference. 35.17.7 Floodplain Development Standards Upon field verificafion areas designated as FEMA 1% Annual Chance Floodplain would be classified according to the exisfing condifions as Developed or Undeveloped floodplains. A. Developed Floodplain 1. Development within the Developed Floodplains shall comply with Subchapter 35.19 Drainage Standards. 2. Secfion 35.17.8 applies when Riparian buffers and Water-related habitats are nested, parfially or wholly, inside Developed floodplain ESAs. 3. Gas well drilling and producfion within developed floodplains shall comply with Subchapter 35.22 (Gas Well Drilling and Producfion�. B. Undeveloped Floodplain The following uses and acfivifies are regulated in the Undeveloped Floodplain. 1. Permitted Uses and Activities The following permitted uses and acfivifies are allowed if in compliance with the Subchapter 19 Drainage Standards and Chapter 30 of the Code of Ordinances: a. The planfing of any new trees or vegetafion. b. Restorafion or enhancement of floodplains, riparian buffers, water related habitats, upland habitats, weflands and streams as required by federal and state standards. c. The placement of public or private utility facilifies such as sewer, storm water, water, electricity, gas, or other utilifies as long as the disturbed area is restored to minimized erosion and promote the recovery of the Environmentally Sensifive Areas, and when adequately flood proofed. d. Measures to remove or abate nuisances, the removal of invasive plant species, or any other violafion of federal, state or local law, with the approval of the Disector of Environmental Services. e. Parking lots, subject to the limitations on fill as specified in Secfion 35.17.7.B.3 and constnzcted of pervious materials. f. Parks, open space, recreational uses, trails, walkways and bike paths. g. Storm water quality controls. h. Constnzcfion of roadways identified on the Mobility Plan as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area subject to the Director of Envisonmental Services approval. i. Routine repair and maintenance of exisfing structures, roadways, driveways, utilifies, and accessory uses. j. Agricultural acfivity permitted tl�sough Nafionwide Permit 40 (NWP 40�, Agricultural Acfivifies pursuant Secfion 404 of the Clean Water Act or any other federal permits. k. Any action taken by federal, state, or local officials in an emergency to mifigate an exisfing or potenfial hazard. 1. The constnzcfion of a private driveway, as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Envisonmentally Sensifive Area subject to the Disector of Envisonmental Services approval. m. Gas well drilling and producfion shall comply with Subchapter 35.22 Gas Well Drilling and Producfion. n. Fill acfivifies subject to limitafions as outlined in Secfion 35.17.7.B.3. o. Culverts and bridges as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area subject to the Director of Environmental Services approval. Culverts and bridges are exempt from the limitafions in fill set in Secfion 35.17.7.B.3. 2. Prohibited Uses and Activities The following prohibited uses and acfivifies are not allowed in Undeveloped Floodplains: a. Placement, handling, processing areas, and�or storage of hazardous waste. Hazardous waste and solid waste landfills. b. Land disturbing acfivity not authorized by a U.S. Army Corps of Engineers Secfion 404 Permit or Letter of Permission. c. Any new structures or addifions, including garages and carports, and storage sheds located within the area mapped as Undeveloped Floodplain. d. Tree and understory vegetafion removal, except as allowed by Subsecfion 35.22.9 and 35.19.4.E.2. e. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment. 3. Standards far Fill in Undeveloped Floodplains The following are standards for fill in the Undeveloped floodplain: a. Filling of any floodplain of a stream that drains more than one square mile is prohibited unless the fill on any lot is less than 50 cubic yards or 300 cubic feet per acre, whichever is greater. b. Up to 15% of the floodplain valley storage may be filled if the stream drains less than one square mile. c. In addifion to meefing the requirement for fill set above, all fill acfivifies in the Undeveloped floodplain shall comply with the Environmental Sensifive Area Criteria Manual, Subchapter 19 Drainage Standards, and federal law. 35.17.8 Riparian Buffer and Water Related Habitat Development Standards The following uses and acfivifies are regulated in the Riparian Buffers and Water Related Habitats and are in addifion to the regulafions for development in this Subchapter, A. Permitted Uses and Activities 1. Placement of private residenfial yard amenifies, including but not limited to: gardens, yards, trails, and clearings, that would result in distzzrbing up to 10% of the area, but in no instance shall the protecfive buffer width be decreased below 25 feet measured each direcfion from the centerline of the existing channel or the outer edge of surface water bodies. No disturbance is permitted in delineated weflands. 2. Riparian buffers nested, parfially or wholly, inside Developed floodplains may be disturbed up to 10% of the area but in no instance shall the protecfive buffer width be decreased below 25 feet measured each direcfion from the centerline of the existing channel or the outer edge of surface water bodies. No disturbance is permitted in delineated weflands. 3. Repair, replacement or improvement of public utility facilifies where the disturbed portion of the Environmentally Sensifive Area is restored, and vegetafion listed as invasive is removed and replaced with vegetafion from the City Nafive Plant List. 4. Additions, alterafions, rehabilitafion, or replacement of exisfing structures that do not increase the exisfing structural footprint in the Riparian Buffer or Water Related Habitat Any disturbed areas must be restored using native vegetafive cover. 5. Stream, wefland, riparian and upland enhancement or restorafion projects; 6. Agricultural acfivity, including buildings and structures is permitted outside of the Envisonmentally Sensifive Areas, unless otherwise permitted tl�sough Nafionwide Permit 40 (NWP 40�, Agricultural Acfivifies pursuant Secfion 404 of the Clean Water Act or any other federal permit. 7. Routine repair and maintenance of exisfing structures, roadways, driveways, utility facilifies, accessory uses and other development. 8. Constnzcfion of roadways identified on the city Mobility Plan as long as the disturbed areas are restored to minimize erosion and promote the recovery of the Environmentally Sensifive Area and subject to the Director of Envisonmental Services approval, and as outlined in Secfion 35.17.7.B.4. 9. Measures to remove or abate nuisances, or any other violafion of State statute, administrafive rule, or City Code of Ordinances. 10. Any action taken by the City in an emergency to mifigate an exisfing or potential hazard. 11. Gas well drilling and producfion within riparian buffers and water related habitats shall comply with Subchapter 35.22 Gas Well Drilling and Production. B. Prohibited Uses and Activities The following uses and acfivifies are not allowed in Riparian Buffers and Water Related Habitats: 1. Land disturbing acfivity not authorized by a US Army Corps of Engineers Secfion 404 Permit Letter of Permission. 2. Tree and understory vegetafion removal, except as allowed by Subsecfion 35.19.4.E.2. 3. Placement, handling, processing, or storage of hazardous waste. 4. Any stnzctures, including storage sheds, garages and carports. 5. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment. 35.17.9 Upland Habitat Development Standards The following uses and acfivifies are regulated in the Upland Habitat and are in addifion to the restrictions for development within this Subchapter. A. Permitted Uses and Activities 1. Residenfial development shall be designed to retain a configuous fifty percent (50%� tree canopy, which shall remain predominanily in its natzzral state. Preservafion of upland habitat configuous to forested areas on adjacent properfies or parcels is strongly encouraged. 2. Non-residenfial development shall be designed to retain thirty percent (30%� tree canopy which shall remain predominanfly in its natural state. Preservafion of upland habitat configuous to forested areas on adjacent properfies or parcels is strongly encouraged. 3. Selecfive pruning conducted by or under the supervision of an Internafional Society of Arboriculture (ISA� cerfified arborist is allowed to remove up to one-quarter of the canopy for the purposes of a trees health. 4. Enhancement or restorafion projects as approved by the Director of Envisonmental Services. B. Prohibited Uses and Activities 1. Septic tanks, sepfic tank drain fields, and other forms of on-site wastewater treatment are prohibited in areas set aside for requised preservafion. 35.17.10 ClusteringDesign Standards Clustering of development shall be utilized to minimize impact to the natural environment Clustering shall be designed to maintain a configuous forested area. 35.17.11 Alternative Envrronmentally Sensitive Area Plans A. Approval Process The Alternafive Environmentally Sensifive Area Plan provides the option to address the regulafions tl�sough a flexible discrefionary process utilizing the Zoning Amendment Procedure ouilined in Subchapter 35.3.4. B. Criteria for Approval The goals and objectives which must be met, and by which the proposal will be judged are: 1. Mifigafion goals are obtained by creafing, expanding, and�or improving environmentally sensifive areas. 2. Mifigafion goals are obtained by preserving environmentally sensifive areas above the minimum requirements, exchanges bettiveen different types of ESAs, installing pollufion prevenfion controls, and�or implemenfing best management pracfices or any other approaches that result in the improvement of the environment being impacted. 3. Areas offered as mifigafion are linked to exisfing or planned open space or conserved areas to provide an overall open space system. 4. Development is arranged for maximizing access and ufilizafion of the envisonmentally sensitive areas by cihzens. 5. Areas offered as mifigafion are placed either in a lot or lots that incorporate a permanent conservafion easement, restricfive covenants, or such other legal mechanism to allow for the long term conservafion of said areas. Such legal mechanism shall limit any future land disturbing acfivity or construcfion within the envisonmentally sensifive areas and shall nzn with the land and be binding upon all successors and assigns of the current owner. 6. The Alternafive Environmentally Sensifive Area Plan shall demonstrate that the developer's alternahve proposal results in a high quality development meefing the intent of the standards in the Denton Development Code. C. Infarmation Required Information as requised on the alternafive environmentally sensifive areas plan checklist must be provided. Addifional informafion deemed appropriate and necessary to process the applicafion may also be requised. (Amended Ord. No. 2004-059, 03/02/2004) (Amended Ord. No. 2005-366, 12/06/2005) (Amended Ord. 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McKinney Street, Denton, Texas at which time the following items were considered: PRESENT: Chair Jim Strange, Commissioners: Alfredo Sanchez, Larry Beck, Andrew Rozell, Margie Ellis, and Steve Sullivan. ABSENT: Commissioner Tim Smith. STAFF: Athenia Green, Deborah Viera, Robert Makowski, Hayley Zagurski, Scott McDonald, Shandrian Jarvis, Cindy Jackson, Ron Menguita, Richard Cannone, and Victor Flores. �C�T�I� SESSIC�N Chair Strange called the Work Session to order at 5:01 p.m. l. �larifica�ic�i1 c�f a��nda i��s lis��d c�i1 �11� a��nda fc�r �1us ��in�. T'1us is an c��c�rtui�i�y fc�r �c��issic�il�rs �c� asl� c�ues�ic�ils c�f s�aff c�i1 �11� �c�ils�n� and I��lar ��nda i��s, w1uc11 �av includ� a full bri�fin� c�i1 an i�� in �11� c�rd�r i� a��ars c�i1 �11� r��lar s�ssic�il a��nda. �ny suc11 bri�fin� will b� r��a��d in r��lar s�ssic�il. There were no questions from the Commission regarding the meeting minutes, Consent Agenda Items, or Public Hearing Item 4A. Hayley Zagurski, Senior Planner, provided a brief presentation for Public Hearing Items 4B and 4C, which were presented together. The Commission and staff discussed on-street parking, upland habitats, traffic studies and density. Zagurski stated staff recommends approval of the zoning request, and approval of the Specific Use Permit based on one condition listed in the backup materials. There was no further discussion on these items. Chair Strange stated Public Hearing Item 4D will be opened and continued to a date certain. Hayley Zagurski, Senior Planner, presented Public Hearing Item 4E. The Commission discussed Limitation 6(L6). Staff recommends approval of this request. There was no further discussion. 2. �c�rl� S�ssic�il I��c�r�s: A. I��c�iv� a r��c�r�,llc�ld a discussic�il and �rc�vid� dir�c�ic�i1 r��ardin� r� �� alin� and r� l�J acin� S�c�ic�i1 3517 c�f �11� T)�n�c�i1 T)�v�lc��n� �c�d�. (T)��17�0011, Subclla��r 17, T)�bc�rall Vi�ra Deborah Viera, Assistant Director of Environmental Services, continued her presentation from the January 24, 2018 meeting, regarding this request. The Commission discussed the language used for the 10 acres of upland habitat, and the lack of protection regarding nonresidential developments. Victor Flores, Deputy City Attorney, stated the revisions to this update would allow the Environmentally Sensitive Areas (ESA) to be more aligned with the Tree Code ordinance. Viera agreed. Chair Strange provided his feedback regarding Alternative ESAs. Commissioner Rozell stated he does not feel comfortable voting on the item during the Public Hearing. He stated he feels there are some changes staff needs to address prior to taking action on the item. Chair Strange stated a vote to postpone the item could take place during the Regular Meeting. There was no further discussion. Chair Strange closed the Work Session at 6:22 p.m. REGULAR MEETING The Planning and Zoning Commission convened in a Regular Meeting on Wednesday, February 7, 2018 at 6:30 p.m. in the City Council Chambers at City Hall, 215 E. McKinney at which time the following items were considered: Chair Strange called the Regular Meeting to order at 6:43 p.m. I'LET�( �E C�F �LLE( �I�N�E: A. U.S. Flag B. Texas Flag 2. �C�NS�7ET� �I'I'T�CC)V�L C�F T'HE, I'L�NNIN(� �NI) ZC�NIN(� �C�fi�fi�ISSIC�N fi�INLTT'ES FC�I�: A. January 24, 2018 Commissioner Andrew Rozell motioned, Commissioner Margie Ellis seconded to approve the January 24, 2018 meeting minutes. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". 3. �C�NSENT' �(�ENI)�: A. �c�ilsid�r a r�c�ues� by Sc�u�115��c�i1s I'rc��rty C�rc�u�, L�d. fc�r a��rc�val c�f a Final I'la� c�f �11� I�ancllc� Vis�a �ddi�ic�i1 Lc��s 7� 12 and 13 F31c�c1� l. T'11� a�t�rc�xi�a��ly 1.5 acr� si�� is ��n�rallv lc�ca��d n�ar �11� sc�u�ll�as� cc�r�l�r c�f �c�ili�i� 2 F3ra� and LTi�iv�rsi�y T)riv�, in T)�n�c�i1, T'�xas. FI'17�0030 I�ancllc� Vis�a �ddi�ic�i1, S1landrian :Tarvis LT�wc�l��i. B. �c�ilsid�r a r�ques� bv��, L�d. fc�r a�t�rc�val c�f a Final I'la� c�f I'aa�� rc�ssin� Lc�� 2, F31c�c1� �. T'11� a�rc�xi�a��l� 1 acr� si�� is ��n�rally lc�ca��d alc�il� Sirius T)riv�, a�rc�xi�a��ly 500 f�� nc�r�11 c�f �Iin�c� I�c�ad, in T)�n�c�i1 T'�xas. FI'17� 0019 I'aa�� rc�ssin�, S1landrian .Tarvis LT�wc�l��i. � Commissioner Larry Beck motioned, Commissioner Andrew Rozell seconded to approve the Consent Agenda. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". 4. I'LTF3LI� HE,�I�INC�S: A. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� a r�c�ues� bv I�ayzc�r Inv. L�d. �c� r�zc�i1� a�rc�xi�a��ly 2 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d LTs� 12 (NT�fi�IT�12� dis�ric� �c� a�c��ui�i� �Iix�d LTs� C��n�ral (��I�C��i dis�ric�. T'h� subj�c� �rc��rty is lc�ca��d a� 1101 �. LTi�iv�rsi�y T)riv� in �11� �i�y c�f T)�n�c�i1, T)�n�c�i1 �c�un�y, T'�xas Z17�0027a, I'�can �r��l� �rc�ssin�, S1landrian :Tarvis LT�wc�l��i. Chair Strange opened the Public Hearing. Shandrian Jarvis, Principal Planner, presented this request. Staff recommends approval of the request. There was no one to speak on this item. Chair Strange closed the Public Hearing. Commissioner Margie Ellis motioned, Commissioner Alfredo Sanchez seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". B. Hc�ld a�ublic 11�arin� and cc�ilsid�r a r� u� es� by T)�n�c�i1 Sur�icar� T��al Es�a�� L�d and �2 I��sid�n�ial L�d �c� r�zc�i1� a�rc�xi�a��ly ll.42 acr�s frc�� a�c��ui�i�� fi�ix�d LTs� C��n�ral (�fi��C�� T)is�ric� �c� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d�LTs� (NT�fi�IT� T)is�ric�. T'11� �rc��r�y is �i� Z�rally lc�ca��d c�i1 �11� �as� sid� c�f Sa� F3ass F3c�ul�vard and nc�rtll c�f Lc�ildc�ild�rrv Lan� in �11� �i�v c�f T)�n�c�i1, T)�n�c�i1 �c�un��, T'�xas. �Z17�0003a, �c�v�n�rv II ��art��n�s, Havl�y Za�ursl�i� Chair Strange opened the Public Hearing. Hayley Zagurski, Senior Planner, presented Public Hearing Item 4B and 4C together. She stated staff recommends approval of the zoning request. Staff recommends approval of the Specific Use Permit based on conditions. The applicant held a neighborhood meeting on February 5, 2018. Applicant, Josh Hendon, Western Securities, 13016 Bee Street, Farmers Branch, Texas, stated he has developed in Denton before and feels this project is fitting for the area. 3 Commissioner Beck questioned tree preservation. Hendon stated they are trying to salvage as many trees as possible. There was no one else to speak Chair Strange closed the Public Hearing. Commissioner Andrew Rozell motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". C. Hc�ld a�ublic 11�arin� and cc�ilsid�r a r�c�ues� by T)�n�c�i1 Sur�icar� T��al Es�a�� L�d and �2 I��sid�n�ial L�d fc�r a S��cific LTs� I'�r�ni� �c� allc�w fc�r a�ul�i�fa�ilv r�sid�n�ial us� c�i110.6� acr�s c�f land. T'11� �rc��r�y is ��n�rally lc�ca��d c�i1 �11� �as� sid� c�f Sa� F3ass F3c�ul�vard and nc�rill c�f Lc�ildc�ild�rry Lan� in �11� �i�v c�f T)�n�c�ily T)�n�c�i1 �c�un�v, T'�xas. (517�0011a, �c�v�n�rv II ��ar��n�s, Hayl�y Za�rsl�i�g. Chair Strange opened the Public Hearing. Hayley Zagurski, Senior Planner, presented this item with Public Hearing Item 4B. Staff recommends approval of this request based staff's condition provided in the backup materials. Richard Cannone, Interim Planning Director, stated he would like to add a recommendation to be added as a condition, which is as follows: the development shall be in conformance with the concept plan as provided. There was no one to speak Chair Strange closed the Public Hearing. Commissioner Margie Ellis motioned, Commissioner Steve Sullivan seconded to approve this request based on the following conditions: A full site plan submittal shall be required to ensure the development complies with the requirements of the Denton Development Code in terms of site design, landscaping, parking, and building design as provided in DDC 35.6.3, but shall be in conformance with the concept plan as submitted. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". D. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� an a��nd��n� �c� �11� I�ayzc�r I�anc11 C�v�rlay T)is�ric� �c� �rc�vid� s�andards and cri��ria fc�r �11� r�sid�n�ial d�v�lc��n� wi�lun �11� I�ayzc�r I�anc11 fi�arl�� 1J� ac� I��sid�n�ial �r�a. T'11� I�avzc�r I�anc11 �Iarl��lac� I��sid�n�ial �r�a includ�s at�t�rc�xi�a��lv 40.7 acr�s ��n�rally lc�ca��d c�i1 �11� w�s� sid� c�f Nc�ri11 F3c�ili�i� F3ra� S�r��, a��rc�xi�a��ly 1,400 f�� nc�rtll c�f ��s� LTi�iv�rsi�v T)riv� �LTS 3�Oy in �11� �i�y c�f T)�n�c�i1, T)�n�c�i1 �c�un%y, T'�xas. (Z1��0001, T�a�zc�r T�anc11 �Iarl�� 1J� ac� T��sid�n�ial, HaY� Za�ursl�iy. T'HIS IT'Efi� IS F3EINC� I'C�ST'I'C�NET) T'C� � T)�T'E �EI�T'�IN C�F FEF3I�LT�I�Y 21 201�. 4 Chair Strange opened the Public Hearing. He stated the item would be continued to a date certain of February 21, 2018. Commissioner Andrew Rozell motioned, Commissioner Margie Ellis seconded to continue this item to a date certain of February 21, 2018. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". E. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� a�rc��c�s�d r�visic�il �c� �11� T)�n�c�i1 T)�v�lc��n� �c�d�; s��cifically �c� a��nd �11� li�i�a�ic�ils in Subcllat��r 5 Zc�i�in� T)is�ric�s and Li�i�a�ic�ils r�la��d �c� �ix�d�us� d�v�lc��n� r�c�uir��n�s fc�r �ul�i�fa�ilv us�s. iI)��l ��0001, fi�ix�d LTs� �c�d� LT�da��, Hayl�y Za�ursl�i�. Chair Strange opened the Public Hearing. Hayley Zagurski, Senior Planner, presented this request. Staff recommends approval of this request. There was no one to speak Chair Strange closed the Public Hearing. He stated he is glad to see this item come before the Commission. Commissioner Margie Ellis motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". F. Hc�ld a t�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��a_ rdin� �rc�t�c�s�d r�visic�ils �c� �11� T)�n�c�i1 T)�v�lc��n� �c�d�; s��cifically �c� r��al and r��lac� S�c�ic�i1 3517 c�f i11� T)�n�c�i1 T)�v�lc��n� �c�d�. (T)��17� 0011a, Envirc�il��n�allv S�nsi�iv� �r�as, T)�bc�rall Vi�ra�. Chair Strange opened the Public Hearing. Deborah Viera, Assistant Director of Environmental Services, provided a presentation regarding this request. She provided feedback as to why the changes are needed. Commissioner Rozell questioned MS4, he stated the four (4) items listed all appear to be economical benefits to the City. He questioned if the intent is to protect the economic benefits or the actual habitats. Viera stated she did not previously go into detail regarding the six (6) basic analysis for the criteria. She provided detail regarding those six items and how they preserve the habitats and not just the economic benefit for the City. Commissioner Sullivan questioned if there are any provisions that would render all or a portion of a property as unusable or undevelopable, which would give benefit to the property owner. Viera stated there is a way to restrict land rights, there could be a conservation easement to prevent development. 5 Chair Strange requested clarification regarding Section 17.7.b3, regarding standard for filling undeveloped floodplains. Viera stated the limitation on the fill is intended to be within the floodplain. The Commission discussed Alternative ESA plans, water related habitats, interactive map clarification and definition clarification. Lee Allison, Allison Engineering Group, 2415 North Elm Street, Denton, Texas, spoke on behalf of the Denton Community Developers Alliance (DCDA). He stated he is speaking on behalf of the community and property owners. The DCDA provided 43 comments to staff, which are included in the 61 comments that were provided in the backup materials by staff. Allison stated they have concerns since they did not receive any feedback regarding the 43 comments. Chair Strange questioned if the DCDA met with staff or if they only provided comments to staff. Allison stated he met with Viera back in December of 2017. The Commission, staff and Legal discussed processes, procedures and subdivision variances. There was no one else to speak Chair Strange closed the Public Hearing. Commissioner Beck stated he doesn't have an issue with the proposed revision, however, he does feel that more discussion is needed. Commissioners Ellis and Sanchez agreed. Viera stated she has staff comments and answers regarding the 61 comments provided in the backup materials. She will provide that information at an upcoming Work Session. The Commission discussed starting the Work Session at 4:00 p.m. to allow additional time to review the request. Commissioner Larry Beck motioned, Commissioner Andrew Rozell seconded to continue this item to a date certain of February 21, 2018. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Steve Sullivan "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". 5. I'L�NNIN(� �NT� ZC�NIN(� �C�fi�fi�ISSIC�N I'T�C�:TE�T' fi��T'T�I�: A. I'lani�in� and Zc�i�in� �c��issic�il �rc��c� �a�rix Commissioner Rozell requested information regarding form-based zoning codes, and for staff to look into the traffic standpoints throughout the City. Richard Cannone, Interim Planning Director, stated staff will provide information at an upcoming meeting. Commissioner Sullivan questioned an opportunity for staff to create a Neighborhood Residential- 5 zoning district. Cannone stated staff is looking into this with the Denton Development Code update. There was no further discussion. Chair Strange adjourned the Regular Meeting at 8:55 p.m. � Minutes Planning and Zoning Commission February 21, 2018 After determining that a quorum was present, the Planning and Zoning Commission of the City of Denton, Texas convened in a Work Session on February 21, 2018 at 4:00 p.m. in the City Council Work Session Room at City Hall, 215 E. McKinney Street, Denton, Texas at which time the following items were considered: PRESENT: Chair Jim Strange, Commissioners: Alfredo Sanchez, Larry Beck, Andrew Rozell, Margie Ellis, and Tim Smith. ABSENT: Commissioner Steve Sullivan. STAFF: Athenia Green, Deborah Viera, Robert Makowski, Hayley Zagurski, Scott McDonald, Shandrian Jarvis, Ron Menguita, Richard Cannone, and Victor Flores. �C�T�I� SESSIC�N Chair Strange called the Work Session to order at 4:05 p.m. l. �larifica�ic�i1 c�f a��nda i��s lis��d c�i1 �11� a��nda fc�r �1us ��in�. T'1us is an c��c�rtui�i�� fc�r �c��issic�il�rs �c� asl� c�ues�ic�ils c�f s�aff c�i1 �11� �c�ils�n� and I��lar ��nda i��s, w1uc11 �av includ� a full bri�fin� c�i1 an i�� in �11� c�rd�r i� a��ars c�i1 �11� r��lar s�ssic�il a��nda. �nv suc11 bri�fin� will b� r�t��a��d in r��lar s�ssic�il. Commissioner Ellis referred to Consent Agenda Item 3A, she questioned if there would be one development. Shandrian Jarvis, Principal Planner, stated there is one owner for the two lots. Commissioner Ellis questioned which lot would be developed on. Richard Cannone, Interim Planning Director, stated development would take place on Lot 1 Block A. Chair Strange stated Item for Individual Consideration 4A will not be heard during this meeting, it will come back as a Work Session during the March 7, 2018 meeting. Ron Menguita, Principal Planner, presented Public Hearing Item SA. He stated staff recommends approval of the request. Hayley Zagurski, Senior Planner, presented Public Hearing Item SB. She stated staff recommends approval of the request. Commissioner Smith arrived to the meeting. Commissioner Smith questioned the mobility plans for the area. Zagurski stated the applicant should have a concept plan to provide during the Regular Meeting. Chair Strange stated Public Hearing Item SC has been postponed indefinitely, Public Hearing Items SD and SE will be continued to a date certain. 2. �c�rl� S�ssic�il I��c�r�s: A. I��c�iv� a�r�s�n�a�ic�i1,11c�1d a discussic�il and �rc�vid� s�aff dir�c�ic�i1 r� a� rdin� �11� �ublic c�u�r�ac11 �ffc�r� r�la��d �c� �11� T)�n�c�i1 T)�v�lc��n� �c�d� LT da��. �I�c�i1 �I�n�i�a Ron Menguita, Principal Planner, presented this request. There are approximately 26 zoning districts currently, staff is proposing to go down to approximately 14 zoning districts. Some of the districts will either be combined or eliminated. The Commission questioned the public outreach opportunities and outcome from the meetings. Menguita stated approximately 30-40 individuals have attended the meetings, there is also opportunity for feedback to be provided online as well. He stated there is currently a lot of opportunity for public outreach. Menguita stated he will also present this item to City Council as well. There was no further discussion. Chair Strange called a recess from 5:12 p.m. to 5:22 p.m. B. T��c�iv� a r��c�rt 11c�1d a discussic�il and �rc�vid� s�aff dir�c�ic�i1 r��ardin� r�t��alin� and r��lacin� S�c�ic�i13517 c�f �11� T)�n�c�i1 T)�v�lc��n� �c�d�. (T)��17�0011, Subclla��r 17, T)�bc�rall Vi�ra�i Deborah Viera, Assistant Director of Environmental Services, presented this request. The Commission discussed the proposed revisions to the code, infill concerns, upland habitats, protecting Environmentally Sensitive Areas (ESA), and the list of 61 comments. Commissioner Ellis questioned the number of ESAs over the years. Viera stated there have been a few submitted over the years, however, some have started the process and not yet been completed. Such as Buc-ees. Chair Strange questioned the total number of upland habitats within Denton. Viera stated approximately 1,800 acres. There was no further discussion. Chair Strange closed the Work Session at 6:28 p.m. C. I��c�iv� a r��c�r�, 11c�1d a discussic�il, and t�rc�vid� s�aff cc��n�s r��ardin� �11� �rc��c�s�d a��nd��n�s �c� i11� �i�� c�f T)�n�c�i1 T)raina �� T7�si�n �ri��ria fi�anual and �11� T'ranst�c�r�a�ic�i1 T)�si�n �ri��ria fi�anual in c�rd�r �c� u�da�� i11� s�andards assc�cia��d wi�11 �11c�s� cri��ria and r�c�iv� infc��naiic�il frc�� s�aff r��ardin� �11� �rc�c�dur� fc�r suc11 a��nd��n�s. This item will be discussed during the March 7, 2018 meeting. I�E,( �LTL�I� fi�IEET'IN( � Chair Strange called the Regular Meeting to order at 6:40 p.m. 2 The Planning and Zoning Commission convened in a Regular Meeting on Wednesday, February 21, 2018 at 6:30 p.m. in the City Council Chambers at City Hall, 215 E. McKinney at which time the following items were considered: I'LET�( �E C�F �LLE( �I�N�E: A. U.S. Flag B. Texas Flag 2. �C�NS�7ET� �I'I'T�CC)V�L C�F T'HE, I'L�NNIN(� �NI) ZC�NIN(� �C�fi�fi�ISSIC�N fi�INLTT'ES FC�I�: A. February 7, 2018 Commissioner Larry Beck motioned, Commissioner Margie Ellis seconded to approve the February 7, 2018, meeting minutes. Motion approved (5-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", and Commissioner Margie Ellis "aye". Commissioner Tim Smith abstained. 3. �C�NSENT' �(�ENI)�: A. �c�ilsid�r a r�ques� by F3�1 �ir T)�v�lc��n� L�d. fc�r a�rc�val c�f a I'r�li�inary I'la� c�f Lc��s 1 and 2, �lc�cl� � c�f fi11� I'alladiu� T)�n�c�i1 �ddi�ic�i1. T'11� a�rc�xi�a��ly ZO�acr� si�� is lc�ca��d a� �11� sc�u�ll�as� cc�r�l�r c�f 511��nan T)riv� and Lc�c�� 2��, in T)�n�c�i1, T'�xas. (I'I'17�0026, I'alladiu� T)�n�c�i1, S1landrian .Tarvis LT�wc�l��i. Commissioner Tim Smith motioned, Commissioner Andrew Rozell seconded to approve the Consent Agenda. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". 4. IT'Efi�S FC�T� INT)IVIT)LT�L �C�NSIT)ET�I�T'IC�N: A. �c�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� a��rc�val c�f �11� t�rc��c�s�d a��nd��n�s �c� �11� �i�y c�f T)�n�c�i1 T)raina�� T)�si�n �ri��ria fi�anual and �11� T'rans�c�r�a�ic�i1 T)�si�n �ri��ria fi�anual. This item will be heard during the March 7, 2018 meeting. 5. I'LTF3LI� HE,�I�INC�S: A. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� a r�c�ues� bv C�� c�ilsul�an�s, LL� c�i1 b�llalf c�f �11� �rc��r�y c�wn�r, Vc�lun��r En��ris�s LL� fc�r a zc�i�in� c11an�� frc�� N�i�]�bc�rllc�c�d T��sid�n�ia12 (NT��2� �c� T��ic�ilal ��n��r �c��rcial T)c�wn�c�wn (T��T) c�i1 a��rc�xi�a��ly ��.725 acr�s. T'h� subl�c� �rc��r�Y is ��n�rally lc�ca��d sc�u�11 c�f LTi�iv�rsi�v T)riv� 3 (LTS 3�0�, a��rc�xi�a��l� 1,500 f�� w�s� c�f In��rs�a�� 35 (I�35�, in �11� �i�y c�f T)�n�c�i1, T)�n�c�i1 �c�un� � T'�xas. Z17�0025, Vc�lun��r En��r rt� is�s, T�c�i1 fi��n�i�a Ron Menguita, Principal Planner, presented this request. Staff recommends approval of the request. Menguita stated a super majority vote would be required during City Council based on the neighboring property owner opposition. Chair Strange opened the Public Hearing. The following individuals spoke during the Public Hearing: Randi Rivera, applicant, 111 Hillside Drive, Lewisville, Texas. Spoke in support. Rivera provided a brief presentation, including site photos, and drone photos of the site. She stated 45% of the land is encumbered by floodplain, drainage easement, pipeline easement, and gas well pad sites. She stated she has spoken with the neighbor that is in opposition, they want to be able to protect their land. The neighbor also wants to make sure that the pond is functioning properly and not causing erosion to run downstream. Rivera stated as the applicant, they also would like to see the pond updated to function properly. Commissioner Smith questioned the size of the proposed corporate and urban residential areas. Rivera stated it would cover approximately 25 acres. Those two uses could be flip-flopped on the site. She compared the development to Cypress Waters in the Irving, Texas area. Commissioner Smith questioned the type of corporate campus. Rivera stated there is not a specific company at this time, however, they have worked with the Economic Development Department and discussed the shortage of Campus Class A type settings. Philip Baker, P. O. Box 2424, Denton, Texas. Spoke in opposition. Baker stated he represents the Rayzor Developments, which owns approximately 134 acres surrounding the subject site. He stated the zoning would allow for retail, multi-family, and restaurants. Baker stated he doesn't have an issue with retail and restaurants along University Drive, he personally does not feel they would survive based on the surrounding developments. There are a lot of developments in the area that do not want to be next to residential uses. He stated his company has ensured several businesses that they would not be neighboring residential uses. Chair Strange questioned Baker why he feels his project that came before this Commission a few months back is an acceptable development in the area, however, the proposed development is not sufficient. Baker stated there are topography issues with the site, there are no natural land features to the site. The existing stream needs to be dealt with. Baker stated he doesn't want to see residential developed on the site. He stated he believes the pond is something that a staff inember of the Selwyn School dug up just using a backhoe. He doesn't feel that it was created properly. Everette Newland, property owner, 8485 Jim Christal Road, Denton, Texas. Newland stated they have tried to meet with Baker regarding his issues in the past, however, Baker does not recall the discussions. Newland stated they do not have an issue flip-flopping the corporate and urban residential uses on the site. The Commission stated they feel the zoning and the uses are compatible for the area. They would like to see it move forward to City Council. 4 There was no one else to speak Chair Strange closed the Public Hearing. Commissioner Tim Smith motioned, Commissioner Andrew Rozell seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". B. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�v �c�uncil r��ardin� a r�c�ues� by I�T) I'ar�n�rs LL� fc�r an a��nd��n� �c� �11� I�ayzc�r I�anc11 C�v�rlav T)is�ric� �c� �rc�vid� s�andards and cri��ria fc�r �11� r�sid�n�ial d�v�lc�r��n� wi�lun �11� I�ayzc�r I�anc11 fi�arl��lac� I��sid�n�ial �r�a. T'11� I�avzc�r I�anc11 �Iarl��lac� I��sid�n�ial �r�a includ�s a�rc�xi�a��ly 40.7 acr�s ��n�rally lc�ca��d c�i1 �11� w�s� sid� c�f Nc�rt11 F3c�ili�i� F3ra� S�r��, a�rc�xi�a��ly 1,400 f�� nc�rtll c�f ��s� LTi�iv�rsi�v T)riv� (LTS 3�0 in �11� �i�v c�f T)�n�c�i1, T)�n�c�i1 �c�un�, T'�xas. T'1us i�� was cc�il�inued frc�� 11� F�bruary 7, 201� ��in�. (Z1��0001, T�avzc�r T�anc11 fi�arl��lac� I��sid�n�ial, Havl�y Za�ursl�i�. Chair Strange opened the Public Hearing. Hayley Zagurski, Senior Planner, presented this request. Staff recommends approval of the request. Zagurski stated the applicant is present. The following individuals spoke during the Public Hearing: Greg Edwards, applicant, Greg Edwards Engineering, 1621 Amanda Court, Ponder, Texas. Edwards provided information regarding the project, including a rendering of the preliminary site plan. The Commission and Edwards discussed the "big house" concept. Edwards stated the developer wants the development to look like single homes rather than an apartment development. Daniel Ebarb, developer, 13642 Omega, Dallas, Texas. Ebarb stated individual townhomes would be developed to appear as one house. Commissioner Ellis questioned if each unit will have its own entry from the outside. Ebarb confirmed. Commissioner Smith questioned if the units would be rental property or for sale. Ebarb stated they would be for sale. Stephanie Wilson, 2609 Thunderbird Drive, Denton, Texas. Spoke in opposition. Wilson stated there is a lot of traffic in the area already. She questioned if there is a proposed point of access to the subject site connecting to the existing neighborhood. Zagurski stated no, the lines on the map are easements not an actual road. Jim Wilson, 2609 Thunderbird Drive, Denton, Texas. Spoke in opposition. Wilson questioned the proposed fence materials. Zagurski stated the materials would have to be listed as approved materials within the Rayzor Ranch Overlay District standards. Wilson stated there is a lot of traffic in the area, a lot of traffic currently cuts through their neighborhood to access the 5 Rayzor Ranch development. Wilson questioned if there will be a Homeowners Association for the development. Ebarb confirmed. Commissioner Rozell requested an update from staff regarding the Bonnie Brae Street expansion. Zagurski stated the portion of the Bonnie Brae Street expansion for this area would be during Phase 6 of the overall expansion plan, which is projected for construction in approximately 2020-2021. Norma Fahrenbach, 2705 Thunderbird Drive, Denton, Texas. Spoke in opposition. Fahrenbach questioned the different types of houses to be developed on site. Ebarb provided the site plan and identified the location of "big houses" and townhomes on the site. There was no one else to speak Chair Strange closed the Public Hearing. The following individuals did not wish to speak, but provided a speaker card: Sheree Sardina, 2613 Thunderbird Drive, Denton, Texas. Opposed to this request. Kevin Bankhead, 5221 N. O'Connor Blvd, Ste 700, Irving, Texas. Supports this request. Commissioner Tim Smith motioned, Commissioner Larry Beck seconded to approve this request. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". C. Hc�ld a t�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��a_ rdin� a r�c�u�s� by I�andv In�an r��r�s�n�in�� S�lf S�c�ra�� T)�n�c�i1 L�d. �c� r�zc�i1� a�rc�xi�a��l� 3.4745 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d LTs� NT�fi�IT T)is�ric� �c� a�c��ui�i�� fi�ix�d LTs� C��n�ral (�fi��C�� T)is�ric�. T'h� �rc��r�y is ��n�rally lc�ca��d a� �11� lc�ca��d c�i1 �11� sc�u�11 sid� c�f Vir�inia �ircl�, apt�rc�xi�a��lv �13 f�� w�s� c�f N. Lc�c�t� 2��. Z17�0030, F3ud�� S�lf S�c�ra��, �indv :Tacl�sc�ill. ST'�FF H�S T�E,OLTEST'ET) T'H�T' T'HE, IT'Efi� F3E I'C�ST'I'C�NET) INT�EFINIT'ELY. This item has been postponed indefinitely. There was no action taken. D. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r� a� rdin� a r�c�ues� by Eric Sc11�i�z r�t�r�s�n�in� fi�arvin :T�ffri�s �c� r�zc�i1� apt�rc�xi�a��lv �.��7 acr�s frc�� a N�i�]�bc�rllc�c�d T��sid�n�ial 6(NT��6� T)is�ric� �c� a N�i�]�bc�rllc�c�d T��sid�n�ial fi�ix�d�LTs� 12 (NT��ILT�12y T)is�ric�. T'h� �rc��rty is �i� Z�ra11y lc�ca��d a� lc�ca��d a� c�i1 �11� sc�u�llw�s� sid� c�f �c�lc�radc� F3c�ul�vardy a��rc�x. 315 f�� nc�r�llw�s� c�f San .Tacin�c� F3c�ul�vard. (Z17�0032, �c�lc�radc� T'c�wi�llc�us�s �, indv .Tacl�sc�i1�. ST'�FF H�S I�E,QLTEST'EI� T'H�T' T'HE, IT'Efi� F3E I'C�ST'I'C�NEI) T'C� T'HE, fi��T��H 7 201� I'L�NNIN(� �NI) ZC�NIN(� �C�fi�fi�ISSIC�N fi�EET'IN(�. Chair Strange opened the Public Hearing. � Commissioner Andrew Rozell motioned, Commissioner Tim Smith seconded to continue this item to a date certain of March 7, 2018. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". E. Hc�ld a�ublic 11�arin� and cc�ilsid�r a�rc�val c�f a r�ques� bv Snc�w Inv�s��n�s, LL� fc�r a final r�t�la� c�f Lc��s lI�, 3I��1 and 3I��2, F31c�c1� �, b�in� a r��la� c�f Lc��s 1 and 3�lc��k A c�f C7�ven's F�an�h in L�entc�n, 'Texas. 'The apprc�xi��ately 2eacre t�rc��r�y is ��n�rally lc�ca��d a� �11� sc�u�ll�as� cc�r�l�r c�f Lal��vi�w F3c�ul�vard and I�c�d�c� T)riv� in T)�n�c�i1 �c�un�y, T'�xas. (FI�17�0026„ C)w�n's F�an�h, Shandrian :Tarvis LT�wc�l��. ST'�FF H�S T�E,QLTEST'ET) T'H�T' T'HE, IT'Efi� F3E I'C�ST'I'C�NET) T'C� T'HE, fi��T��H 21 201� I'L�NNIN(� �NT� ZC�NIN(� �C�fi�fi�ISSIC�N fi�IE,ET'IN( �. Chair Strange opened the Public Hearing. Commissioner Tim Smith motioned, Commissioner Margie Ellis seconded to continue this item to a date certain of March 21, 2018. Motion approved (6-0). Commissioner Alfredo Sanchez "aye", Commissioner Larry Beck "aye", Commissioner Andrew Rozell "aye", Chair Jim Strange "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". F. Hc�ld a�ublic 11�arin� and cc�ilsid�r �al�in� a r�cc��nda�ic�i1 �c� �i�y �c�uncil r��ardin� �?rc��c�s�d r�visic�ils �c� �11� T)�n�c�i1 T)�v�lc��n� �c�d�; s��cifically �c� r��al and r��lac� S�c�ic�i13517 c�f �11� T)�n�c�i1 T)�v�lc�t��n� �c�d�. (T)��17�001 l, Envirc�il��n�ally S�nsi�iv� �r�as, T)�bc�rall Vi�ra�. Chair Strange opened the Public Hearing. Deborah Viera, Assistant Director of Environmental Services, presented this request. Chair Strange questioned how the responses from the 61 questions have been incorporated into the ordinance. Viera stated there are a total of 20 amendments, those would be incorporated into the motion in order to appear in the ordinance. The following individuals spoke during the Public Hearing: Kim McKibben, 1306 W. Hickory Street, Denton, Texas. Spoke in opposition. McKibben stated this is a sensitive request, it needs to be completely understood and reviewed. There is more to preserve than just the trees purifying the air. She stated the language needs to be very clear, and drafted so that there cannot be any loopholes. Lee Allison, Allison Engineering, 2415 N. Elm Street, Denton, Texas. Spoke in opposition on behalf of the Denton Community Developers Alliance. He stated there are still concerns that are not being addressed during this update. Such as the Alternative Environmentally Sensitive Areas, and how they are related to floodplains. There was no one else to speak Chair Strange closed the Public Hearing. 7 Commissioner Beck stated he would motion to approve the request including the 20 revisions provided by staff. Victor Flores, Deputy City Attorney, requested clarification regarding the motion. Flores questioned if the motion includes the following conditions: include the 20 revisions provided in the staff backup material, include the definition of wetlands, include the definition of upland habitat, and add the expansion of the word "significant" in Section 37.17.S.d to include 50%. Commissioner Beck agreed. Commissioner Ellis stated she would second. Chair Strange stated he cannot support the motion to approve the request. He would like to look at the final clean version of the ordinance before taking a vote on it. He would vote to continue the item for 30 days, in order to allow more time for staff to work on the item. Commissioner Sanchez stated he agrees with Chair Strange. He stated if there is a need to add more meetings, then he does not have an issue with that. Commissioner Rozell questioned if a continuance of this item would interfere with the timeline of the Denton Development Code rewrite. Commissioner Rozell questioned what all would Chair Strange like to see take place within the next 30 days if a continuance is granted. Chair Strange stated he would like to see the comments pasted, clarification of the definitions, such as "significant", Phase 1 thoroughly researched to ensure it would work, hold a discussion regarding the process of Alternative ESAs, and to ensure that the notifications are accessible to the general public. Commissioner Ellis stated she has concerns delaying this item to a date in the future. Commissioner Larry Beck motioned, Commissioner Margie Ellis seconded to approve this request based on the following conditions: include the 20 revisions provided in the staff backup material, include the definition of wetlands, include the definition of upland habitat, and add the expansion of the word "significant" in Section 37.17.S.d to include 50%. Motion approved (4-2). Commissioner Larry Beck, "aye", Commissioner Andrew Rozell "aye", Commissioner Margie Ellis "aye", and Commissioner Tim Smith "aye". Commissioner Alfredo Sanchez "nay", and Chair Jim Strange "nay". 6. I'L�NNIN(� �NT� ZC�NIN(� �C�fi�fi�ISSIC�N I'T�C�:TE�T' fi��T'T�I�: A. fi�I�T'T� I�: Richard Cannone, Interim Planning Director, stated staff will be contacting the Commission within the next couple of weeks to schedule some special called meetings. There will be a few topics of concern, such as traffic, impact fees, and Capital Improvement Projects. There was no further discussion. Chair Strange adjourned the Regular Meeting at 9:43 p.m. E� S:ALegal\Om DocumenYs\Ordinances\18\DCAl7-0011 Or<iinance.docx �RD�NANC� NO. AN ORDINANCE OF THI� CIrI Y OT DENT�N, T�X�1S, /�MENDING THE DENTON DEV�LOPMENT COD�, SPECIFICALLY BY REP�ALING AND REPLACINC'� SUBCHAPTER 35.17 ENVIRONM�NTALLY SENSITIVE AREAS, AND AM�NI�ING SUBCHAPTER 35.3 ANI� SUBCHAPTER 35.23 OF 1I�E D�NTON DEVELOPMENT COD� BY ADUING APP�AL PI�OCEDURES, �ND ADDING NEW AND REPLACING DEFINITIONS RELAT�D TO ENVIRONM�NTALLY S�NSITIVE AREAS ; PROVIDING FOR A PENALTY IN THE MAXIMtJM AMOUNT OI' $2,000.00 FOR VIOLATIONS THER�OF; PROVIDING A S�VERABILITY CLAUSE, SAVINUS CLAUSE, AND AN EFFECTIVE DATE. (DCA17-0011) WHEREAS, pursuant to Ordinance No. 2002-040, the City Council of the City of Denton, Texas adopted the Denton Development Code (tl�e "DDC"); and WHEREAS, the City desires to repeal and replace Subchapter 35.17 EnviNonmentally Sensitive ANeas, and amend Subchapter 35.3 Procedures and Subchapter 35.23 Definitions of the DDC in order to protect, and clarify procedures and definitions, for a variety of environmentally sensitive a.reas that exist in the City; and WHEREAS, on February 21, 2018, the P1amling and Zoning Commission, in compliance with the laws of the State of Texas, have given the requisite notices by publication, and have held due hearings and have recommended approval [4-2] of the amendments to the Denton Development Code; and WI�EREAS, on March 20, 2018 the City Council likewise conducted a public hearing in accordance with local and state law and the City Council hereby finds that the subject amendments to Subchapter 35.3, Subchapter 17, and Subchapter 35.23 of the DDC are consistent with the City's compreherisive plan, and federal, state, and local law are in best interests of the citizens of the City of Denton; NOW, THEREFORE, THE COUNCIL OF THE CITY OF I��NTON HEREBY ORDAINS: SECTION 1. The finciings and recitations contained in the preamble of this ordinance are incarporated herein by reference ai�td found to be true. SECTION 2. The amendments to Subchapter 35.3, Procedures of the DDC, as presented in Exhabit A, are hereby adopted as shown. SECTION 3. The amendments to Subcl�apter 35.17, Environmentally Sensitive Areas of the DDC, as presented in Exhibit S, are hereby adopted as shown. SECTION 4. The amendments to Subchapter 35.23, Definitions of the DDC, as presented in Exhibit C, are hereby adopted as shown. �I�:;C:']"IUl'� 5. �ny p�r�<�n, ��r��rx; �ar�tn�rshz�a ��r �c��x-�oi°ati�a� vio�lai�ir�g ai�y provisi�n �>��'this ___ c�rdinaalce shall, u�pon c�>nvictic>n, b�: �ca��;c� �uilty c7f a mis��n�e:G�n<�r an� siac�ll �be �a��n.ash�;d �iy iine; i� a suz� aaot �x�c;�.�ira�; 9�2,000.()0 ti>r e:ac;l� of'fi�;rz:�;�. l;��ch c�ay th�t a��rovisian o�'til�i:� or<�i��Gin�;e; zs violated s��1 �;az�stat��te; a, se��ax•�t�, �i��d dista��c;t c�1°fe;sas�. �F?��I�'IC)N E. 1�'any �rc�visior� c7f��tl�i:� or�iinan�;�; c��° tk�c; ap�licatic�i� iher��ftc> any �e.r•s�n crr �,irc�nxs�ancrt� is �h�l� invalic� �b� any �;c��rt, s�.�c;h inv�lidity sh�ill ��ot ��'Cc�ct the va,lic�i9y oF �1�� provisians or appli�atiorzs, anc� ta this er�c� th�. provisions oi'tl�is c»dinan�;� arc. sev�rablc. �fr�,C;'['IC)N i. "l'hat �rr� oL{e;r�sc; commit��;c� bei<�re th�; e;(fe°c�tive: d�t� of this ard�nan�;e; �s �;avc;rne:d by pric>r law and th� �7rovisians c�f9:hc� I7e;nton C;ode c>i�CJrdinax�ces, as arrzende;d, in c�ffe;ct whc�x tl�e aE�e:ns� was cammitt�d az�d th�, form�r law i> c;ont�n��e;d �n cCf:cct �'or this purposc;. �EC"�1ION 8. Ir� cc�mplianc� �vit11 �c;ctian ?.O��(c) of th� I.7�1�tan �hart�.z�, thi.y c7rd�inance sh��11 l�uccr�n� �FFec:tiv� �o�i�rtce�a (14) days fic�m th� da1:� oi its pas�;ag�, ��nd �hc� City Secret�ry is 1�crcby c�irectcd ta causc thc. ca�7tic�X� aftl�is arciinaiac� to be; puhlishcd iwic;e; in the 17cntan Re�:ord- Chranicle, a daily newspaper pul�lish�d xn the; CYity of ��enton, 'I'�;xas, within ten (10) days c�f the c�ate of its passagc.. 1'E1�Sl;I� �.ND �.1'I'I�OV�:?I) this tl1c, _�__ day oi' , 201f�. l✓��A�A1..7 VV L&rd. A A.7y l.tll/"�. d�..i�. L A.�,/A'L� A,. J A.�A. tl.l. V AAiS.✓Ai �1 1A.J/.��iA�l..l� l✓d� A I.13.i4✓A��..�i �lL &A� d � l-�.I?PROV��D A� T'O I..,F,Cil��,1{()IeM: �.�RC)N T EAI.,, CI'I'Y A'T'1'�I�N�;Y ]�Y: �N�� N � I-'�• ■_: :. Sabchapter 3 - Procedu�-es 35.3.7 Staff Review Procedure. 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. 4. A Staff decision on a Watershed Protection Permit or a Gas Well Development Plat may be appealed to the Planning and Zoning Commission puisuant to law, Home Rule authority and its authority under Tex. Loa Gov't Code Chapter 212. 5. A Staff ci�cisi�pl an �n �'nvirontne2st4�llv �et�sitive �reas f�S/�s f'ieCc� assessme��t rtnav be ��p�;afed to 4he Zanins� E3oard of Adiust�n�r7t. i� : :.. Subcha�ter 17 — Enviro�rnental�y Se�.�i�ive .l�rea� (ESA�) Sections: 35.17.1 35.17.2 35.17.3 35.17.4 35.17.5 35.17.6 35.17.7 35.17.8 35.17.9 35.17.10 35.17.11 35.17.1 Puxpose r�pplication Enviionmentally Sensitive .��ieas Criteria iVlanual I;nviionmentally Sensitive �1rea Compliance Review. Definirions Official Map 1 loodplaui Development Standards Ripaiian Buffer and Watei Related I Iabitat Development Standards Upland Habitat Developinent Standards Clustering Standaids 111teinative �nvironmentally Sensitive r�rea I'lans Purpose This SuUchapter is adopted foi the following purposes: r�. Manage and piotect enviionmentally sensitive areas wifliin the Cit��. B. Protect the natuial and ecological resources that aie essential elements of the Ciry's health and community charactei aild which piovide iiieplace�blc plant and wildlife habitaY; C. Fstablish a development fiamewoik foi tlie City that is iespective of private property rights, while encouraging them to be used responsibly foi the benefit of the entiie communi .ty; D. Pieserve and enhance the City's distinctYve community chaiactex and qualit}� of life by ezisuruig that its natural and built enviionments aie consistent with the community vision and values embodied in 'I"he Denton Plan. E. �staUlish iegulations that conform to the requirements of the stat:e and fedeial government iegaiding aii quality, water qualit�� and environmental protection. I'. This Subchapter is adopted pursuant to authority vested under the City's charter, and "Texas Local CUovernment Code, Chapteis 211, 212, and 551. 35.17.2 Applicatron r�. 'The standards of this SuUchapter shall apply to all land and all development within the corpoiate liinits of the City, except as otherwise specifically piovided for ui this Subchapter. I3. 'The floodplain standards of this SuUchaptei shall apply to all land and all development within the extraterriYorial jurisdiction (E'I'J) of die City. C. The type of regulation applicable to the land depends upon the classification in which the land is placed, as piovided in this Chapter. If those iegulations conflict with other regulations of this Subchaptei, the moie stringent of the two regulations shall apply. 35.17.3 EnvlronmerltaX,ly Sensitive Areas Criteria Manual In addition to ineeting the iequiiements expiessly established in Chis Subchaptei, all environmentally sensitive areas shall comply with the L'nviionmentally Sensitive l�reas Criteiia iVlanual. Wheie there is conflict between a piovision set forth in dus Subchapter and a piovision of the Environmentally Sensirive ,�ieas Criteria Manual, thc provisions of this Subchaptei shall apply. 35.17.4 Environmeratally Sensitive Areas Compliance Review �. Review Required Environmentally Sensitive rlrea compliance ieview foi residential and non-iesidential development must be peiformed as part of a final plat applications and site plan applications, Lespectively. Protective fencing shall cleaily mark and delineate all LSr1s to Ue piotected and preseived for the duration of the land disturUing activities on the property. t\n Environmentally Sensitive �rea ieview is requiied foi all development except for the following: 1. Proper ,ry fliat does not contain any I�nvironmentally Sensitive .�ieas as depicted on the City's I:nviionmentally SensiTive I�reas iViap. 2. Gradirig, filling, cutting or other eartli-moviilg activity on any lot involving less thas� 25 cubic yaids foi residential projects oi 50 cubic yards for uon-residential piojects; 3. �ctivities such as ordinarp maintenance ai�d laildscaping opeiations, individual homc gardens, Lepaizs, and additions or ininor modifications of a single-family dwelling, except as prohiUited by the Development Code. 4. The applicant can demonstrate through an I;nviionmentally Sensitive rlrea field assessment application the subject propcity contains no Lnviionmenta115� Sensitive �lrcas or their location is not as depicted on the L;Sr\ map. B. Information Requixed InformaYion as iequired on the final plat and site plan checklists must be piovided. rldditional informarion deemed appropiiate and necessary to process the application may also be iequiied. C. Criteiia for Approval The iequiiements of an Fnvironmentally Sensitive rlreas review shall be deeined met when the r�pplicant deinonstrates: 1. 'The laild development activity coinplies with the Lequiremeilts of this Subchaptei fox floodplains, Ripaiian Buffers, Water Related I �abitat, and Upland I�abitat and all othei federal, state or local laws as part of the final plat or site plan. 2. The land disturliing activity will not cause damage to L-;nvironmentally Sensitive �reas adjacent to the aieas to be disturbed. 3. The land disturbing activit�= coinplies with the requireinents of SuUcliapter 18. 4. �� wetland delineation by a tiained scientist lias Ueen performed if encroachments into jurisdictional wetlands aie pioposed, and a Section 404 Nationwide Permit oi a Letter of Permission from the U.S. �1rmy Coips of Lngineers has been obtained. 5. �1n alteinative �nviionmentally Sensitivc .rlrea plan has been approved for the subject development. I�. Expiration The �nviionmentally Sensitive l�iea ieview shall expiLe when the final plat for residential development appioval expires, oi when the site plan approval for a non-residential development etpiies. E. Credit Any L-;nviionmentally Sensitive rliea that is pieseived may Ue used towards meeting: 1. Landscape and "I'ree Canopy iequireinents contained in Subchaptei 13 a. One squaie foot of tiee canopy will be given foi eveiy squaie foot of pieservcd ESr1 tiee canopy (1:1). U. T'wo square feet of landscape credits will be given foi every square foot of preserved ESr1 tiee canopy (2:1). c. One square foot of landscape ciedits will be given for eveiy squaic foot of non-wooded preserved �St� (1:1) 2. Parkland dedication in accoidance with the Paikland Dedication Orduiance 3. Drainage standards in accordance with Subchapter 19. 35.17.5 Defrnitiorzs 'The following are used to define the classifications of Lnvironmentally Sensiuve s,reas comprising the Environmentally Sensitive Areas Map and other related terms used throughout this Subchapter: r�. Developed Floodplain Area witlun d1e T�1�� 1% ��nnual Chance F'loodplain (a.k.a. 100-year floodplain) for which the natural streain has been redesigned and no longer exhibits characteristics of a natural channel ai�d/or its floodplain has been significandy modified, giaded, filled, or otherwise distuiUed. B. Nuisance Physical or enviionmental conditions iesulting in regulai and/or continuous pioblems affecting the health, safety, and quality of life of citizens. C. Riparian Buffer �ieas within 100 feet, measured froin both sidcs of the stieam cent:erline, with diainage areas gieaYer than one squaie mile, and 50 feet fro�n both sides o£ any streains centerlirie that: diain a��eas of one square milE or less. I'his also applies to the outer edges of surface watcr bodies. D. Stream Linear geogiaphic feature that conveys flowing waters. Headwatex sYreams are tlie uppermost, low-order streams of a watershed and comprise the majority of streams in the United States, both in terms of numbei ai�d length. Streams can be pereilnial, inteimittent or ephemeral. L. Surface Water Body 'Term to include stieams, ponds, lakes, and freshwater wedands. F. Undeveloped Floodplain r�reas within the I'�MA 1% rinnual Chance I'loodplain (a.k.a. 100-year floodplain), that �ire undeveloped and in theii natural state. G. Upland Habitat Contiguous areas ten acies or laigcr of Cioss "I'imbeis habitat. II. Valley Storage Water stoiage capacity of a stream ai�d is a volume that is measured below the base flood elevation. I. Water Related Habitat t�ieas designated as wetlands, and tiees and understoiy vegetation containing 50 percent oi inore of piedominately native bottomland haidwood. Bottomland hardwoods occui on the first terrace of floodplains and flats along channels. Periodic inundation pievents estaUlishment of upland species and maintains the functioning of tl�is type of vegetation. J. Wetland �rea diaC is inundated or satuxated by suxface ox ground water at a frequency and duration sufficieilt to support, and rhat under normal circuinstances do support, a pre�Talence of vegetation typically adapted for life vi saturated soil conditions. Wetlands genexally uicludc swamps, marshes, bogs, ai�d siznilar aaeas. Ii�cludes adjacent and isolated wetlands. 35.17.6 Ofircial Map r1. Environmentally Sensitive Areas Map The official map that identifies areas desigYiated as Lnvironmentally Sensitive rlieas (GSr�s). I3. Environmentally Sensitive Areas Map Amendments 1. 'The map may be updated administratively when an I;Sr� field assessment is conducted for a pioperty and approved Uy the Director of Development Scrvices. 2. Revisions and amendinents to FEMr1 1% Annual Chancc Floodplain maps shall cause the boundaiies of Tloodplain �Ss�s to be rcadjusted accordingly. 3. Substantial amendments of the inap shall follow the Zoning 1lmendment Proceduie detailed ui Subchapter 3 SubstanTial amendment is defincd as changes impacting the whole city, excepting changes caused Uy the publicatioil of new flood insurance rate maps (FIRMs) by T�Ml�. C. Environinentally Sensitive Areas Field t�ssessments. l�ield assessments are required prior to platting of property when there is Leasonable evidence that Lnviionmentally Sensitive Aieas, as depicted on the official �SA Map, may not be accurate. I'sSA field assessments, as approved by the Director of Development Seivices, shall supersede the official �S11 Map in determiiung what areas are suUject to the requirements of this SuUchapter as applied to a proposed development. 1. Infoimation Requixed; Infoimation as requiied on the �nvironmentally Sensitive �1rea �ssessment application and checklist must be provided. �dditional infoimation decmed appiopriate and necessaiy to piocess the application may be Lequiied. 2. �xpiration; An �nviionmentall�� Sensitive r�ieas field assessment shall expire after two yeais of its approval, or if the natural conditions of the �Sf� have been significantly alteied. 3. 1lppeals; .�ppeals to staff deterininatioizs shall follow the Staff Review Procedure detailed in Section 35.3.7. D. Text Applicabiliry The text of this Subchaptei, including definition.s, descLibes and i•e�ulat:es the protected L;Sr1s shown ou the City's Enviromizentally Sensit�ve r�ieas Map as a refeience. 35.17.7 Floodplai� Development Standards Upon field �Terification aieas designated as FT�,l�Ir1 1% r�nnual Chance Floodplaiil would be classified accoiding to the e�sting conditions as lleveloped or Undeveloped floodplains. �. Developed Floodplain 1. Development within die Developed I�loodplains shall comply with Sul�chapter 35.19 Diainage Standaids. 2. Section 35.17.8 applies when Itiparian Uuffers and Water-relat:ed habitats are nested, paitially or wholly, inside Developed floodplain I;S�s. 3. Gas well drilling and production within developed floodplains shall comply with Subchapter 35.22 (Gas Well Drilling and Pioduction). 13. Undeveloped Floodplain The following uses and activities aie Legulated in the Undeveloped I'loodplain. 1. Permitted Uses and t�ictivities 'The following permitted uses and activities are allowed if in compliancc widi the Subchapter 19 Drainage Standaids aud Chaptei 30 of the Code of Ordinances: a. The planting of any new tiees ox vegetation. b. Restorarion or enhancement of floodplains, riparian buffeis, water related habitats, upland habitats, wedands and stieams as requiied by federal and state standards. c. The placement of public or private utilit�� facilities such as sewei, stoim watei, water, electricity, gas, oi othei utilities as long as the distuxUed area is restored to miiiimizcd erosion and piomote tl�e iecovery of the I;nviionmentally Sensitive Aieas, and when adequately flood proofed. d. Measures to reinove oi abate nuisances, the removal of invasive plant species, or any othei violation of fedeial, state oi local law, with the appioval of the Director of Environmental Services. e. Parking lots, suUject to the limitations on fill as specified in Section 35.17.7.B.3 and constiucted of pervious materials. £ I'arlcs, open space, recreaYional uses, tiails, wall�ways and l��ilie paths. g. Storm watei quality contxols. h. Constiuction of roadways identified on the MoUility Plan as long as the distuibed axeas aie restoied to ininimize eiosion and promote the xecovery of the �nvironmentally Sensitive rlrea subject to the Director of �nvironmental Seivices appioval. i. Routine repair and mauitenance of existing structuies, ioadways, driveways, utilities, and accessoiy uses. j. �gricultural activiry peiinitted thiough Nationwide Permit 40 (NWl' 40), r�gricultural r�ctivities puisuant Section 404 of the Clean Watei �1ct oi an}� other federal perinits. k. Any action taken by federal, state, oi local officials in an esncrgency to mitigate an e�sting or potential hazaid. 1. The const�uction of a prival:e diiveway, as long as the disturbed arEas are restored to miiumize erosion and proinote the recoveiy of the �nvironmentally Sensitive l�rea subject to the Diiector of I:nvironmental Services appioval. m. Gas well drilling and production shall comply with Subchapter 35.22 Gas Well Drilling and Production. n. Fill activities subject to limitations as outlined in Section 35.17.7.I3.3. o. Culveits and bridges as long as the distuibed areas aie restoied to minimize erosion and promote the zecovery of the �nviionmentally Sensitive l�rea subject to the Directoi of Lnvironmental Seivices approval. Culveits and Uiidges are exempt from tlie limitations in fill set in Section 35.17.7.13.3. 2. Prohibited Uses and Activities The following prohibited uses and activities are not allowed in Undeveloped Floodplains: a. Placement, handling, processing areas, and/ox stoiage of hazardous waste. Hazardous waste and solid wastc landfills. b. Land disturbuig acrivity not authorized by a U.S. rliiny Corps of Engineers Section 404 Permit or Lettei of Permission. c. l�ny new stiuctures or addit�ons, including garages and carports, and stoiage sheds located within the area inapped as Undeveloped l�loodplain. d. Tiee and understorj� vegetation renzoval, except as allowed by Subsection 35.22.9 and 35.19.4.E.2. e. Septic tanlis, septic tanli drain fields, and other forms of on-site wastewater treatment. 3. Standards for Fill in Undeveloped Floodplains "Ihe following are standards for fill ii1 the Undeveloped floodplain: a. Filling of any floodplain of a stieain diat drains inore than one square mile is prohibited unless the fill oiz any lot is less than 50 cuUic yaids oi 300 cuUic feet per acre, wliichever is greater. b. Up to 15% of the floodplain valley storage may Ue filled if the stream diauis less than one square rrule. c. In addition to meeting the requirement for fill set above, all fill activiries in the Undeveloped floodplain shall comply with the L-?nvironmental Sensitive �rea Criteria Manual, Subchapter 19 Drainage Standards, and fedeial law. 35.17.8 Rrparian Buffer an�' Watex Related Habitat Developme.rzt Sta.ndards The following uses and activities are iegulated in the Riparian Buffers and Water Related I Iabitats and are in addition to the iegulations fot development in this Subchapter, A. Permitted Uses and Activities 1. Placement of piivate residential yaid amenities, including but not limited to: gardens, yaids, hails, and cleaiings, that would result in disturbing up to 10% of' the area, but in izo instance shall die protective buffer width be decieased below 25 feet measured each diiection fiom the centeiline of flie eaisting channel or the outer edge of surface watei bodies. No disturbance is perinitted in delineated wetlands. 2. Riparian Uuffers nested, partially oi wholly, inside Developed floodplains may be distuiUed up to 10% of the area but in no instance shall the protective buffer width be decreased below 25 feet tneasured each direction from flie centerline of the existing channel or the outei edge of suiface water bodics. No disturbance is permitted in delineated wetiands. 3. Repair, Leplacement or impiovemeilt of public utility facilities wheie the disturbed portion of the Enviionmentally Sensitive s\rea is restored, and vegetarion listed as invasive is removed and ieplaced widi vegetation from the City Native Plant List. 4. �ddiTions, alterarions, iellabilitarion, or ieplacement of existing structuies that do rzot increase d1e existing structuial footprint in the Ripariail Buffer or Water Related Habitat. �n}� distuibed aieas must be restored using native vegetative cover. 5. Stieam, wetland, riparian and upland enhancement oi iestoration piojects; 6. �gricultuial activity, including buildings and structures is peiinitted outside of the Lnviionmentally SensiTive �lreas, unless otherwise permitted thiough Nationwide Permit 40 (NWP 40), ��giicultural Activities pursuant Section 404 of the Clean Water 11ct or any other fedeial permit. 7. Routine repaii and maiiitenance of existing stiuctures, roadways, drzveways, utility facilities, accessoiy uses and othei developinent. 8. Construction of ioadways identified on the ciry Mobility Plan as long as the distuLUed areas aie iestored to muiimize eiosion and proinote the recovery of the Environmentally Scnsitive r�rea and subject to the Diiectoi of �nviionmental Services appioval, and as outlined in Section 35.17.7.B.4. 9. Measures to remove or abate nuisances, or any other violation of State statute, adrninistrative iule, or City Code of Oidinances. 10. riny action taken by the City in an emeigency to mitigate an existing or potential hazard. 11. Gas well diilling and production within riparian buffers and water related habitats shall comply with Subchapter 35.22 Gas Well Drilling and Production. B. Prohibited Uses and Activities The following uses and activities are not allowed in Ripaiian I3uffers and Water Related Habitats: 1. Land disturbing activity not autliorized by a US .�\rmy Corps of L,ngineeis Section 404 Peimit Lettex of Peimission. 2. Tree and understoiy vegctation iemoval, except as allowed Uy Subsecrion 35.19.4.1�.2. 3. Placement, handling, piocessing, or stoiage of hazardous waste. 4. Any stiuctures, including storag�e sheds, gaiages arld carports. 5. Septic tanks, septic t:ank drain fields, and other foims of on-site wastewater treatmeiit. 35.17.9 Upland .�Iabztat Developtnent .Standarc�s "T"he following uses and activitics arc regulated ui the Upland HaUitat and aLe in addirion to the restiictions for dcvelopinent within this Subchaptei. r1. Pexmitted Uses and Activities 1. Residential development shall be designed to retain a contiguous fifty percent (50%) tree canopy, which shall remain predominandy in i1:s natural state. Preservat�on of upland habitat conriguous to foiested areas on adjacent properties or parcels is strongly encouraged. 2. Non-residential development shall be designed to ietain thirry percent (30%) tiee canopy which shall iemain piedominanTly in its natural state. Preseivarion of upland habitat contig�xous to forested areas on adjacent piopeities oi parcels is strongly encouraged. 3. Selective piuning conducted by or tmder the supervision of an International Societ�� of r�rboricultuie (ISr1) ceirified aiborist is allowed to remove up t:o one-quaiter of the canopy for the purposes of a trees health. 4. I;nhancement or restoration projects as appioved by tlie lliiectoi o£I;nvironmental Services. B. Prohibited Uses and Activities 1. Septic tanks, septic tank diain fields, and other forms of on-site wastewater treatment are piohibited in areas set aside for iequiied preseivation. 35.17.10 Clusteri.rzg Destgn Starldards Clustcring of developinent shall be utilized Co ininimize impact to the natuial environment. Clustering shall be designed to inauitain a contiguous forested aLea. 35.17.11 Alternative Envrronmentally Sensrtive Area Plans r1. Approval Process The Alternarive Enviionmentally Sensitive r�rea Plan provides Che opCion to address the regulations through a flexible discretionary process utilizing the 'Loning Amendment Procedure outlined in Subchapter 35.,3.4. 13. Criteria for Approval The goals and objectives which must l�e met, and by which the pioposal will bc judged aie: 1. Mitigation goals axe obtained by creating, expanding, and/or improving environmentally sensitive areas. 2. iVlitigation goals aie obtained by preseiving environmentally sensitive areas above the zninimum requirements, exchanges between different types of LSI�s, installing pollution pievention contiols, and/or implementing best management practiccs or any other appioaches that iesult in the improvement of fl1e eilvironment being iinpacted. 3. r�ieas offeied as mirigation aie linked to existing or planned open space or conserved areas to provide an overall open spacc system. 4. Development is arraiiged for maximizing access and utilizatioiz of the cnvironmentally sensitive areas by citizens. 5. �reas offered as mitigation are placed either in a lot or lots that incorporate a permanent conservation easement, restrictive covenants, or such other legal ineclianisin to allow for the long terin conseivation of said aieas. Such legal mechanism shall limit any future land disturbing activity or coilstructioil within the enviionmentally sensirive areas and shall run with the land and be binding upon all successors and assigns of the current owner. 6. The l�lternative Fnviiomnentally Sensitive l�iea Plai� shall demonstxate ihat the developei's alteinativc pioposal results ui a high quality development meeting the intent of the standards in the Denton Development Code. C. Information Required Infoimation as iequiied on the alternative enviionmentally seizsitive areas plan checklist must be provided. l�dditional uifounation deei�ied appiopiiate and necessary to process thc application nlay also be required. (rlmended Ord. No. 2004-05), 03/02/2004) (r�mended Ord. No. 2005-366, 12/06/2005) (l�mended Ord. 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