20-617S:\Legal\Our Documents\Ordinances\20\AF A MAYHILL ROAD DCTA BRIDGE-TL rev.doc
ORDINANCE NO. 20-617
AN ORDINANCE OF THE CITY OF DENTON AUTHORIZING THE CITY MANAGER, OR
IDS DESIGNEE, TO EXECUTE AN AMENDMENT TO AN ADVANCE FUNDING
AGREEMENT WITH THE TEXAS DEPARTMENT OF TRANSPORTATION FOR AN
EXPANSION OF MAYHILL ROAD FROM A TWO-LANE RURAL ROADWAY TO A
FOUR-LANE DIVIDED URBAN ARTERIAL ROADWAY FROM IH 35 EAST TO US 380
IN THE CITY OF DENTON; AUTHORIZING THE EXPENDITURE OF FUNDS
THEREFOR; AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, on February 18, 2010, the City of Denton ("City") and the Texas
Department of Transportation ("TxDOT") entered into an Advance Funding Agreement
regarding the expansion ofMayhill Road from a two-lane rural road to a four-lane divided urban
arterial roadway from Interstate Highway 35E to US 380(CSJ: 0918-46-246; herein referred to as
the "Project"); and
WHEREAS, the City and TxDOT agree to increase participation m the Project,
expanding it to cover a Bridge over existing rail lines; and
WHEREAS, State funding will provide Sixty Million Four Hundred Eighty-Eight
Thousand Four Hundred and Fifty-Two Dollars ($60,488,452.00) of the Project funding,
accounting for Eighty percent (80%) of the total Project costs; and
WHEREAS, the City will provide Twenty percent (20%) of the total Project funding as
local match in the amount of Fifteen Million One Hundred Twenty-Two Thousand One Hundred
Fourteen Dollars ($15,122,114.00), covering the total estimated amount ofthe Project cost in the
sum of Seventy-Five Million Six Hundred Ten Thousand Five Hundred Sixty-Six Dollars
($75,610,566.00); and
WHEREAS, the City Council having considered the importance of the Project to the
citizens ofDenton and finding that it is in the public's health and safety interest, is of the opinion
that it should approve Amendment #I to the Advanced Funding Agreement attached hereto by
and between the City and TxDOT; NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The findings and recitations contained in the preamble of this ordinance
are incorporated herein by reference as true and as if fully set forth in the body ofthis ordinance.
SECTION 2. The City Manager , or his designee, is hereby authorized to execute on
behalf of the City Amendment #1 to the Advance Funding Agreement ("AFA'') with the Texas
Department of Transportation, a copy ofwhich is attached hereto as Exhibit "A" and made a part
hereof for all purposes.
SECTION 3. The City Manager, or his designee, is further authorized to carry out all
duties and agreements to be performed by the City under the AF A, including, but not limited to,
the expenditure of funds.
SECTION 4. This ordinance shall become effective immediately upon its passage and
approval.
The motion to apJ?rove this Ordinance was made by G€]2A£D tfltDsf>t;TH and
seconded by VR!f!!L Kj_ti-N ; the Ordinance was passed and approved by
the following vote [ ~-.J{J :
Aye Nay Abstain Absent
Chris Watts, Mayor: v
Gerard Hudspeth, District 1 : t/
Keely G. Briggs, District 2: v'
Jesse Davis, District 3: .,1
John Ryan, District 4: v
Deb Armintor, At Large Place 5: V'
Paul Meltzer, At Large Place 6: v
PASSED AND APPROVED this the ~!!d ay of ~ , 2020.
c~
ATTEST:
ROSARIOS, CITY SECRETARY
By: ~O:JQ ~ -......
APPROVED AS TO LEGAL FORM:
AARON LEAL, CITY ATTORNEY
2
DocuSign Envelope ID: 29960963-21 58-49BE-8EOB-1 FOB FA082 1DE
CSJ: 0918 -46 -2 46
District #: 18-Dalla s
Code Chart 64 # 11400
Project: Mayhill Road
Limits : From IH 35 East To US 380
Funding Category: Cat 3. RTR (SH 121Subaccount Funds)
STATE OF TE XAS §
CO UNTY OF TRAVI S §
ADVANC E FUNDING AGREEM ENT
AMENDMENT # 1
Exhibit A
THIS AMENDMENT is made by and between the State of Texas, acting through the Texas Department of
Transportation, called the State, and City of Denton, acting by and through its duly authorized officials, called
the Local Government.
WITNESSETH
WHEREAS, the State and the Local Government executed a contract on February 18, 2010 to effectuate
their agreement to allocate funds from SH 121 Subaccount to expand a two-lane rural roadway to a four-lane
divided urban arterial roadway along Mayhill Road from IH 35 East to US 380 in the City of Denton, Denton
County; and
WHEREAS, the Local Government has requested money from the SH 121 Subaccount for Mayhill Road
from IH 35 East to US 380 (0918-46-246) (Project); the RTC has selected the Project to be funded from the
SH 121 Subaccount; and the Commission concurred in the selection and authorized the expenditure of
money Minute Ord e r No. 115407, dated January 31, 2019; and
WHEREAS, it has become necessary to amend that Agreement to transfer RTR SH 121 construction funds
to the Local Government; and
NOW THEREFORE, in consideration of the premises and of the mutual covenants and agreements of the
parties, the State and the Local Government do agree as follows:
AGREEMENT
1. Description of Amended Items
A. Article 2. Project Funding of the original agreement is deleted in its entirety and
replaced with:
Article 2. Project Funding
The State will pay money to the Local Government from the SH 121 Subaccount in the
amounts specified in Attachment A-1, Payment Provision and Work Responsibilities . Except
as provided in the next succeeding sentence, the payments will begin no later than upon the
later of the following: ( 1) fifteen days after the Legislative Budget Board and the Governor
each approve the expenditure, in accordance with Rider 27 of the Texas Department of
Transportation bill pattern in Senate Bill 1, 85th Legislature; and (2) thirty days after execution
of this Agreement. If Attachment A-1 shows that the RTC has allocated payments to the Local
Government for certain expenditure (e.g. construction) for the Project in a certain fiscal year,
then the State will make the payment from the SH 121 Subaccount to the Local Government
for such expenditure no later than 30 days after the beginning of the designated Fiscal Year.
A Fiscal Year begins on September 1 (for example, the 2014 Fiscal Year began September 1,
2013).
B. Article 10. Utilities of the original agreement is deleted in its entirety and replaced with:
Article 1 0. Utilities
The Local Government shall be responsible for the adjustment, removal, or relocation of utility
facilities in accordance with State laws and regulations and local laws, regulations, rules,
AFA Amend Page 1 of 3 Revised 02/20/2019
DocuS1gn Envelope ID : 29960963-2158-49BE-8EOB-1FOBFA0821DE
CSJ : 0918 -46-246
District #: 18-Dallas
Code Chart 64 # 11400
Project: Mayhill Road
Limits : From IH 35 East To US 380
Funding Category : Cat 3. RTR (SH 121Subaccount Funds)
policies, and procedures applicable to the Local Government. The Local Governm e nt must
obtain advance approval for any variance from established procedures . The RTC-approved
costs for utilities as shown in Attachment A-1, if any, shall be used to adjust, remove , or
relocate utility facilities.
C. Article 11. Compliance with Laws, Environmental Review and Public Involvement of
the original agreement is deleted in its entirety and replaced with:
Article 11. Compliance with Laws, Environmental Review and Public Involvement
Each Party shall comply with all federal, state, and local laws, statutes, ordinances, rules and
regulations, and the orders and decrees of any courts, administrative bodies or tribunals
affecting the performance of this Agreement as applicable to it. When required, the Local
Government shall furnish the State with satisfactory proof of compliance . As provided in 43
TAG 2.3(b)(1)(A), the State's environmental review requirements do not apply to the Project
because the State is funding the Project solely with money held in a project subaccount
created under Transportation Code, Section 228.012. However, the Local Government shall
ensure that the project complies with all environmental review and public involvement
requirements applicable to the Local Government under State and federal law in connection
with the Project. The Local Government shall obtain the opinion of legal counsel showing the
Local Government's environmental review and public involvement for the Project complies
with state law and regulations, and with local laws, regulations, rules, policies, and procedures
applicable to the Local Government. The Local Government shall maintain a copy of the
certification in the project files.
D. Article 18. Notices of the original agreement is deleted in its entirety and replaced with:
Article 18. Notices
All notices to either party by the other required under this Agreement shall be delivered
personally or sent by certified or U.S. mail, postage prepaid or sent by electronic mail, (electronic
notice being permitted to the extent permitted by law but only after a separate written consent of
the parties), addressed to such party at the following addresses:
Local Government:
City of Denton
Attn : City Engineer
901-A Texas Street
Denton, Texas 76209
State:
Texas Department of Transportation
Attn: Director of Contract Services
125 East 11th Street
Austin, Texas 78701
All notices shall be deemed given on the date so delivered or so deposited in the mail, unless
otherwise provided herein . Either party may change the above address by sending written notice
of the change to the other party . Either party may request in writing that such notices shall be
delivered personally or by certified U.S . mail and such request shall be honored and carried out
by the other party.
E. Article 25. Termination of th e original agreement is deleted in its entirety and replaced
with:
Article 25. Termination
The Agreement may be terminated in the following manner:
a. By m utual written agreement and consent of both parties;
b. By either party upon the failure of the other party to fulfill the obligations set
forth herein, after a 45 day period to cure after receiving written notice of non -
compliance;
c. By the State if the Local Government does not let the construction contract for
AF A Amend Page 2 of 3 Revised 02/20/2019
DocuSign Envelope ID: 29960963-2158-49BE-8EOB-1 FOBFA0821D E
CSJ: 0918-46-246
District#: 18-Dallas
Code Chart 64 # 11400
Project: Mayhill Road
Limits: From IH 35 East To US 380
Funding Category: Cat3. RTR (SH 121Subaccount Funds)
the Project within one year after the State first provides SH 121 Funds for
construction as shown in Attachment A -1, Payment Provision and Work
Responsibilities;
d. By the State if the Local Government does not complete the Project within ten
years after the effective date of the Agreement.
F. Attachment A, Payment Provision and Work Responsibilities of the original
agreement is deleted in its entirety and replaced with:
Attachment A-1, Payment Provision and Work Responsibilities which is attached and
made part of this Agreement.
All references to Attachment A. Payment Provision and Work Responsibilities of the
original agreement are to be replaced with Attachment A-1 Payment Provision and
Work Responsibilities.
All other provisions of the original contract are unchanged and remain in full force and effect.
2. Signatory Warranty
Each signatory warrants that the signatory has necessary authority to execute this agreement on behalf
of the entity represented.
Each party is signing this amendment on the date stated under that party's signature .
NT -CITY OF DENTON
By:~~""4'+--J-?.~~..q..---
Todd il an
City Manager
City of Denton
Date: _____,4 /r-=-;_1-f-JI.j}\'-'-0-"-tJ,_() __
AFAAmend Page 3 of 3
THE STATE OF TEXAS
By: -:-:--~-::-:--:-----
Kenneth Stewart
Director of Contract Services
Texas Department of Transportation
Date:-------
THIS AGREEMENT HAS BEEN
BOTH REVIEWED AND APPROVED
as to financial and operational
obligation ll~~bmln.~ss terms.
w.~~
Signature
Director CIP Engineering
Title
CIP Engineering
Deparlfflffho19
Date Signed:------
Revised 02/20/2019
CSJ : 0918 -46 -246
District #: 18-Dallas
Cod e Chart 64 # 11400
Project: Mayhill Road
Limits : From IH 35 Ea st To US 380
Funding Category: Cat 3. RTR (SH 121Subacc ount Fund s)
ATT ACHMENT A-1
Payment Provi s ion a nd W o rk Res po ns ibiliti es
For CSJ# 0918-46 -246 , the State will pay $60,488,452 (an increase of $15 , 152,000) to the Local Government
from SH 121 Subaccount to construct from a two -lane rural roadway to a four-lane divided urban arterial
roadway along Mayhill Road from IH 35 East to US 380 in the City of Denton.
In accordance with the allocation of funds approved by the RTC, and concurred with by the Texas
Transportation Commission, the State will make the payments for the following work in the following Fiscal
Years:
Regional Toll Revenue
Fiscal Total Estimate (RTR) Local Government
Description Year Cost SH 121 Subaccount Participation
Funds Participation
Preliminary Engineering 2010 $5,454,159 $4,363 ,327 $1 ,090 ,832
Right of Way 2011 $11,698,585 $9,358,868 $2,339,717
Utilities 2011 $584 ,929 $4 67 943 $116 ,986
Construction 2012 $38 932 ,893 $31 I 146 ,314 $7 786 579
Construction 2018 $18,940,000 $15,152 ,000 $3 ,788,000
TOTAL $75 ,610 ,566 $60 ,488,452 $1 5,122,114
The Local Government shall pay a required local match of $15.122.114
Upon completion of the Project, the Local Government will issue a signed "Notification of Completion"
docume nt to the State. The notice shall certify that the Project has been completed, all necessary
inspections have been conducted, and the Project is open to traffic.
AFAAmend Page 1 of 1 Attachment A-1