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2008-098s:\our documents\ordinances\OS\dcta interlocal agreement downtown transit center.doc ORDINANCE NO. o~~~~f'- D7 Z3 AN ORDINANCE OF THE CITY OF DENTON, TEXAS, APPROVING AN INTERLOCAL AGREEMENT BETWEEN THE CITY OF DENTON AND THE DENTON COUNTY TRANSPORTATION AUTHORITY (DCTA) FOR THE CONSTRUCTION AND PURCHASE OF THE DOWNTOWN DENTON TRANSIT CENTER; AND DECLARING AN EFFECTIVE DATE. WHEREAS, Denton was apportioned federal transportation dollars in the amount of $3,109,690 pursuant to a 5309 Grant number TX-03-0293-00 in 2004 for the development of a Downtown Denton Transit Center; and WHEREAS, Denton owns the real property and improvements located at 604 E. Hickory, Denton, Texas 76205 and being further described in Exhibit "A" (the "Land") on which Denton intends to construct the Downtown Denton Transit Center (hereinafer defined); and WHEREAS, the development of the Downtown Denton Transit Center will enhance the DCTA public transit system and provide a safe and secure place to make transit connections; and WHEREAS, Denton desires to design and construct the Downtown Denton Transit Center for the benefit of the DCTA and Denton and to transfer ownership thereof upon Completion of Construction (hereinafter defined) thereof following the closing of the federal 5309 Grant; and WHEREAS, DCTA intends to assist Denton with the management of the 5309 Grant submittal including milestone updates and grant reimbursements through the TEAM and ECHO systems; and WHEREAS, DCTA desires to purchase the Downtown Denton Transit Center pursuant to the terms of this Agreement and WHEREAS, the estimated cost of the design and construction of the Downtown Denton Transit Center is $3,887,113 with $3,109,690 of such costs expected to be paid by the federal funding 5309 Grant with Denton advancing its local share in the amount of $777,423; and WHEREAS, DCTA intends as consideration for the transfer of the Downtown Denton Transit Center to reimburse Denton up to $777,423 of its local share expenditures upon Completion of Construction and closing of the 5309 Grant as provided herein; and WHEREAS, DCTA has agreed that it shall within five (5) business days after the Effective Dale deliver to Denton the sum of $388,712 (the "Earnest Money"); and WHEREAS, Denton is authorized by Section 380.001 TEX. LOC. GOV"t COOS to provide economic development incentives to support the expansion of local business activity, employment, public transportation and development; and s:\our documents\ordinances\Oa\dcta interlocal agreement downtown transit center.doc WHEREAS, public transportation is essential for the attraction of new business to Denton and will promote economic development, stimulate commercial activity, generate additional sales tax and will enhance the tax base and economic vitality of Denton; and WHEREAS, Denton has adopted programs for promoting economic development and the economic development grant as set forth herein is given and provided by Denton pursuant to and in accordance with those programs; and WHEREAS, Denton is authorized by Article II, Section 52-a of the Texas Constitution and Tsx. LOC. GOVT CODE §380.001 to provide economic development grants to promote local economic development and to stimulate business and commercial activity in Denton; and WHEREAS, the Act authorizes Denton and the DCTA to enter into this Agreement for the purpose of achieving the governmental functions provided for herein by this collective, cooperative undertaking; THE COUNCIL OF THE CITY OF DENTON DEREBY ORDAINS: SECTION 1. The City Council hereby approves an Interlocal Cooperation Agreement between the City of Denton and DCTA for the construction and purchase of the Downtown Denton Transit Center, a copy of which is attached hereto and incorporated by reference herein. SECTION 2: This Ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the ~d ` day of , 2008. ~7 PERRY R. McNE1LL, MAYOR ATTEST: JENNIFER WALTER, CITY SECRETARY BY: W APPROVED AS TO LEGAL FORM: EDWIN M. SNYDER, CITY ATTORNEY BY ~i-~~ fff//////"' STATE OF TEXAS § § INTERLOCAL COOPERATION AGREEMENT COUNTY OF DENTON § This Interlocal Cooperation Agreement (the "Agreement") is made and entered into by and between the City of Denton ("Denton") and the Denton County Transportation Authority, ("DCTA"), each organized and existing under the laws of the State of Texas, and acting by, through and under the DCTA and their respective governing bodies and officials in accordance with the "Interlocal Cooperation Act", Chapter 791 of the Texas GoveRNMeNT Cope (the "Act"); and RECITALS WHEREAS, Denton was apportioned federal transportation dollars in the amount of $3,109,690 pursuant to a 5309 Grant number TX-03-0293-00 in 2004 for the development of a downtown Denton transit center; and WHEREAS, Denton owns the real property and improvements located at 604 E. Hickory, Denton, Texas 76205 and being further described in Exhibit "A" (the "Land") on which Denton intends to construct the Downtown Denton Transit Center (hereinafter defined); and WHEREAS, the development of the Downtown Denton Transit Center will enhance the DCTA public transit system and provide a safe and secure place to make transit connections; and WHEREAS, Denton desires to design and construct the Downtown Denton Transit Center for the benefit of the DCTA and Denton and to transfer ownership thereof upon Completion of Construction (hereinafter defined) thereof following the closing of the federal 5309 Grant; and WHEREAS, DCTA intends to assist Denton with the management of the 5309 Grant submittal including milestone updates and grant reimbursements through the TEAM and ECHO systems; and WHEREAS, DCTA desires to purchase the Downtown Denton Transit Center pursuant to the terms of this Agreement; and WHEREAS, the estimated cost of the design and construction of the Downtown Denton Transit Center is $3,887,113 with $3,109,690 of such costs expected to be paid by the federal funding 5309 Grant with Denton advancing its local share in the amount of $777,423; and WHEREAS, DCTA intends as consideration for the transfer of the Downtown Denton Transit Center to reimburse Denton up to $777,423 of its local share expenditures upon Completion of Construction and closing of the 5309 Grant as provided herein; and DCTA/Denton Asset Transfer Interlocal Cooperation Agreement Page I of 13 zeaw WHEREAS, Denton is authorized by Section 380.001 Tex. LoC. Gov'T Cope to provide economic development incentives to support the expansion of local business activity, employment, public transportation and development; and WHEREAS, public transportation is essential for the attraction of new business to Denton and will promote economic development, stimulate commercial activity, generate additional sales tax and will enhance the tax base and economic vitality of Denton; and WHEREAS, Denton has adopted programs for promoting economic development and the economic development grant as set forth herein is given and provided by Denton pursuant to and in accordance with those programs; and WHEREAS, Denton is authorized by Article II, Section 52-a of the Texas Constitution and TEx. LOC. GOVT CODE §380.001 to provide economic development grants to promote local economic development and to stimulate business and commercial activity in Denton; and WHEREAS, the Act authorizes Denton and the DCTA to enter into this Agreement for the purpose of achieving the govemmental functions provided for herein by this collective, cooperative undertaking; and NOW THEREFORE, for and in consideration of the premises and the mutual covenants set forth in this Agreement, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged the parties agree as follows: Article I Definitions For purposes of this Agreement, each of the following terms shall have the meaning set forth herein unless the context clearly indicates otherwise. "Approved Plans" mean the Plans as approved by the Parties. "Assets" mean collectively the Land and the Downtown Denton Transit Center improvements. "Bill of Sale" means a bill of sale in a form reasonably acceptable to the DCTA for the transfer of Downtown Denton Transit Center. "Commencement of Construction" shall mean that (i) the Plans have been prepared and all approvals thereof required by applicable governmental authorities have been obtained for construction of the Downtown Denton Transit Center; (ii) all necessary permits for the construction of the Downtown Denton Transit Center pursuant to the Approved Plans therefore having been issued by all applicable governmental authorities; and (iii) demolition and grading of the land for the construction of the Downtown Denton Transit Center has commenced. DCTA/Den[on Asset Transfer Interlocal Cooperation Agreement Page 2 of 13 26814 "Completion of Construction" shall mean (i) the construction of the Downtown Denton Transit Center has been substantially completed; (ii) a certificate of substantial completion has been issued to the general contractor(s) and engineer(s)/architect(s) for the Downtown Denton Transit Center, and a copy of such certificate has been delivered to DCTA; (iii) Denton has issued a final inspection and certificate of occupancy for the Downtown Denton Transit Center, as the case may be; and (iv) DCTA has accepted the Downtown Denton Transit Center. "Closing Date" means the later of: (i) Completion of Construction of the Downtown Denton Transit Center; and (ii) FTA approval of the transfer of the Assets, or other date mutually agreed to by the parties. "DCTA" means the Denton County Transportation Authority acting by and through its President. "Denton" means the City of Denton, Texas acting by and through its City Manager. "Downtown Denton Transit Center" means a multi modal transit center to be constructed as further described in Exhibit "B". "Effective Date" shall mean the last date of execution hereof. "Event of Force Majeure" shall mean any contingency or cause beyond the reasonable control of a party including, without limitation, acts of God or the public enemy, war, terrorist act, riot, civil commotion, insurrection, government action or inaction (unless caused by the intentionally wrongful acts or omissions of the party), fires, earthquake, tornado, humcane, explosions, floods, strikes, slowdowns or work stoppages. "Expiration Date" shall mean the date the parties have fully satisfied their respective obligations herein. "Final Budget" means the budget for the costs of design and construction of the Downtown Denton Transit Center approved by the parties. "FTA" means the Federal Transit Administration of the United States Department of Transportation. "Grant" means an economic development grant in an amount equal to the difference between the Appraisal and the sum of the Purchase Price and the Additional Consideration, if any. "Land" means the real property described in Exhibit "A". "Permitted Exceptions" shall mean zoning, the lien for current taxes, the environmental condition and any easements or restrictions of record. DCTA/Demon Asset Transfer Interlocal Cooperation Agreement Page 3 of 13 zesia "Purchase Price" means the sum of $777,423 to be paid by DCTA to Denton at Closing for the sale, transfer and conveyance of the Downtown Denton Transit Center as set forth herein. "Parties" means the DCTA and the City of Denton, Texas acting by and through their authorized representatives. "Plans" collectively mean the design and construction plans, building elevations, architectural, landscaping, exterior and interior lighting plans, and exterior construction materials for the Downtown Denton Transit Center to be approved by the parties as set forth herein. "Project" collectively means the Land, and the Downtown Denton Transit Center, following construction thereof, together with parking and landscaping all as further described in the submittals filed with Denton in order to obtain a building permit(s) from time to time. "Title Company" means a title company located within Denton County mutually selected by the parties for the Closing of the transfer of the Assets. Article II Term The term of this Agreement shall begin on the Effective Date and continue until the Expiration Date, unless sooner terminated as provided herein. Article III Purpose The purpose of this Agreement is to authorize Denton to design and construct the Downtown Denton Transit Center and to transfer the same to DCTA upon the later of: (i) Completion of Construction thereof; and (ii) FTA approval of the transfer of the Assets. Article IV Project Design and Construction 4.1 Plans. Denton agrees to solicit proposals for the necessary architectural and engineering services for the design and construction of the Downtown Denton Transit Center on or before April 1, 2008 and shall award contracts for such services to such firms as approved by the DCTA on or before June 17, 2008. The solicitation for proposals for the architectural and engineering services for the Downtown Denton Transit Center shall require the successful firms to complete the respective design services on or before April 30, 2009. Denton agrees to cause the necessary architectural and engineering design plans for the Downtown Denton Transit Center to be complete on or before April 30, 2009. DCTA/Den[on Asset Transfer Interbcal Cooperation Agreement Page 4 of 13 zeaw 4.2 Construction. Denton shall solicit competitive bids for the construction of the Downtown Denton Transit Center on or before May 29, 2009 and award a contract(s) to the lowest responsible bidder for the construction of the Downtown Denton Transit Center on or before June 30, 2009. The solicitation for proposals for the construction of the Downtown Denton Transit Center shall require the successful firm(s) to complete construction thereof on or before May 28, 2010. Denton shall, subject to events of Force Majeure, cause Commencement of Construction of the Downtown Denton Transit Center to occur on or before July 31, 2009, and subject to events of Force Majeure, cause Completion of Construction thereof on or before May 28, 2010. Denton shall deliver the Downtown Denton Transit Center to the DCTA for operational occupancy on or before June 30, 2010. 4.3 Plan Approval. Parties shall have the right to approve the Plans prior to the award of any contracts for the design and construction of the Downtown Denton Transit Center (the "Approved Plans"). 4.4 Project Costs. Uniess otherwise agreed by the parties in writing any costs for the Project in excess of $3,887,113 shall be the sole responsibility of Denton, it being the intention that the sole financial commitment and responsibility of DCTA shall be the reimbursement of the local share of Denton not to exceed $777,423 which shall be the Purchase Price for the transfer of Assets and any Additional Consideration as defined herein. 4.5 General Requirements For Desien and Construction. (a) The Downtown Denton Transit center shall be constructed in accordance with the Approved Plans. (b) Denton shall comply with all federal, local and state laws and regulations regarding the design and construction of the Downtown Denton Transit Center applicable to similar facilities constructed by Denton, including but not limited to any applicable requirement relating to payment, performance and maintenance bonds. Upon Completion of Construction Denton shall provide the DCTA with a final cost summary of all costs associated with the design and construction of the Downtown Denton Transit Center, and provide proof that all amounts owing to contractors, subcontractors and suppliers have been paid in full evidenced by the customary affidavits executed by the Denton and/or its contractors. (c) Denton shall in connection with the construction of the Downtown Denton Transit Center cause its contractors to provide such performance bonds, and payment bonds in forms reasonably satisfactory to Denton for the construction of the Project to ensure Completion of Construction of the Project. (d) The design of the Downtown Denton Transit Center shall utilize the proposed rail alignment as the anchor element of the design. DCTA/Denton Asse[ Transfer ln[erbcal Cooperation Agreement Page 5 of 13 26814 Article V Earnest Money 5.1 Earnest Monev. The DCTA shall within five (5) business days after the Effective Date deliver to Denton the sum of $388,712 (the "Earnest Money"). Article VI Project Transfer 6.1 Sale of Assets. For the consideration and upon and subject to the terms, provisions and conditions hereinafter set forth herein, Denton agrees to sell and convey unto DCTA, and DCTA agrees to purchase from Denton the Downtown Denton Transit Center and the plans, specifications and warranties related to the Downtown Denton Transit Center. 6.2 Title, Survey, and Environmental Reports. (a) Within at least forty-five (45) calendar days prior to the Closing, Denton, shall deliver to DCTA: (i) a current commitment for an Owner's Policy of Title Insurance for the Land, from the Title Company setting forth the state of title to the Land together with any easements or restrictions (existing or created pursuant hereto) benefiting the Land, together with all exceptions or conditions to such title; (ii) legible copies of all documents referenced in the Title Commitment; (iii) a current Survey certified to DCTA and Title Denton; and (iv) tax statements for current and prior years. (b) DCTA shall, within twenty (20) business days after DCTA's receipt of the last of the Survey and Title Commitment, notify Denton and Title Company of any objections to the Survey or Title Commitment. If there are objections by DCTA, Denton shall in good faith attempt to satisfy them prior to Closing, but Denton shall not be required to incur any cost to do so. If Denton delivers written notice to DCTA within ten (10) business days after Denton's receipt of DCTA's objections that Denton is unable to satisfy such objections, the DCTA may either waive such objections and accept title as Denton is able to convey or terminate this Agreement by written notice to Denton and the Title Company. If DCTA terminates this Agreement pursuant to this Section neither the DCTA nor Denton shall have any further rights or obligations hereunder. 6.3 Closing. (a) The closing of the sale of the Assets shall occur between 9:00 a.m. and 1:00 p.m. on the Closing Date therefore at the Title Company. DCTA/Demon Asset Transfer Interlocal Cooperation Agreement Page 6 of 13 26814 (b) At the Closing, the Denton shall deliver to the Title Company: (i) a Special Warranty Deed, in form and substance reasonably acceptable to Denton and DCTA, conveying good and indefeasible title to the Land free and clear of any and all encumbrances, except the Permitted Exceptions; (ii) the Bill of Sale conveying title to all improvements and facilities comprising the Downtown Denton Transit Center to DCTA; (iii) a Texas owner's policy of title insurance (or equivalent) in the amount of the fair market value of the Downtown Denton Transit Center, insuring such title to the DCTA; (iv) possession of the Project, free of parties in possession, and (iv) an assignment to DCTA of all warranties from the Demon's contractors, subcontractors and suppliers providing labor and/or materials in connection with the design and construction of the Downtown Denton Transit Center; such warranties shall: (a) be at least standard industry warranties from generally recognized contractors, subcontractors and suppliers with respect to the Project; and (b) obligate the Demon's contractors, subcontractors and suppliers to repair all defects for a period of two (2) years following Completion of Construction. (c) At the Closing, the DCTA shall deliver to Denton through the Title Company: (i) the Purchase Price, less the Earnest Money and the Grant (if any), in cash or immediately available funds. 6.4 Taxes. Ad valorem taxes, assessments, and any other charges against the Project shall be prorated as of the Closing Date and become the responsibility of the DCTA as of the Closing Date. 6.5 Closin¢ Costs. (a) Denton hereby agrees to pay and be responsible for the following closing cost: (i) the cost of all tax certificates relating to all taxes and other assessments incurred or arising in relation to the Project; (ii) one-half ('h) of the Title Company's escrow fees; (iii) all costs and expenses incurred by or on behalf of Denton, including Demon's attorney's fees; and (iv) all fees for the Basic Owner's Title Policy; and (v) such other incidental costs and fees customarily paid by Sellers of real property in Denton County, Texas, for transactions of a similar nature to the transaction contemplated herein. (b) DCTA hereby agrees to pay and be responsible for the following closing costs: (i) all fees and premiums for any endorsements to the Basic Owner's Title Policy; (ii) all fees and premiums for the Survey; DCTA/Demon Asset Transfer Interlocal Cooperation Agreement Page 7 of 13 26814 (iii) one-half (%) of the Title Company's escrow fees; (iv) all costs and expenses incurred by or on behalf of the DCTA; including DCTA's attorneys' fees; and (v) such other incidental costs and fees customarily paid by Purchasers'of real property in Denton County, Texas, for transactions of a similar nature to the transaction contemplated herein. 6.6 Project Sold As Is. (a) DCTA represents that as of the Closing Date that it: (i) will have fully inspected the Project; and (ii) will have made all investigations as it deems necessary or appropriate and will be relying solely upon its inspection and investigation of the Project for all purposes whatsoever, including, but not limited to, the determination of the condition of the structures, improvements, soils, subsurface, drainage, surface and groundwater quality, and all other physical characteristics; availability and adequacy of utilities; compliance with governmental laws and regulations; access; encroachments; acreage and other survey matters and the character and suitability of the Project. (b) DCTA acknowledges and agrees that the Project is being purchased and will be conveyed "AS IS" with all faults and defects, whether patent or latent, as of the Closing Date. (c) There have been no representations, warranties, guarantees, statements or information, express or implied, pertaining to the Project, its condition, or any other matters whatsoever, made to or furnished to DCTA by Denton or any employee or agent of Denton, except as specifically set forth in this Agreement. 6.7 Remedies. If DCTA defaults, Denton may terminate this Agreement, in which event Denton may seek specific performance. If Denton defaults, the DCTA may terminate this Agreement, in which event Denton shall return the Earnest Money to DCTA or DCTA may seek specific performance. 6.8 Brokers. Denton and DCTA each represent and warrant that they have not worked with any broker relative to this transaction and that no brokerage commission is due and payable upon the Closing. Each party shall, to the extent allowed by law, indemnify each other from any claim for brokers' commissions relative to the sale of the Property and alleged to be due because of an agreement of such party. DCTA/Demon Asset Transfer In[erlocal Cooperation Agreement Page 8 of 13 2fi814 6.9 Conditions to Closing. (a) The obligation of the parties to close the purchase of the Project shall be conditioned upon satisfaction of the following conditions: (i) FTA approval of the transfer of the Assets. (ii) Completion of Construction of the Downtown Denton Transit Center. 6.10 Casual Risk of loss due to casualty shall be borne by Denton until Closing at such time said risk of loss due to Casualty shall be borne by the DCTA. Denton shall carry or cause to be carried insurance in amounts sufficient to restore any of the Project damaged by Casualty to substantially the same condition they were in immediately prior to such Casualty. 6.11 Additional Consideration. Denton agrees to contract with an appraiser to determine the fair market value of the Land and improvements thereon (the "Appraisal"). Upon receipt of the Appraisal, Denton shall furnish a copy of the Appraisal and all supporting documents to the DCTA for review. In the event the fair market value of the Land and improvements thereon according to the Appraisal (the "Appraised Value") exceeds the Purchase Price, the DCTA agrees to pay to Denton a sum equal to the lesser of: (i) fifry percent (50%) of the difference between the Appraised Value and the Purchase Price; or (ii) $150,000.00, to be paid at closing. For illustration purposes only, assume the Appraisal is $900,000, the Additional Consideration would be calculated as follows: 50% of $ 122,577 ($900,000 - $777,423) not to exceed $150,000, which results in Additional Consideration of $61,288. Article VII Miscellaneous 7.1 Entire Agreement. This Agreement constitutes the sole and only agreement between the parties and supersedes any prior understandings written or oral agreements between the parties with respect to this subject matter. 7.2 Assignment. This Agreement may not be assigned by either party without the prior written consent of the other party. 7.3 Successors and Assigns. Subject to the provisions regarding assignment, this Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators,legal representatives, successors and assigns. 7.4 Governing Law. The laws of the State of Texas shall govern this Agreement; and venue for any action concerning this Agreement shall exclusively be in the State District Court of Denton County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court. 7.5 Amendments. This Agreement may be amended by the mutual written agreement of the parties. DCTA/Demon Asset Transfer Interbcal Cooperation Agreement Page 9 of 13 zcsia 7.6 Severability. In the event any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality or unenforceability shall not effect any other provisions, and the Agreement shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. 7.7 Notice. Any notice required or permitted to be delivered hereunder may be sent by first class mail, overnight courier or by confirmed telefax or facsimile to the address specified below, or to such other party or address as either party may designate in writing, and shall be deemed received three (3) days after delivery set forth herein: If intended for DCTA: Attention: John Hedrick Denton County Transportation Authority 1660 South Stemmons, Suite 250 Lewisville, Texas 75067 972-221-4600 Telephone 972-221-4601 Facsimile With copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Lincoln Plaza 500 North Akard Dallas, Texas 75201 If intended for Denton: George C. Campbell, City Manager 215 E. McKinney Denton, TX 76201 940-349-8307 Telephone 940-349-8596 Facsimile With copy to: City Attorney City of Denton 215 E. McKinney Denton, Texas 76201 7.8 Counternarts. This Agreement may be executed by the parties hereto in separate counterparts, each of which when so executed and delivered shall be an original, but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of any number of copies hereof each signed by less than all, but together signed by all of the parties hereto. 7.9 Exhibits. The Exhibits attached hereto are incorporated herein and made a part hereof for all purposes. 7.10 Recitals. The recital to this Agreement are incorporated herein and made a part hereof for all purposes. 7.11 Authorization. Each party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. 7.12 Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination hereof. DCTA/Denton Asset Transfer Interlocal Cooperation Agreement Page 10 of 13 zesia 7.13 _Approval of Parties. Whenever this Agreement requires or permits the approval or consent to be given by a party, the parties agree that such approval or consent shall not be unreasonably withheld, conditioned or delayed. 7.14 Further Assurances. Each party hereby agrees that it will take all actions and execute all documents necessary to fully carry out the purposes and intent of this Agreement. 7.15 Time for Performance. Time is of the essence in the performance of each party's obligations hereunder. EXECUTED this ~~~ day of 2008. CITY OF DENTON By: George C. Campbell, City anager ATTEST: J IFER WALTERS, ITY SECRETARY BY: Approved as to Legal Form: BY: -.-,_ dwin M. Snydeil~ ity f tto ey EXECUTED this ~~ day of , 2008. DENTON COUNTY TRANSPORTATION sy~ Joh .-Hedrick, President Approved as to Form: By: r '.~Q~~- Pete G. Smith; General Counsel DCTA/Demon Asset Transfer Interlocal Cooperation Agreement Page l l of 13 26814 "EXHIBIT A" Conveyance Tracts 1 & 2 March 1 7, 2008 DCTA/Demon Asset Transfer Interlocal Cooperation Agreement Page 12 of 13 2b814 DCTA Downtown Denton Muitlmodal Slte Exhibit "B" Description of the Downtown Denton Transit Center Improvements Downtown Denton Transportation Facility will consist of approximately 8,880 sq. ft. facility constructed to provide DCTA "Kiss and Ride" bus services. The facility will include indoor passenger waiting area, public restrooms, bus platform, passenger shelter and windbreakers. Tn addition, the facility will also house the DCTA Operations offices and provide approximately 40 parking spaces. DCTA/Denton Asset Transfer [nterlocal Cooperation Agreement Page 13 of 13 26814