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City Council-Agenda Packets-11/5/2008
lv ~~., . ~~a ~ .`_, .~w Yr=~~__.. City of Colleyville Agenda City Council City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 vvww.colleyville.com Wednesday, November 5, 2008 CITY COUNCIL CHAMBERS PRE COUNCIL MEETING EXECUTIVE SESSION 5:30 P.M. EXECUTIVE CONFERENCE ROOM THIRD FLOOR PC-1 Discussion of the Trinity River Authority (TRA) pass through water and sewer rate increase PC-2 Discussion on the adoption of a supplemental sidewalk system map related to the "Colleyville Pathways Plan" PC-3 Discussion of preliminary recommendations from Newman, Jackson, Bieberstein, Inc. (NJB) regarding the City Entryway and Wayfinding Study PC-4 Discussion of the November 5, 2008 regular agenda items 1. EXECUTIVE SESSION - In accordance with Texas Government Code Chapter 551, Subchapter D Sec. 551.071 - Legal -Consultation with Attorney on Legal Issues Raised by Public Hearing or Action Items on the Agenda Sec. 551.071 - Legal - Discussion of pending litigation - Village Monticello Partners, Ltd. v. City of Colleyville Sec. 551.071 -Legal -Discussion of potential litigation -Barbara Turner v. City of Colleyville Sec. 551.071 -Legal -Discussion of pending litigation -Raul Rodriguez v. City of Colleyville (Bill Hudgins) Sec. 551.071 - Legal - Discussion of pending litigation - Rischon Development Corporation v. City of Colleyville Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property City of Colleyville Page 1 Printed on 10/30/2008 City Council Agenda November 5, 2008 Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property (Mineral Rights) Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property (Water Well Sites) Sec. 551.074 - Personnel -Deliberate the appointment, employment and duties of the City Manager Sec. 551.087 - Economic Development - Discuss and deliberate commercial and financial information received from business prospects the City seeks to have locate, stay or expand within the City RESUME REGULAR MEETING 7:30 P.M. COUNCIL CHAMBERS INVOCATION: Pastor Ricky Texada, Covenant Church PLEDGE OF ALLEGIANCE: City Attorney Matthew Boyle 2. OATH OF OFFICE -MAYOR FOR A DAY Administration of the Oath of Office to Mayor For A Day 3. EXECUTIVE SESSION: CONSIDER AND TAKE ANY ACTION(S) NECESSARY RELATIVE TO ITEMS DISCUSSED IN EXECUTIVE SESSION - Resolution R-08-3027 4. ANNOUNCEMENTS, PROCLAMATIONS AND PRESENTATIONS Announcements of civic and charitable events Presentation of calendar events and updates Announcements of awards and recognition Proclamation - In recognition of Lauren Gregory, City of Colleyville Mayor for a Day Presentation - In recognition of the Texas Amateur Athletic Federation (T.A.A.F.) Bronze Member City Award -Luke DeFilippis, Recreation Supervisor City of Colleyville Page 2 Printed on 10/30/2008 City Council Agenda November 5, 2008 5. CONSENT: READING AND PUBLIC HEARING -Resolution R-08-3028 5a Approval of the minutes of the regular City Council meeting of October 21, 2008 5b Approval of the McPherson Park Master Plan Final Phase 5c Approval of the Senior Center Open Space Master Plan 5d Approval to redirect Park Land Dedication monies into the Park Land Dedication Fund 5e Approval to redirect Voluntary Park Fund monies into the Voluntary Park Fund 5f Approval to renew an interlocal agreement with Tarrant County for the Bogart Drive Improvements, and authorize the City Manager to execute the agreement 6. ORDINANCE(S): FIRST READING AND PUBLIC HEARING 6a 0-08-1699 Approval of a request to amend the Planned Unit Development of Lot 1 R, Block 1 of The Gardens Addition located at 7011 Colleyville Boulevard, Case Z-08-021 6b 0-08-1700 Approval of an electric power contract with Cities Aggregation Power Project, Inc. (CAPP) pursuant to a 24-year power purchase agreement (PPA) and authorizing the City Manager to execute the disclosure letter, agreements and member contract 7. TABLED ITEM AND PUBLIC HEARING 7a 0-08-1696 Approval of a request for a zoning change from RE-Residential Estate to PUDR-Planned Unit Development Residential on Lots 1A, 2, 3 and 4, Block 1 of the Wildwood Estates Addition located at 5500-5700 Pool Road, Case Z-08-018 8. CITIZEN COMMENTS/PRESENTATIONS REGARDING ITEMS NOT ON THE AGENDA City of Colleyville Page 3 Printed on 10/30/2008 City Council Agenda November 5, 2008 9. REPORTS: Celebrate Colleyville Steering Committee Minutes -August 27, 2008 Historical Preservation Committee Minutes -September 11, 2008 Senior Center Advisory Committee Minutes -September 18, 2008 Celebrate Colleyville Steering Committee Minutes -September 24, 2008 Commuter Rail Committee Minutes -September 25, 2008 Commuter Rail Committee Minutes- October 13, 2008 10. ACTION/RESOLUTION: DISCUSSION AND CONSIDERATION OF A RESOLUTION RATIFYING COUNCIL AGENDA ACTION FOR THE MEETING OF NOVEMBER 5, 2008 -Reading and Public Hearing -Resolution R-08-3029 11. ADJOURNMENT: I hereby certify the above agenda was posted on the bulletin boards at City Hall on Friday, October 31, 2008, by 5:00 p.m. Cynthia Singleton, TRMC, CMC City Secretary Any matter on this agenda may, at the discretion of the governing body, be opened for public comment and discussion. If you plan to attend this public meeting and have a disability that requires special accommodations, please advise the City Secretary at least 48 hours in advance at 817.503.1133, and reasonable accommodations will be made to assist you. City of Colleyville Page 4 Printed on 10/30/2008 ,~, ,,, City of Colleyville 100 Mlain Street Colleyville, Texas 76034 ~~~~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Pre Council Status: Pre Council Version: 1 Agenda Date: 11/05/2008 Requester: Finance Department Agenda No.: PC-1 Controlling Body: City Council Final Action: File Name: Discussion of the Trinity River Authority (TRA) pass through water and sewer rate increase Attachments: Exhibit "A" Five Year Projection of Utility Fund Expenses Coverage FY 2009 - FY 2013 Current Rates.pdf Exhibit "B" Five Year Projection of Utility Fund Coverage FY 2009-FY 2013 Proposed Rates.pdf Exhibit "C" Water and Sewer Rate Comparison of Surrounding Cities. pdf History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Discussion of the Trinity River Authority (TRA) pass through water and sewer rate increase Explanation Trinity River Authority is the sole provider of the City's treated water and wastewater. TRA's Fiscal Year 2009 (FY 2009) budget will go into effect on December 1, 2008. The TRA rate per 1,000 gallons for treated water is $2.02 and the rate per 1,000 gallons for treated wastewater is $1.48. The TRA rates for FY 2008 were $2.02 for water and $1.27 for wastewater. The increases in the rates are due to greater costs for chemicals and debt service for recent TRA debt issuances. The City's current water and sewer rate structure is based upon the FY 2007 TRA rates: water at $1.80 per 1,000 gallons and wastewater at $1.10 per 1,000 gallons. As the City's FY 2008 budget was adopted two months before the FY 2008 TRA budget, the FY 2008 TRA rates were not passed through for the FY 2008 budget. As a part of the FY 2009 budget discussion, staff informed the City Council a rate increase would be necessary in the event TRA's FY 2009 rates were greater than those in the City's current rate structure of $1.80 for water and $1.10 for sewer. Exhibit "A" is a five year projection of utility fund expenses and coverage for FY 2009-2013 under the current rate structure. Due to the TRA rate increases, the current water and sewer rates do not meet the required coverage ratio of 1.20 or the coverage ratio needed for the recently approved Capital Improvement Program (CIP). For FY 2009, the projected coverage ratio is .86 and does not meet the 1.20 ratio required by the bond covenants. When the coverage ratio is not met, the rating agencies can downgrade the ratings on existing revenue bonds and future bonds cannot be sold until the coverage ratio is met. In order to meet the required coverage ratio and the CIP ratio, a water rate adjustment of City of Colleyville Page 1 Printed on 10/24/2008 Agenda Briefing Continued $0.22 per thousand and a sewer rate adjustment of $0.20 per thousand is needed. Exhibit "B" is a five year projection of utility fund expenses and coverage for FY 2009-2013 under the proposed rate structure. The water rate adjustment of $0.22 replicates the TRA increase. The $0.20 rate increase is less than the $0.38 rate increase, as sewer impact fees can be used to pay for the TRA debt service and are included in the impact fee calculation. For the FY 2009 budget, Bedford, Euless and Hurst have increased their water and sewer rates and Keller is proposing a 6% water and sewer rate increase in January 2009. Exhibit "C" is a water and sewer rate comparison of surrounding cities. The rates shown on "Exhibit "C" do not reflect the proposed Keller rate increase. Under the proposed water rate increase, Colleyville citizens would pay $3.71 less than the average of the surrounding cities for 15,000 gallons of water. For 10,000 gallons of sewer, Colleyville citizens would pay $8.01 less than the average of the surrounding cities. The monthly increase in the combined bill for 15,000 gallons of water and 10,000 gallons of sewer would be $4.46. Ordinance 0-89-741 allows a direct pass through of rate increases for treated water and sewer by Trinity River Authority to be adopted by resolution. There will be a resolution on the November 18, 2008 agenda proposing the pass through water rate increase of $.22 and the sewer rate increase of $.20 to be effective December 1, 2008. City of Colleyville Page 2 Printed on 10/24/2008 FIVE YEAR PROJECTION OF UTILITY FUND EXPENSES/COVERAGE FY 2009 - FY 2073 EXHIBIT A CURRENT RATES ASSUMPTIONS 130 NEW WATERISEWER CUSTOMERS ANN UALLY FISCAL YEAR 2009 2010 2011 2012 2013 AVERAGE ANNUAL WATER CUSTOMERS 8,945 9,075 9,205 9,335 9,465 AVERAGE MONTHLY USAGE 21,168 21,168 21,168 21,168 21,168 AMOUNT DERIVED FROM MINIMUM BILL $1,288,080 $1,306,800 $1,325,520 $1,344,240 $1,362,960 AMOUNT DERIVED FROM VOLUME CHARGE $6,203,393 $6,293,549 $6,383,704 $6,473,860 $6,564,015 AVERAGE ANNUAL SEWER CUSTOMERS 8,173 8,303 8,433 8,563 8,693 AVERAGE MONTHLY USAGE 10,100 10,100 10,100 10,100 10,100 AMOUNT DERIVED FROM MINIMUM BILL $843,454 $856,870 $870,286 $883,702 $897,118 AMOUNT DERIVED FROM VOLUME CHARGE $1,445,836 $1,468,834 $1,491,831 $1,514,829 $1,537,826 OPERATING REVENUE: WATER SALES SEWER CHARGES WATER INSTALLATION SEWER INSTALLATION ENGINEERING AND DEVELOPMENT PENALTY SEWER TIE ON REVENUE MISC REVENUE $7,491,473 $7,600,349 $2,289,290 $2,325,704 $42,000 $42,000 $15,000 $15,000 $35,000 $35,000 $163,092 $167,985 $5,000 $5,000 $12,000 $12,000 $7,709,224 $2,362,117 $42,000 $15,000 $35,000 $173,024 $5,000 $12, 000 $7,818,100 $7,926,975 $2,398,531 $2,434,944 $42,000 $42,000 $15,000 $15,000 $35,000 $35,000 $178,215 $183,561 $5,000 $5,000 $12,000 $12,000 TOTAL OPERATING REVENUE OPERATING EXPENSES: ADMINISTRATION BILLING OPERATIONS TRA WATER TRA SEWER OPERATING TRANSFER $10,052,855 $10,203,037 $10,353,366 $10,503,845 $10,654,481 $214,839 $221,284 $476,216 $490,502 $2,060,136 $2,152,636 $4,589,501 $4,656,201 $1,421,663 $1,444,276 $770,838 $782,461 $227,923 $505,218 $2,152,636 $4,722,901 $1,466,889 $794,084 $234,760 $241,803 $520,374 $535,985 $2,152,636 $2,152,636 $4,789,602 $4,856,302 $1,489,502 $1,512,115 $805,707 $817,330 TOTAL OPERATING EXPENSES $9,533,192 $9,747,360 $9,869,650 $9,992,581 $10,116,172 OPERATING INCOME $519,663 $455,677 $483,715 $511,264 $538,309 PLUS NON-OPERATING REVENUE (INT INC) $245,000 $245,000 $245,000 $245,000 $245,000 NET INCOME $764,663 $700,677 $728,715 $756,264 $783,309 CALCULATION OF AMOUNT AVAILABLE FOR DEBT COVERAGE: ANNUAL DEBT SERVICE 1996 SERIES $202,842 $205,885 $203,390 $205,340 $206,660 1998 SERIES $213,295 $217,099 $215,498 $218,483 $220,890 2002 REFUNDING SERIES $267,138 $270,093 $272,268 $273,868 $274,863 2004 REFUNDING SERIES $202,206 $205,866 $199,338 $202,624 $195,723 ANNUAL DEBT SERVICE $885,481 $898,943 $890,494 $900,315 $898,136 AMOUNT AVAILABLE FOR DEBT COVERAGE $764,663 $700,677 $728,715 $756,264 $783,309 AMOUNT NEEDED FOR COVERAGE RATIO $1,062,577 $1,078,732 $1,068,593 $1,080,378 $1,077,763 TARGET COVERAGE RATIO-CIP PROGRAM $1,335,481 $1,348,943 $1,340,494 $1,350,315 $1,348,136 -$570,818 -$648,266 -$611,779 -$594,051 -$564,827 TARGET COVERAGE RATIO 1.50 1.50 1.50 1.50 1.50 ACTUAL COVERAGE RATIO 0.86 0.78 0.82 0.84 0.87 FIVE YEAR PROJECTION OF UTILITY FUND EXPENSES/COVERAGE FY 2009 - FY 2013 EXHIBIT B PROPOSED RATES ASSUMPTIONS 130 NEW WATER/SEWER CUSTOMERS ANNUALLY FISCAL YEAR 2009 2010 2011 2012 2013 AVERAGE ANNUAL WATER CUSTOMERS 8,945 9,075 9,205 9,335 9,465 AVERAGE MONTHLY USAGE 21,168 21,168 21,168 21,168 21,168 AMOUNT DERIVED FROM MINIMUM BILL $1,288,080 $1,306,800 $1,325,520 $1,344,240 $1,362,960 AMOUNT DERIVED FROM VOLUME CHARGE $6,203,393 $6,293,549 $6,383,704 $6,473,860 $6,564,015 AVERAGE ANNUAL SEWER CUSTOMERS 8,173 8,303 6,433 8,563 8,693 AVERAGE MONTHLY USAGE 10,100 10,100 10,100 10,100 10,100 AMOUNT DERIVED FROM MINIMUM BILL $843,454' $856,870 $870,286 $883,702 $897,118 AMOUNT DERIVED FROM VOLUME CHARGE $1,445,836 $1,468,834 $1,491,831 $1,514,829 $1,537,826 OPERATING REVENUE WATER SALES $7,491,473 $7,600,349 $7,709,224 $7,818,100 $7,926,975 INCREASE WATER VOLUME CHARGE $460,489 $467,181 $473,873 $480,566 $487,258 SEWER CHARGES $2,289,290 $2,325,704 $2,362,117 $2,398,531 $2,434,944 INCREASE SEWER VOLUME CHARGE $158,883 $161,410 $163,938 $166,465 $168,992 WATER INSTALLATION $42,000 $42,000 $42,000 $42,000 $42,000 SEWER INSTALLATION $15,000 $15,000 $15,000 $15,000 $15,000 ENGINEERING AND DEVELOPMENT $35,000 $35,000 $35,000 $35,000 $35,000 PENALTY $163,092 $167,985 $173,024 $178,215 $183,561 SEWER TIE ON REVENUE $5,000 $5,000 $5,000 $5,000 $5,000 MISC REVENUE $12,000 $12,000 $12,000 $12,000 $12,000 TOTAL OPERATING REVENUE $10,672,227 $10,831,628 $10,991,176 $11,150,876 $11,310,731 OPERATING EXPENSES: ADMINISTRATION $214,839 $221,284 $227,923 $234,760 $241,803 BILLING $476,216 $490,502 $505,218 $520,374 $535,985 OPERATIONS $2,060,136 $2,152,636 $2,152,636 $2,152,636 $2,152,636 TRA WATER $4,589,501 $4,656,201 $4,722,901 $4,769,602 $4,856,302 TRA SEWER $1,421,663 $1,444,276 $1,466,889 $1,489,502 $1,512,115 OPERATING TRANSFER $770,838 $832,011 $844,371 $856,732 $869,093 TOTAL OPERATING EXPENSES $9,533,192 $9,796,910 $9,919,938 $10,043,606 $10,167,934 OPERATING INCOME $1,139,035 $1,034,718 $1,071,239 $1,107,270 $1,142,797 PLUS NON-OPERATING REVENUE (INT INC) $245,000 $245,000 $245,000 $245,000 $245,000 NET INCOME $1,384,035 $1,279,716 $1,316,239 $1,352,270 $1,387,797 CALCULATION OF AMOUNT AVAILABLE FOR DEBT COVERAGE: ANNUAL DEBT SERVICE 1996 SERIES $202,842 $205,885 $203,390 $205,340 $206,660 1998 SERIES $213,295 $217,099 $215,496 $218,483 $220,890 2002 REFUNDING SERIES $267,138 $270,093 $272,268 $273,868 $274,863 2004 REFUNDING SERIES $202,206 $205,866 $199,338 $202,624 $195,723 ANNUAL DEBT SERVICE $885,481 $898,943 $890,494 $900,315 $898,136 AMOUNT AVAILABLE FOR DEBT COVERAGE $1,384,035 $1,279,718 $1,316,239 $1,352,270 $1,387,797 AMOUNT NEEDED FOR COVERAGE RATIO $1,062,577 $1,078,732 $1,068,593 $1,080,378 $1,077,763 TARGET COVERAGE RATIO-CIP PROGRAM $1,335,481 $1,348,943 $1,340,494 $1,350,315 $1,348,136 $48,554 -$69,225 -$24,255 $1,955 $39,661 TARGET COVERAGE RATIO 1.50 1.50 1.50 1.50 1.50 ACTUAL COVERAGE RATIO 1.56 1.42 1.48 1.50 1.55 RATE INCREASES NEEDED TO FUND TRA RATE WATER INCREASE $0.22 SEWER INCREASE $0.20 WATER AND SEWER RATE COMPARISON OF SURROUNDING CITIES EXHIBIT C WATER RATE COMPARISON OF SURROU NDING CITIES MINIMUM # OF GALLONS BILL FOR RATE PER CUSTOMER CUSTOMER CUSTOMER CITY BILL IN MINIMUM 2,000 GALS 1,000 GALS BILL BILL BILL BEDFORD $13.20 0 $17.76 $2.28 $36.00 $47.40 $58.80 EULESS $7.25 0 $13.47 $3.11 $38.35 $53.90 $69.45 GRAPEVINE $9.75 2,000 $9.75 $2.74 $31.67 $45.37 $59.07 HURST $12.15 2,000 $12.15 $4.89 $51.27 $75.72 $100.17 KELLER ** $20.26 2,000 $20.21 $2.86 $43.14 $59.04 $74.94 NORTH RICHLAND HILLS $9.30 0 $15.56 $3.25 $41.80 $58.05 $74.30 SOUTHLAKE ** $26.16 2,000 $26.16 $2.75 $48.16 $64.41 $80.66 AVERAGE $14.01 $16:44 $3.13 $4.1.48 $57.70 $73.91 COLLEYVILLE CURRENT $12.00 2,000 $12.00 $3.01 $34.96 $49.31 $63.66 VARIANCE IN RATES ($2.01) ($4.44) ($0.12) ($6.52) ($8.39) ($10.25) AVERAGE $14:01 $16.44. $3.13 $41.48 $57:70 $73.91 COLLEYVILLE PROPOSED $12.00 2,000 $12.00 $3.23 $37.84 $53.99 $70.14 VARIANCE IN RATES ($2.01) ($4.44) $O.TO ($3.64) ($3.71)- ($3:77) ** KELLER'S WATER RATE IS $2.86 FOR 2,000 TO 10,000 GALLONS, $3.18 FOR 10,001 TO 20,000 GALLONS, $3.61 FOR 20,001 TO 25,000 GA $4.72 FOR 25,000 TO 40,000 GALLONS, AND $5.15 FOR ALL USAGE ABOVE 40,000 GALLONS ** SOUTHLAKE'S WATER RATE IS $2.75 FOR 2,000 TO 10,000 GALLONS, $3.25 FOR 10,001 TO 25,000 GALLONS AND $3.50 FOR 25,000 TO 40,000, AND $4.00 FOR ALL USAGE ABOVE 40,000 GALLONS SEWER RATE COMPARISON OF SURROUNDING CITIES CITY MINIMUM # OF GALS BILL FOR RATE PER WINTER CUSTOMER BILL IN MINIMUM 2,000 GALS 1,000 GALS AVERAGE BILL BILL BILLED 10,000 GALS BEDFORD $8.75 0 $10.87 $1.06 Y $19.35 EULESS $5.50 0 $10.36 $2.43 N $29.80 GRAPEVINE $7.80 2,000 $7.80 $3.26 Y $33.88 HURST $8.79 0 $14.43 $2.82 Y $36.99 KELLER $11.85 2,000 $11.85 $2.69 Y $33.37 N RICHLAND HILLS $7.22 0 $10.26 $1.86 Y $25.82 SOUTHLAKE $26.16 2,000 $26.16 $3.00 N $50.16 AVERAGE $10.87 $13.10 $2.45 ' Y $32.77 COLLEYVILLE CURRENT $8.60 2,000 $8.60 $1.82 Y $22.68 VARIANCE IN RATES ($2.27) ($4.50) ($0.63) ($10.09) AVERAGE $12.:40 $14.65 $2.90 Y $37.92. COLLEYVILLE PROPOSED $8.60 2,000 $8.60 $2.02 Y $24.76 VARIANCE IN RATES ($2.27) ($4.50) ($0.43) ($8;01) i M1'`r( ~~ . ~ ~ ,~ ... City of Colleyville Agenda Briefing City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 www.colleyville.com File Number: File Type: Pre Council Status: Pre Council Version: 1 Requester: Engineering Department Agenda Date: 11 /05/2008 Agenda No.: PC-2 Controlling Body: City Council Final Action: File Name: Discussion on the adoption of a supplemental sidewalk system map related to the "Colleyville Pathways Plan" Attachments: Resolution R-05-2609 Colleyville Trails and Sidewalks Committee Recommendations Sidewalk Map History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Discussion on the adoption of a supplemental sidewalk system map related to the "Colleyville Pathways Plan" Explanation This item is provided for City Council discussion regarding the possible adoption of a supplemental sidewalk system map. David Klenzendorf is Chairman of the Trails and Sidewalks Committee and will be present to submit the sidewalk system map for consideration. The Colleyville Pathways Plan was established in September 2005 per Resolution R-05-2609 (attached) with the purpose of identifying a planned trail network within various neighborhoods and to provide necessary connecting sidewalk links between neighborhood schools and trails throughout the community. This plan specifically addresses proposed sidewalk and trail routes on major thoroughfares within the community, and it serves as a guide for advising developers in conjunction with all new developments. This will ensure the future availability of trail and sidewalk connections from residential neighborhoods to local schools, parks, and other key destinations, such as shopping areas, work centers or recreational areas. The Land Development Code for the City of Colleyville addresses sidewalk and trail construction requirements for new and redevelopment conditions. It requires a sidewalk be constructed adjacent to and within public street right-of-way on every lot prior to completion of any primary structure. In addition, the sidewalk must be located within a public access easement in the absence of adequate right-of-way. The Code currently allows a developer to escrow an amount equal to the cost of construction of the sidewalk if it is determined by the City that construction should be deferred to a future date. Over the years, builders have City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued been permitted to escrow the cost of new sidewalks in many areas of the community. This has created numerous missing links along existing residential and commercial roadways. It has been the desire of the Trails and Sidewalks Committee to pursue the construction of new sidewalk segments whenever a lot is subject to new or redevelopment. The Trails and Sidewalks Committee worked with staff to develop a Supplemental Sidewalk System Map (attached) that clearly identifies locations for construction of sidewalks in areas that are not included in the September 2005 Colleyville Pathways Plan. This map identifies when a sidewalk is required, and indicates which side of the street it should be constructed. Some streets are not recommended for construction of sidewalks, such as existing neighborhoods subject to redevelopment. If adopted by City Council, this supplemental system map will assist staff in providing clear direction to developers whether to construct a sidewalk or place appropriate funds in escrow. When a property is developed and is subject to inclusion of an adjacent sidewalk section, the developer will be required to construct the sidewalk to City standards regardless of existing terrain and other conditions. The Trails and Sidewalks Committee also prepared a recommended variance procedure (attached) for the construction of sidewalks. It is stated in the Committee's recommendations that any requests for variances from the Supplemental Sidewalk System Map will be reviewed initially by the Trails and Sidewalks Committee at its next quarterly meeting. The Committee would subsequently forward its recommendation to the City Council for review and a final determination. It is recommended by staff that the current waiver provisions included in the Land Development Code, which provides for a request to be submitted directly to City Council for consideration, be retained related to the construction of a sidewalk. Staff determined that approval of the Supplemental Sidewalk System Map will provide an effective guide for establishing sidewalk construction requirements at the time of permit submittal by developers throughout the community. City of Colleyville Page 2 Printed on 10/28/2008 RESOLUTION R-05-2609 A RESOLUTION ADOPTING THE "COLLEYVILLE PATHWAYS PLAN", DATED SEPTEMBER 2005, TO BE USED AS THE GUIDE FOR FUTURE TRAIL AND SIDEWALK PROJECTS IN COLLEYVILLE WHEREAS, the City Council of the City of Colleyville desires to update the 1998 Colleyville Pathways Plan to reflect changing conditions that have occurred in the community; and WHEREAS, the Colleyville Sidewalk Committee has reviewed the document and forwarded a recommendation to the Colleyville Parks and Recreation Advisory Board; and WHEREAS, a public hearing has been held by the Colleyville Parks and Recreation Advisory Board to receive citizen comments: and WHEREAS, the Colleyville Parks and Recreation Advisory Board has forwarded a recommendation to the City Council for adoption of the final draft of the Colleyville Pathways Plan, dated September 2005. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT the document entitled "Colleyville Pathways Plan", dated September 2005, is hereby adopted. Sec. 2. THAT the Colleyville Pathways Plan, dated September 2005, shall be used as a guide for future development of public trails and sidewalks in Colleyville. AND IT IS SO RESOLVED. PASSED BY A VOTE OF ~ AYES, D NAYS AND _Q ABSTENTIONS ON THIS THE ~ DAY OF 2005. ATTEST: Cynthia Singleton, TRMC / City Secretary CITY OF COLLEYVILLE A ~ _,,F.' David Kelly Mayor Colleyville Trails and Sidewalks Committee Recommendations Addendum to Colleyville Pathways Plan: Sidewalks Master Map At the request of City Staff and due to concerns regarding consistent implementation of the Colleyville Pathways Plan and the existing sidewalk ordinance, particularly in regard to redevelopment of existing properties, the Trails & Sidewalks Committee has developed acity-wide Sidewalks Master Map. This would be an addendum to the Colleyville Pathways Plan, which does not specifically state where sidewalks must be constructed versus the possibility of being escrowed. The sidewalk ordinance requires that sidewalks be constructed wherever any kind of new development (or redevelopment) occurs. However, the enforcement of this policy by the City has varied over the years in regards to individual homes, frequently allowing escrow instead of requiring construction. The Sidewalks Master Map was thus created to serve as a guide for city staff in determining whether a sidewalk must be constructed, can be escrowed, or does not require construction on astreet-by-street and lot-by-lot basis. Factors The committee spent several work sessions to develop the map, looking at the entire city one neighborhood at a time. The following factors were considered in our decisions, in no particular order: Proximity to schools Proximity to parks and trails Connectivity to existing sidewalks Whether the street is a major collector or thoroughfare Potential for street reconstruction Potential for lot redevelopment The need for a sidewalk due to safety concerns Requirements of the Colleyville Pathways Plan In addition, quieter streets with little connectivity and older neighborhoods with no existing sidewalks and where construction of sidewalks might be problematic (due to trees, mailboxes, etc.) were generally exempted from requiring sidewalks to be built. Recommendations The Trails & Sidewalks Committee recommends that City Council adopt the proposed Sidewalks Master Map in its entirety and the following variance procedure: Any requests for variances from the Sidewalks Master Plan will be reviewed by the Trails & Sidewalks Committee. The committee will then forward its recommendation to City Council for its review and final decision. The Trails & Sidewalks Committee recommends, however, that variances be kept to a minimum. The committee plans to periodically review and update the plan to insure that it is consistent with the city's needs in the future and congruent with any future changes to other plans the city may have or enact, such as the Colleyville Master Plan and the Colleyville Pathways Plan. Respectfully submitted, Dave Klenzendorf Chairman Colleyville Trails & Sidewalks Committee ,I ~ ~S~ o ti Y -'~ ji t' ;j o U F-i ~ r r-+ ~» -~ ~ ~, 0 ~ ~" ~=, ;~', ~ _~ ,. 3 ~ ~ ~ ~~ ~ t, ~ ~' ~, ` `L. d .° ~ ~~ .,, ~ e~ y ~ ~ 'i mar`. yr' _ ~... - tj~i ~ -^ r-_~ ~t~-+~ d ~, ~ w. d'sg' r ~iC ~~-~~ as ~~ il .. .. a G~ I ~ ~~. S ' :. .~, y e ~m 1. Y, ~„> ~.,.„ a a y ^~ K ~~ ' ry b} ~ ~ ~ t~~. 3'" .. i - ~,. yeti ~ ° ~~.. ~ ~~ _G _ - e y~C y ~ s ~ * ~ ~ ~~ ~~. ~ o ~~ `~` ~ ~'`[ 9 ~ Cam., ~~- ~~ ~ i ...,u ~ 1~,~,m~~ _ i r 1 °"Yt- ~ ~a ~ ~ !~ I ~~. C ~ y jFC ~ .an j'±r{ .. r __.:__. ~5~ ~~~ ¢ j ~ ~ ~. .~ ,. ~~ ,~ ~ }~ S ~ $ a a~b~~~ ~ ~ ~: ~~~~~~~d~~~~ I; I I~~~~'~I pirv_r .c~.., `dam ,~~:: City of Colleyville Agenda Briefing City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 www.colleyville.com File Number: Version: 1 Requester: Community Development Department File Type: Pre Council Agenda Date: 11/05/2008 Agenda No.: PC-3 Status: Pre Council Controlling Body: City Council Final Action: File Name: Discussion of preliminary recommendations from Newman, Jackson, Bieberstein, Inc. (NJB) regarding the City Entryway and Way Finding Study Attachments: Portal ID Signs Site Analysis Places of Interest Site Analysis History of Legislative File Version: Date: Acting Body: Action Text: 11/05/2008 City Council Title Discussion of preliminary recommendations from Newman, Jackson, Bieberstein, Inc. (NJB) regarding the City Entryway and Wayfinding Study Explanation This item is provided as an opportunity for staff and representatives with the consulting design firm of Newman, Jackson, Bieberstein, Inc. (NJB), to present the preliminary analysis and recommendations of the City Entryway and Wayfinding Study. In an effort to enhance Colleyville's name recognition and sense of "place" when entering the City, NJB was commissioned in the spring of this year to undertake a study of potential entry points into Colleyville along major roads. Also included as part of this study is a wayfinding element that seeks to identify major City attractions and landmarks through signs placed along major streets and highways that direct the driver to the identified location. The study identifies 21 entry points, or portals, into the City where entry markers may be placed and includes proposed marker placement graphics for each entry point. Three specific marker types and sizes have been identified by the consultant and are attached to this briefing. These types include: (1) a large masonry monument marker, (2) a small masonry monument marker, and (3) a small obelisk marker. A map showing each portal and its corresponding recommended entry marker is attached. Regarding the wayfinding analysis, NJB has identified places of interest in the City that may be included as part of a wayfinding sign program. These signs would be placed at strategic points along major Colleyville roads in order to direct citizens and visitors to public buildings, large shopping centers and parks. The preliminary list provided by NJB includes: City Hall, Colleyville Public Library, Police Department, Municipal Court, Colleyville Center, City Park, City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued Colleyville Nature Center, Webb House, McPherson Park, Pleasant Run Soccer Complex, Senior Center, The Village at Colleyville and Colleyville Town Center. Although cost estimates will not be provided until the final recommendations are presented, there is approximately $180,000.00 available in the Colleyville Economic Development Corporation (CEDC) budget to fund the proposed wayfinding signs and entry markers described in the study. Additionally, some entry markers may be funded separately by developers as a condition of their zoning approval where there is vacant property located at an entrypoint into the City. One such example is The Villas of Colleyville development located just to the east of Precinct Line Road along McDonwell School Road, which has escrowed $10,000.00 for an entry sign, whch was required as a condition of approval of the rezoning for the development. The sign will be constructed upon final approval of the study. Direction received from the City Council at this meeting will be utilized by NJB in completing their final recommendations to be presented at a future City Council meeting. Included as part of the final recommendations will be cost estimates, final designs and locations for the wayfinding signs and entry markers. 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"'^ `e "''~r / ,i~ ~~„ ~- , City of Colleyville ~ , ~ -: City Hall 100 Main Street ~ ~ ~ ~~ , Colleyville, Texas 76034 ~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Pre Council Status: Pre Council Version: 1 Agenda Date: 11/05/2008 Controlling Body: City Council Requester: Office of the City Agenda No.: PC-4 Final Action: Secretary File Name: Discussion of the November 5, 2008 regular agenda items Attachments: History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Discussion of the November 5, 2008 regular agenda items City of Colleyville Page 1 Printed on 10/22/2008 City of Colleyville City Hall ~r4 `; ~ 100 Main Street Colleyville, Texas 76034 ~~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Executive Session Status: Executive Session Version: 1 Agenda Date: 11/05/2008 Requester: Office of the City Agenda No.: 1 Secretary File Name: Executive Session -Legal -November 5, 2008 Attachments: History of Legislative File Controlling Body: City Council Final Action: Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Sec. 551.071 -Legal -Consultation with Attorney on Legal Issues Raised by Public Hearing or Action Items on the Agenda Sec. 551.071 -Legal -Discussion of pending litigation -Village Monticello Partners, Ltd. v. City of Colleyville Sec. 551.071 -Legal -Discussion of potential litigation -Barbara Turner v. City of Colleyville Sec. 551.071 -Legal -Discussion of pending litigation -Raul Rodriguez v. City of Colleyville (Bill Hudgins) Sec. 551.071 -Legal -Discussion of pending litigation - Rischon Development Corporation v. City of Colleyville Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property Sec. 551.072 - Property -Deliberate the purchase, lease, exchange or value of real property (Mineral Rights) Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property (Water Well Sites) Sec. 551.074 -Personnel -Deliberate the appointment, employment and duties of the City Manager Sec. 551.087 - Economic Development - Discuss and deliberate commercial and financial information received from business prospects the City seeks to have locate, stay or expand within the City City of Colleyville Page 1 Printed on 10/23/2008 ~? ~ City of Colleyville City Hall ~ -" i1~ 100 Main Street Colleyville, Texas 76034 ~- Agenda Briefing 817.503.1000 vrww.colleyville.com File Number: File Type: Oath of Office Status: Oath of Office Version: 1 Requester: Office of the City Secretary Agenda Date: 11/05/2008 Agenda No.: 2 File Name: Oath of Office -Mayor For A Day Attachments: History of Legislative File Controlling Body: City Council Final Action: Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Administration of the Oath of Office to Mayor For A Day Explanation For the fourth consecutive year, the City of Colleyville sponsored the "Mayor for a Day" contest. The essay contest is open to Colleyville residents in grades 2-7. Contestants were required to submit cone-to two-page essay addressing what they would do, as Mayor, to improve and enhance the lives of Colleyville citizens. Miss Lauren Gregory won the contest and will serve as Honorary Mayor on Wednesday, November 5, 2008, touring City facilities, meeting with department directors and co-presiding as Mayor during the City Council meeting. This item provides for City Secretary Cynthia Singleton to administer the Oath of Office to Lauren Gregory. City of Colleyville Page 1 Printed on 10/28/2008 RESOLUTION R-08-3027 A RESOLUTION APPROVING COUNCIL ACTION REGARDING EXECUTIVE SESSION ITEMS AT THE REGULAR CITY COUNCIL MEETING OF NOVEMBER 5, 2008 WHEREAS, following discussion in Executive Session, and in full accordance with the requirements of the Open Meetings Act, the City Council determines that the following action is in the best interests of the health, safety and welfare of the public. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT the following actions of the City Council are hereby adopted and approved: a. THAT AND IT IS SO RESOLVED. APPROVED BY A VOTE OF AYES, ON THIS THE DAY OF NAYS AND ABSTENTIONS 2008. ATTEST: Cynthia Singleton, TRMC, CMC City Secretary CITY OF COLLEYVILLE David Kelly Mayor ~- -` ~ City of Colleyville 100 Main Street ' Colleyville, Texas 76034 ~~~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Presentation or Status: Presentations or Proclamation Proclamations Version: 1 Agenda Date: 11/05/2008 Controlling Body: City Council Requester: Office of the City Agenda No.: 4 Final Action: Secretary File Name: Announcements, Presentations and Proclamations -November 5, 2008 Attachments: Lauren Gregory Mayor for a Day Proclamation.pdf History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Announcements of civic and charitable events Presentation of calendar events and updates Announcements of awards and recognition Proclamation - In recognition of Lauren Gregory, City of Colleyville Mayor for a Day Presentation - In recognition of the Texas Amateur Athletic Federation (T.A.A.F.) Bronze Member City Award -Luke DeFilippis, Recreation Supervisor City of Colleyville Page 1 Printed on 10/30/2008 rocY~nt~tion Colleyville, Texas ;`r: j `:'-. ~ WHEREAS: Lauren Gregory submitted the winning essay in the 2008 City of Colleyville "Mayor for a Day" contest; and WHEREAS, it is important for youth to learn about and understand the role of local government; and WHEREAS, Lauren is nine-years old and attends fourth grade at O. C. Taylor Elementary School; and WHEREAS, Lauren conducted research and gave thoughtful consideration of the challenges to the City that she would address as Mayor; and WHEREAS, Lauren Gregory exemplifies outstanding citizenry and a desire to contribute to her community. NOW, THEREFORE, I, DAVID KELLY, MAYOR OF THE CITY OF COLLEYVILLE, TEXAS, on behalf of the Colleyville City Council and citizens of Colleyville, do hereby proclaim LAUREN GREGORY as Mayor for a Day in the City of Colleyville, and encourage citizens to recognize the abilities and desires of today's youth to become leaders in their community. IN WITNESS WHEREOF, I do hereby set my hand and seal of the City of Colleyville, Texas, affixed this 5th day of November 2008. ~-- , Mavor ~„ ,,, - C~ „ ..,> RESOLUTION R-08-3028 A RESOLUTION APPROVING COUNCIL ACTION UNDER CONSENT ITEMS AT THE REGULAR COUNCIL MEETING OF NOVEMBER 5, 2008 WHEREAS, Council has taken action on certain items on the agenda under Consent Items. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT the agenda decisions approved by Council action under Consent Items as follows are hereby adopted: a. Approval of the minutes of the regular City Council meeting of October 21, 2008 b. Approval of the McPherson Park Master Plan Final Phase c. Approval of the Senior Center Open Space Master Plan d. Approval to redirect Park Land Dedication monies into the Park Land Dedication Fund e. Approval to redirect Voluntary Park Fund monies into the Voluntary Park Fund f. Approval to renew an interlocal agreement with Tarrant County for the Bogart Drive Improvements, and authorize the City Manager to execute the agreement AND IT IS SO RESOLVED. APPROVED BY A VOTE OF AYES, NAYS AND ABSTENTIONS ON THIS THE DAY OF 2008. ATTEST: CITY OF COLLEYVILLE Cynthia Singleton, TRMC, CMC David Kelly City Secretary Mayor `'~ . City of Colleyville City Council Minutes -Draft City Council City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 vwvw.colleyville.com Tuesday, October 21, 2008 CITY COUNCIL CHAMBERS The Pre Council meeting of the Colleyville City Council was called to order by Mayor David Kelly on October 21, 2008, at 5:36 p.m. ROLL CALL: Councilmembers Carol Wollin, Tony Licata, Stan Hall, Tom Hart and Mike Taylor were present. Mayor David Kelly, Interim City Manager Kelly Cooper, Interim Assistant City Manager Mike Johnston, Police Chief Tommy Ingram, Police Lieutenant Rodney Cunningham, Interim Fire Chief Russell Shelley, Public Works Director Steve Chutchian, Finance Director Terry Leake, Community Development Manager Ron Ruthven, Library Director Mary Rodne, Colleyville Center Manager Lin Przybyl, Communications Manager Mona Gandy, Parks and Recreation Director Monica Walsh, Management Assistant Christine Loven, Audio Visual Technician Lawrence Gise, City Attorney Matthew Boyle and City Secretary Cynthia Singleton were also present. Mayor Pro Tem Jon Ayers was absent. PC-1 PC-2 Presentation of the Senior Center Open Space Master Plan Parks and Recreation Director Monica Walsh provided information regarding the Senior Center Open Space Master Plan Committee's process for developing the proposed Senior Center Master Plan and stated the Senior Center Advisory Committee and the Parks and Recreation Advisory Board recommends approval. Mr. Karl von Bieberstein, Newman, Jackson, Bieberstein, Inc., presented the design elements of the proposed Senior Center Master Plan and stated ideas obtained from citizens, the Committee and staff were incorporated into the plan and answered questions of the City Council. Update of McPherson Park Master Plan Final Phase Mr. Karl von Bieberstein, Newman, Jackson, Bieberstein, Inc., provided an overview of the proposed McPherson Park Master Plan Final Phase improvements, which includes hike and bike trails, a group pavilion with restrooms, spray park, demonstration gardens, wildflower areas, tree farm, Rock House renovation and Park Service Center improvements. City of Colleyville Page 1 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Parks and Recreation Director Monica Walsh stated the Parks and Recreation Advisory Board recommends approval of the proposed plan, and the proposed date to advertise for bids is January 2009. PC-3 Presentation of the Spatial Reorganization Plan for the Colleyville Public Library Library Director Mary Rodne provided an overview of the purpose and process for development of the Spatial Reorganization Plan for the Colleyville Public Library, introduced Ms. Sam McBane Mulford, Principal Strategist, Ideation Collaborative and commended City Council for strategic perspective. Ms. Mulford presented the proposed Library Spatial Reorganization Plan, which includes community characteristics, concepts and the implementation plan and answered questions of the City Council. PC-4 Presentation and discussion of the Attorney General Opinion GA-0668, whether certain posted agenda items satisfy the notice requirements of the Open Meetings Act, Chapter 551, Government Code City Attorney Matthew Boyle provided an overview of the Attorney General's opinion related to whether certain posted agenda items satisfy the notice requirements of the Open Meetings Act, Chapter 551, Government Code and stated all agenda items must be specific, including announcements and answered questions of the City Council. PC-5 Presentation of the Monthly Financial Report -September 2008 Finance Director Terry Leake presented the September 2008 Financial Report and answered questions of the City Council. PC-6 Discussion of the October 21, 2008 regular agenda items It was determined the City Secretary will advertise the open Parks and Recreation Advisory Board positions. Councilmember Wollin requested Consent agenda item 4h be moved to agenda item 10, Resolution R-08-3026. There being no further discussion, Mayor Kelly adjourned the Pre Council meeting at 7:04 p.m. The regular meeting of the Colleyville City Council was called to order by Mayor David Kelly on October 21, 2008, at 7:45 p.m. City of Colleyville Page 2 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Mayor Kelly announced City Council agenda items 7a and 7b would not be considered during this meeting. Mayor Kelly announced City Council Consent agenda item 4h will be moved to agenda item 10, Resolution R-08-3026. ROLL CALL: Councilmembers Carol Wollin, Tony Licata, Stan Hall, Tom Hart and Mike Taylor were present. Mayor David Kelly, Interim City Manager Kelly Cooper, Interim Assistant City Manager Mike Johnston, Police Chief Tommy Ingram, Police Lieutenant Rodney Cunningham, Interim Fire Chief Russell Shelley, Public Works Director Steve Chutchian, City Engineer Chad Bartee, Finance Director Terry Leake, Community Development Manager Ron Ruthven, Library Director Mary Rodne, Colleyville Center Manager Lin Przbyl, Communications Manager Mona Gandy, Parks and Recreation Director Monica Walsh, Management Assistant Christine Loven, Audio Visual Technician Lawrence Gise, City Attorney Matthew Boyle and City Secretary Cynthia Singleton were also present. Mayor Pro Tem Jon Ayers was absent. 1. EXECUTIVE SESSION - In accordance with Texas Government Code Chapter 551, Subchapter D Sec. 551.071 - Legal -Consultation with Attorney on Legal Issues Raised by Public Hearing or Action Items on the Agenda Sec. 551.071 - Legal - Discussion of pending litigation - Village Monticello Partners, Ltd. v. City of Colleyville Sec. 551.071 -Legal -Discussion of potential litigation -Barbara Turner v. City of Colleyville Sec. 551.071 -Legal -Discussion of pending litigation -Raul Rodriguez v. City of Colleyville (Bill Hudgins) Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property (Mineral Rights) Sec. 551.072 -Property -Deliberate the purchase, lease, exchange or value of real property (Water Well Sites) City of Colleyville Page 3 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Sec. 551.074 -Personnel -Deliberate the appointment, employment and duties of the City Manager Sec. 551.087 - Economic Development - Discuss and deliberate commercial and financial information received from business prospects the City seeks to have locate, stay or expand within the City Mayor Kelly explained that the Executive Session had been called in accordance with the Texas Government Code Chapter 551, Subchapter D, Section 551.071, Legal, Section 551.072, Property, Section 551.74, Personnel and Section 551.087, Economic Development. He further explained that there would be no decisions made or action taken during this time. The meeting was recessed at 7:05 p.m. and reconvened at 7:45 p.m. INVOCATION: Pastor Blake Clevenger, Compass Christian Church PLEDGE OF ALLEGIANCE: City Attorney Matthew Boyle 2. EXECUTIVE SESSION: CONSIDER AND TAKE ANY ACTION(S) NECESSARY RELATIVE TO ITEMS DISCUSSED IN EXECUTIVE SESSION - Resolution R-08-3020 This resolution was not needed. 3. ANNOUNCEMENTS, PROCLAMATIONS AND PRESENTATIONS Councilmember Mike Taylor provided information regarding the financial markets including city government and stated the City of Colleyville is strong and financially sound and stated the citizens should be proud of the City's balance sheet. Mayor Kelly congratulated Motor Officer Chuck Tinsman for placing first in the Roanoke Police Motorcycle Rodeo. Mayor Kelly announced Detective Kevin Walling will carry the torch on the final leg of the 2009 Special World Olympics torch run and during the opening ceremonies and stated Detective Walling was selected to carry the torch as a result of dedication to the Texas Special Olympics. Mayor Kelly stated the Haunted Trails Fest is scheduled for Saturday, October 25, 2008, 7:00 p.m. to 9:00 p.m., at the Colleyville Nature Center. Mayor Kelly announced the Fire Department will host the first annual Trick or Treat Fire Safety Festival at the Central Fire Station and invited City of Colleyville Page 4 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 citizens to enter the Family Fire Escape Grid Map contest by November 26, 2008, and be eligible for a child to win a ride to school in the fire engine. Mayor Kelly, Interim Fire Chief Russell Shelley and Fire Lieutenant Scott Gill presented the Medal of Valor to honor Firefighter Michael Stephens for heroic actions in an off-duty boating accident. Parks and Recreation Director Monica Walsh presented the America In Bloom award to City Council and City of Colleyville citizens and stated America In Bloom recognizes cities for beautification and environmental programs. Ms. Walsh stated the City of Colleyville is the only city recognized in the State of Texas and expressed appreciation to the citizens, Lions Club, Keep Colleyville Beautiful, Garden Club, Rotary Club, Chamber of Commerce, local businesses and developers who assisted City staff in their efforts for the America In Bloom award. Mayor Kelly expressed appreciation to citizens and stated the award is for the citizens of Colleyville. Mayor Kelly presented a plaque to Mr. Jack Olsen for service on the Senior Center Advisory Committee. Mr. Olsen stated through the leadership of Senior Center Supervisor Renee Garrett and the current Senior Center Advisory Committee members, the Senior Center will continue to be a place of enjoyment. Mayor Kelly recognized Mr. Joe Ben Hassell and Mr. Franklin Hyde for service on the Parks and Recreation Advisory Board. Mayor Kelly presented a Proclamation to Ms. Danielle Arnett, Chairman and Ms. Ret Stansberger, President, Colleyville Area Chamber of Commerce in recognition of Chamber of Commerce Week. Ms. Arnett expressed appreciation to the City Council for the support of and participation with the Chamber of Commerce. Mayor Kelly requested prayers for a full recovery for former Mayor Ed Baker who recently suffered a cardiac arrest. 4. CONSENT: READING AND PUBLIC HEARING -Resolution R-08-3021 4a Approval of the minutes of the regular City Council meeting of October 7, 2008 4b Approval of the minutes of the Joint City Council and Planning and Zoning Commission worksession of September 29, 2008 City of Colleyville Page 5 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 4c Approval to renew the janitorial services agreement with Member's Building Maintenance LTD, acting as a primary vendor through the Tarrant County Cooperative Purchasing Program, in an amount not to exceed $125,400.00 4d Approval of the disposal of surplus and obsolete vehicles, equipment and computers 4e Approval of the use of the Voluntary Library Fund, for the purchase of library collection materials, collection processing supplies and library programs, in an amount not to exceed $130,000.00 4f Approval of a waiver of the water well drilling requirements requested by Bluebonnet Hills Funeral Home and Cemetery located at 5725 Colleyville Boulevard 4g Approval of assignment of economic incentive agreements with Colleyville Cinema Grill IMAX-THEATRE and authorizing the Interim City Manager to execute same 4h Approval to enter into a mineral gas lease agreement with Titan Operating, L.L.C. Mayor Kelly stated Consent agenda item 4h will be moved to Item 10, Resolution R-08-3026,and speakers for that item will be heard as City Council considers item 10. Mayor Kelly read Resolution R-08-3021 in its entirety. Mayor Kelly opened the public hearing. There was no one present wishing to speak concerning this item and Mayor Kelly closed the public hearing. Councilmember Taylor moved to approve Resolution R-08-3021, striking item 1 h. Councilmember Hart seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers City of Colleyville Page 6 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 5. ORDINANCE(S): SECOND READING AND PUBLIC HEARING 5a 0-08-1698 Amendment to the Colleyville Code of Ordinances Chapter 42, Section 42-31(b) Ordinance 0-08-1677 regarding "Prohibition" (e.g. maximum height of weed, grass or uncultivated plants), Case G-08-028 Mayor Kelly read the caption of Ordinance 0-08-1698. Mayor Kelly opened the public hearing. There was no one present wishing to speak and Mayor Kelly closed the public hearing. Councilmember Wollin moved to approve Ordinance 0-08-1698. Councilmember Hall seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers 6. RESOLUTION(S): READING AND PUBLIC HEARING 6a R-08-3022 Consideration of appointments to the Park Land Dedication Committee Mayor Kelly read Resolution R-08-3022 in its entirety. Mayor Kelly opened the public hearing. There was no one present wishing to speak concerning this item and Mayor Kelly closed the public hearing. Councilmember Taylor moved to approve Resolution R-08-3022. Councilmember Hart seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers City of Colleyville Page 7 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 6b R-08-3023 Consideration of appointments to the Parks and Recreation Advisory Board 6c 6d R-08-3024 Mayor Kelly read Resolution R-08-3023 in its entirety. Mayor Kelly opened the public hearing. There was no one present wishing to speak concerning this item and Mayor Kelly closed the public hearing. Mayor Kelly opened the floor for nominations. There were no nominations made for appointment to the Parks and Recreation Advisory Board. Mayor Kelly stated City Council will pass over the item and requested the City Secretary advertise the vacant positions. Consideration of appointments to the Colleyville Tree Board Mayor Kelly read Resolution R-08-3024 in its entirety. Mayor Kelly opened the public hearing. There was no one present wishing to speak concerning this item and Mayor Kelly closed the public hearing. Councilmember Hart moved to approve Resolution R-08-3024. Councilmember Wollin seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers R-06-3025 Approval of authorizing the Cities Aggregation Power Project, Inc. (CAPP) to negotiate an electric supply agreement for deliveries of electricity and necessary, related services effective January 1, 2009; approving CAPP contracting with Florida Power and Light (FPL) Energy and Direct Energy and authorizing the City Manager to sign a contract with CAPP for the City's electricity needs for the period beginning January 1, 2009 and extending up to December 31, 2013 City of Colleyville Page 8 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Mayor Kelly read Resolution R-08-3025 in its entirety. Management Assistant Christine Loven stated approval of this resolution will continue the agreement for electric purchase for five years for the City of Colleyville, not residents, and further stated approval will allow the City, through an agreement with CAPP, to lock-in prices for five years that are below the current electric prices paid by the City and answered questions of the City Council. Mayor Kelly opened the public hearing. There was no one present wishing to speak concerning this item and Mayor Kelly closed the public hearing. Mayor Kelly moved to approve Resolution R-08-3025. Councilmember Hart seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers 7. TABLED ITEMS AND PUBLIC HEARINGS 7a 0-08-1695 Approval of a request for a zoning change from R20-Single Family Residential to CPO-Professional Office on Lot 3, Block 1 of the Sunrise Terrace Addition located at 1117 Glade Road, Case Z-08-017 Mayor Kelly read the caption of Ordinance 0-08-1695. Community Development Manager Ron Ruthven stated the applicant requests the item be tabled and considered during the November 18, 2008 City Council meeting. Mr. Walter D. James, III, 1450 Huges Road, Suite 101, Grapevine, Texas, representing the applicant, requested consideration of the item at the November 18, 2008 City Council meeting. Councilmember Taylor moved to table Ordinance 0-08-1695 and continue the public hearing to November 18, 2008. Mayor Kelly seconded the motion. City of Colleyville Page 9 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers 7b 0-08-1696 Approval of a request for a zoning change from RE-Residential Estate to PUDR-Planned Unit Development Residential on Lots 1A, 2, 3 and 4, Block 1 of the Wildwood Estates Addition located at 5500-5700 Pool Road, Case Z-08-018 Mayor Kelly read the caption of Ordinance 0-08-1696. Community Development Manager Ron Ruthven stated the applicant requests the item be tabled and considered at the November 5, 2008 City Council meeting. Mr. Curtis Young, 8003 Jefferson Circle, applicant, requested the item be tabled and considered at the November 5, 2008 City Council meeting. Councilmember Taylor moved to table Ordinance 0-08-1696 and continue the public hearing to the November 5, 2008 City Council meeting. Councilmember Hart seconded the motion. The motion carried by the following vote: Aye: 6 -David Kelly, Carol Wollin, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 1 -Jon Ayers 8. CITIZEN COMMENTS/PRESENTATIONS REGARDING ITEMS NOT ON THE AGENDA There was no one present wishing to speak concerning this item. 9. REPORTS: Sign Board of Appeals Minutes -April 29, 2008 Parks and Recreation Advisory Board Minutes -June 2, 2008 Zoning Board of Adjustment Minutes -August 12, 2008 Senior Center Advisory Committee Minutes -August 21, 2008 Joint City Council and Planning and Zoning Commission Minutes - September 4, 2008 Planning and Zoning Commission Minutes -September 8, 2008 City of Colleyville Page 10 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 There was no discussion of this item. 10. ACTION/RESOLUTION: DISCUSSION AND CONSIDERATION OF A RESOLUTION RATIFYING COUNCIL AGENDA ACTION FOR THE MEETING OF OCTOBER 21, 2008 -Reading and Public Hearing -Resolution R-08-3026 Mayor Kelly read Resolution R-08-3026 in its entirety. City Attorney Matthew Boyle stated, "The item before you tonight is the consideration of a lease for gas rights between the City and The Titan Group, and in that regard, you are acting as the governing body for the City, which represents the City as a Municipal Corporation. Due to the State's conflict of interest statutes and the anti-influence statutes, you are prohibited by law, criminally enforceable, from offering, soliciting, or accepting any consideration for your participation on this vote, including but not limited to, any consideration of your personal, existing or potential gas leasing rights." Mayor Kelly opened the public hearing. Mr. Mark Schumacher, Grapevine, Texas, Titan Operating, President, stated "They have met with the City regarding the oil and gas lease and the City has requested all property be leased under one lease. We are still running title on that but we have submitted a bid for your consideration at your request for one lease for the entirety of the minerals. Titan initially negotiated a transaction with a coalition called CAM RA, Colleyville Area Mineral Rights Association, much of the City's minerals are located within the area of CAM RA. We have leased the majority of CAMRA and are wrapping up leasing in that area. The City's leases are also in a coalition referred to as Bedford Colleyville Mineral Rights Coalition (BCMRC). We have initiated leasing in that area, have leased about 15 percent of the coalition members and have suspended the leasing efforts in that coalition area, effective Saturday. The proposal before you is a mineral lease with Titan with regard to the City of Colleyville leases, non surface use tracts, that we would use from our existing drill sites." Ms. Kathy Hadley, 204 Timberline North, expressed support of Colleyville citizens and the original Master Plan and stated monies received from the gas lease for the Colleyville City Park should be used to provide for a tax break for citizens. Ms. Becky Miller, 5108 Chelsea Drive, representing Bedford Colleyville Mineral Rights Coalition, spoke in opposition to the proposed resolution and regarding the suspension of Titan lease signings with the Bedford Colleyville Minerals Rights Coalition. City of Colleyville Page 11 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Mr. Rick Wollin, 4600 Dartmoore Lane, representing Bedford Colleyville Mineral Rights Coalition, spoke in opposition to the proposed resolution and regarding the actions of City Management, the activities of the coalition and the financial commitments of Titan Caffey. Mr. Robert Potter, 1104 Chatsworth Court West, spoke regarding the Titan Caffey offers for gas leases and the creation of Bedford Colleyville Mineral Rights Coalition and in support of the City signing a lease with Titan contingent upon Titan signing leases with Colleyville residents. Mr. F. D. Gann, 4205 Allendale, spoke in opposition to the proposed resolution and regarding the issuance of drilling permits. Mr. Chris Hawkins, 4944 Lakewood Drive, Vice President, Lakewood Estates Homeowners Association, requested the proposed resolution be tabled. Mr. Dick Oliver, 3904 Magnolia Court, spoke in opposition to the proposed resolution and requested any action be postponed until all citizen leases with Titan have been signed. Ms. Teri Fay, 2905 Hickory Hill, spoke in opposition to the proposed resolution and regarding the Titan Caffey offer to citizens for mineral rights and the financial benefit to the City for a lease with Titan Caffey. Mr. Phil Andre', 4518 Shadywood Lane, spoke in opposition to the proposed resolution and regarding the suspension of the Titan offer for mineral rights to the citizens and City negotiations with Titan Caffey. Mr. Howard Wixson, 4801 Green Oaks Drive, spoke in opposition to the proposed resolution and regarding City negotiations with Titan Caffey on behalf of the citizens. Mr. Larry Kainer, 4709 East Jim Mitchell Trail, spoke in opposition to the proposed resolution and requested the City Council suspend the vote on the proposed resolution. Mr. Gregory Hidden, 4106 Woodcreek Court, spoke in opposition to the proposed resolution and requested the City Council suspend the vote on the proposed resolution. Ms. Joanie Torres, 3904 Copperwood Court, spoke in opposition to the proposed resolution and requested the City Council suspend the vote on the proposed resolution. Mr. John Britell, 4514 Shadywood Lane, Mr. Craig Kilpatrick, 4101 Savannah Court, Ms. Jan Laustrup, 3908 Spring Hollow Street and Ms. City of Colleyville Page 12 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Megan Bennett, 3908 Magnolia Court, did not speak but wished to record their opposition to the proposed resolution. There were no others present wishing to speak and Mayor Kelly closed the public hearing. Mayor Kelly asked the City Attorney, because there have been some recommendations by some of the citizens here tonight, please review what the City Council should consider and if any kind of conditions or contingencies can be included in the agreement. City Attorney Matthew Boyle stated, "Because each member of the City Council is a property owner in the City of Colleyville and because you are sitting here representing the City as a corporate entity, as a municipal corporation, you are limited in your considerations this evening, strictly to considering the business deal between the City and the Titan Caffey Group. You are prohibited, by the conflict of interest statutes and the State's anti-influence statutes, from giving any consideration to what outcome your consideration of this business deal with the City and Titan Caffey may have on yours or other individuals leasing options whether they are existing or potential in the future. In particular, the anti-influence statute says you cannot offer, solicit or accept any consideration personally for your consideration one way or another relative to the outcome of the item, and as such, if the argument would be that if you didn't take this proposed business deal on behalf of the City, that might better or enhance your own personal options, the second you were to give that consideration, you would be prohibited from participating in the matter based on the conflict of interest statute, and you would be in jeopardy of violating the State's criminal anti-influence statute, and, as such, your consideration under the law, this evening, must be limited strictly to your actions and your considerations and as fiduciary responsibilities as the governing body for the municipal corporation that is the City of Colleyville." Mayor Kelly stated, "On August 19, 2008, the City was made a formal offer to consider leasing by Titan for 280 acres of City property at a rate of $25,000.00 per net mineral acre, 25.5% royalty, a three year primary term and a two year option at $25,000.00 per net acre. The City went out for bid and received one very small offer from Chesapeake wanting to do part of the City Park. When we went out to bid, we said it's either all property or none and Caffey Titan was the only one who came forward and said we will look at all of your property and here are the arrangements we will make on that. Also, they said, in addition to that offer, $200,000.00 will be donated to the City to be used by Parks and for beautification of the City of Colleyville. That is in addition to the terms covered previously. So, that's the offer that is before us this evening for consideration." City of Colleyville Page 13 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Councilmember Hart requested clarification of the proposed agreement terms if the resolution was tabled. Mayor Kelly requested Mr. Schumacher explain the timeframe associated with the proposed agreement. Mr. Schumacher stated the offer was presented on August 19, 2008, and there is no commitment that the offer would not be changed in the future. There was general discussion regarding potential conflict of interest and the State's anti-influence statute. Councilmember Licata requested the City Attorney clarify the City's rights to the proposed agreement if it is not approved tonight. City Attorney Matthew Boyle stated, "If the agreement is not approved within the offer period, it is subject to rescission by the offeror, that being Titan Caffey. If it is not acted on favorably, the offer then becomes not enforceable at the subsequent date following the closing of the offer period. Relative to your options, which are approval, postponement or denial, the only advice that I am continuing to give to you, is that you all are acting tonight as Councilmembers, as the governing body of a municipal corporation, that is the City of Colleyville, and within those limitations, you are entitled to exercise your discretion. The only limitation on the ability to exercise that discretion would be any exercises of discretion that took into consideration your own personal, actual or potential business or monetary interest, in which case that participation and that influence would be prohibited under the State's conflict of interest statute and would most likely implicate the State's anti-influence statute." Councilmember Hart stated to the City Attorney, "You stated if we don't take this offer tonight they will rescind the offer potentially. If we do take the offer tonight they can rescind the offer as well, can't they?" City Attorney Matthew Boyle replied, "No sir." Councilmember Hart asked the City Attorney, "If we take this offer tonight, they are obligated to pay us, they can't suspend participation?" City Attorney Matthew Boyle stated, "We would assert during the period that the offer is open, it is legally enforceable as an offer. If for some reason, after the City's acceptance of the offer, they were to breach, then the City would be forced to look at legally available remedies." Discussion ensued regarding reopening the public hearing. City of Colleyville Page 14 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Mr. Mark Caffey, 2601 Highland Drive, 3201 Pool Road, representing Titan Operating, L.L.C., stated, in his opinion, the only thing that can happen to the offer is it can be suspended or lowered at a later date. Councilmember Taylor asked Mr. Schumacher what the timeframe is for the suspension or is that an indefinite? Mr. Schumacher stated, it is not indefinite and we want to meet with the leadership of the BCMRC before we come forward with a proposal. Councilmember Taylor stated, but your intent is to cut the rate or the offer that you have. Mr. Schumaker stated, "No sir, that is not the intent and spoke regarding possible options to BCMRC and meetings with the Titan Leadership team." Mayor Kelly explained the three standard options for consideration of the proposed resolution are approval, postponement or denial. Councilmember Taylor asked the City Attorney what legal rights does the City have if the proposed resolution is approved and Titan defaults on the offer. City Attorney Matthew Boyle stated, "The City Council may want to reconvene Executive Session to receive a legal consultation pursuant to Section 551.071 of the Government Code." City Attorney Matthew Boyle moved to recess the meeting at 9:40 p.m. and stated the City Council will move to the Executive Conference Room and convene Executive Session to receive legal advice from the City Attorney pursuant to Section 551.071 of the Government Code and during the session, no action will be taken. Mayor Kelly reconvened the regular meeting at 10:06 p.m. Mayor Kelly stated Councilmember Wollin is executing a Conflict of Interest statement and will not be participating on this item. Mayor Kelly stated he will reopen the public hearing for fifteen minutes. Ms. Becky Miller, 5108 Chelsea Drive, requested the City Council listen to citizen considerations and that City Council table the item. Mr. F. D. Gann, 4205 Allendale, expressed appreciation to the City Council for reopening the public hearing and spoke regarding the financial status of the City and requested the City Council table the item. City of Colleyville Page 15 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Mr. Dick Oliver, 3904 Magnolia Court, spoke regarding the issuance of drilling permits to Titan based on the resolution of signing leases with citizens. Ms. Teri Fay, 2905 Hickory Hill, spoke regarding the issuance of permits for drilling and City Council's conflict of interest. Mr. Phil Andre', 4518 Shadywood Lane, spoke regarding the economic benefit to the City if citizens received the lease bonus payments from Titan. Mr. Larry Kainer, 4709 East Jim Mitchell Trail, requested the City Council postpone the vote on the proposed resolution. Mr. Gregory Hidden, 4106 Woodcreek Court, spoke regarding the Titan offer, the state of the economy and requested the City Council postpone the vote on the proposed resolution. Ms. Julia White, 2904 Hickory Hill, requested the City Council deny the proposed resolution. Mr. Ron Laustrup, 3908 Spring Hollow Street, spoke regarding possible collaborative efforts of the citizens and the City and requested the City Council suspend signing the lease indefinitely and not issue drilling permits in the City of Colleyville. Ms. Brenda Fuller, 4800 East Jim Mitchell Trail, proposed hiring an oil and gas attorney and spoke regarding tax revenue generated by citizens who receive lease bonus payments and requested the item be suspended. Mayor Kelly closed the public hearing. Mayor Kelly stated the City is considering the same offer from Titan Caffey that was extended to the Bedford Colleyville Mineral Rights Coalition and should City Council approve the resolution, the City Manager or Mayor is authorized to sign the agreement. There was general discussion regarding the State's conflict of interest statutes, the anti-influence statutes and the Oath of Office and the consequences of not adhering to the statutes as it relates to City Council's consideration and action on the proposed resolution. Councilmember Hart moved to table Resolution R-08-3026. The motion failed for lack of a second. City of Colleyville Page 16 Printed on 10/30/2008 City Council City Council Minutes -Draft October 21, 2008 Councilmember Hall moved to approve Resolution R-08-3026. Councilmember Licata seconded the motion. The motion carried by the following vote: Aye: 4 -David Kelly, Tony Licata, Stan Hall, Mike Taylor Nay: 1 -Tom Hart Absent: 1 -Jon Ayers Abstain: 1 -Carol Wollin 11. ADJOURNMENT: There being no further business before the City Council, Councilmember Hall moved to adjourn. Councilmember Taylor seconded the motion. The motion carried by the following vote: Aye: 5 -David Kelly, Tony Licata, Stan Hall, Tom Hart, Mike Taylor Absent: 2 -Carol Wollin, Jon Ayers Mayor Kelly adjourned the meeting at 10:37 p.m. APPROVED BY A VOTE OF AYES, ABSTENTIONS ON THIS THE DAY OF Minutes taken and prepared by: Cynthia Singleton, TRMC, CMC City Secretary NAYS AN D 2008. City of Colleyville Page 17 Printed on 10/30/2008 <'- ~ City Hall (I ~ City of Colleyville 100 Main Street `~~~~ Colleyville, Texas 76034 ~~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Resolution Status: Consent Agenda Version: 1 Agenda Date: 11/05/2008 Requester: Parks and Recreation Agenda No.: 5b Department File Name: Approval of the McPherson Park Final Phase Attachments: History of Legislative File Controlling Body: City Council Final Action: Version: Date: Acting Body: Action Text: 11/05/2008 City Council Title Approval of the McPherson Park Master Plan Final Phase Explanation Reading and Public Hearing In November 2001, the City Council established the McPherson Park Master Plan Committee to develop a Master Plan that addressed both the current and future recreational and athletic needs of the City. On October 1, 2002, the City Council approved the McPherson Park Master Plan. McPherson Park is a 27-acre tract in the northwest quadrant of the City. Fire Station 3 and a Parks Department maintenance area are located there. The overall development of McPherson Park will be completed in phases. Phase I included unstructured open space play areas, a pond and fishing pier, concrete parking for 150 cars, basketball and sand volleyball courts, a pavilion, playground and concrete hike and bike trails. Phase I design work is 100% complete. The final phase features will include hike and bike trails, a large group pavilion with restrooms, spray park, demonstration gardens, wildflower areas, tree farm, Rock House renovation and Park Service Center improvements. The existing milking and pole barns located near the maintenance area will receive cosmetic updates (paint, plantings) to enhance the aesthetics in that area. A representative with the design firm Newman, Jackson, Bieberstein, Inc. (NJB), provided a McPherson Park Final Phase update to the City Council on October 21, 2008. The Parks and Recreation Advisory Board has approved the plan and with City Council approval of the McPherson Park Master Plan Final Phase, staff will begin to move forward with the bidding process. City of Colleyville Page 1 Printed on 10/30/2008 Agenda Briefing Continued Financial Impact It has been determined that funding is available in the Colleyville Economic Development Corporation and Utility Fund Fiscal Year 2009 budgets. Recommendation Approval City of Colleyville Page 2 Printed on 10/30/2008 x;11}' ~~~ p~~ ~. , ~ r •:.; City of Colleyville Agenda Briefing City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 vvww. co 1 1 eyv i l l e. co m File Number: File Type: Resolution Status: Consent Agenda Version: 1 Agenda Date: 11 /05/2008 Requester: Parks and Recreation Agenda No.: 5c Department File Name: Approval of the Senior Center Open Space Master Plan Attachments: History of Legislative File Controlling Body: City Council Final Action: Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Approval of the Senior Center Open Space Master Plan Explanation Reading and Public Hearing The City purchased the property at 2512 Glade Road in November 2005, to develop into a Senior Center. In January 2006, City Council approved the purchase of an additional 2.6 acres of open space adjacent to the Senior Center. The property acreage owned by the City is approximately 11.6 acres. City Council has designated six (6) acres as a park. To address both the current and future recreational and athletic needs of the City for the Senior Center Open Space Area, a Senior Center Open Space Master Plan Committee was established by City Council. The Committee assisted in developing a Master Plan with a recommendation to the Senior Center Advisory Committee, Parks and Recreation Advisory Board and City Council. Professional services were provided by Newman, Jackson, Bieberstein, Inc. (NJB) for the refinement of the plan, which reflects program elements requested by City staff and the Committee. Public and committee meetings resulted in multiple ideas being incorporated into the Senior Center Open Space Master Plan. This is a public park with emphasis placed on the senior lifestyle and compatibility to the neighborhood. Design elements specifically requested and incorporated for seniors include: • Hike and Bike Trail with a smaller connecting loop • Wooden Trellis with an outdoor eating area • Bocce shuffleboard • Horseshoe pit City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued The Senior Citizen Advisory Committee and the Parks and Recreation Advisory Board recommended approval of the Master Plan at their meetings on August 21, 2008 and October 6, 2008 respectively and are requesting to move forward with the design of the trail being a first priority. Financial Impact It has been determined that funding of $125,000.00 is allotted in the Colleyville Economic Development Corporation Fiscal Year 2009 budget. Recommendation Approval City of Colleyville Page 2 Printed on 10/28/2008 ~I ~ City of Colleyville 100 Main Street Colleyville, Texas 76034 °~~~- Agenda Briefing 817.503.1000 www.colleyville.com File Number: File Type: Resolution Status: Consent Agenda Version: 1 Agenda Date: 11/05/2008 Controlling Body: City Council Requester: Parks and Recreation Agenda No.: 5d Final Action: Department File Name: Approval to redirect Parkland monies into the Parkland Dedication Fund Attachments: Financial status of Park Land Dedication Fund at 6-30-2008 History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Approval to redirect Park Land Dedication monies into the Park Land Dedication Fund Explanation Reading and Public Hearing On October 6, 2008, the Parks and Recreation Advisory Board reviewed the status of the Parkland Dedication Fund expenditures (attached), as approved by the Board and the City Council. Due to the projects being completed under budget, the Board unanimously recommended funds for the Log Barn in the amount of $64,000.00 and McPherson Park Phase I in the amount of $49,967.00, be redirected and returned to the Park Land Dedication Fund. Financial Impact It has been determined that a total of $113,967.00 is to be returned to the Park Land Dedication Fund. Recommendation Approval City of Colleyville Page 1 Printed on 10/23/2008 FINANCIAL STATUS OF PARKLAND DEDICATION FUND AT 6-30-2008 TOTAL REVENUES $3,438,318 TOTAL INTEREST INCOME RECD $443,498 LESS EXPENSES: KIDSVILLE DONATION $1,000 LANDSCAPING NATURE CENTER $1,169 NATURE CENTER TREES $1,035 KIMSEY PARK $4,700 APPRAISALS CITY PARK SOD $72,881 TPWD KIMSEY PARK GRANT $8,SOD COTTONBELT TRAIL I $212,016 COTTONBELT TRAIL ROW ACQUISITION $32,323 WEBS HOUSE RESTORATION $98,584 COTTONBELT TRAIL II $28,488 MC DONWELL SCHOOL TRAIL $142,868 PARK PROPERTY $508,047 CASTLETON TRAIL $18,956 MC PHERSON PARK PHASE I $1,084,147 LOG BARN $111,000 TOTAL EXPENSES $2,326,014 LESS ENCUMBERANCES: CASTLETON TRAIL $7,044 COTTONBELT TRAIL II $179,810 COTTONBELT TRAIL III $185,297 LOG BARN $64,000 MC DONWELL SCHOOL TRAIL $29,132 MC PHERSON PARK PHASE i $49,967 WEBB HOUSE TRAIL $20,000 TOTAL ENCUMBERANGES $535,250 TOTAL AVAILABLE AT 6-30-2008 $1,020,551 '.in' a~ __.._,~ City Hall ~ City of Colleyville 100 Main Street Colleyville, Texas 76034 ~~~~~~" Agenda Briefing 817.503.1000 vvww.col leyvil le. com File Number: File Type: Resolution Status: Consent Agenda Version: 1 Agenda Date: 11/05/2008 Controlling Body: City Council Requester: Agenda No.: 5e Final Action: File Name: Approval to redirect Voluntary Park Fund monies into the Voluntary Park Fund Attachments: Financial status of Voluntary Park Fund at 09-30-2008 History of Legislative File Version: Date: Acting Body: Action Text: 1 11/05/2008 City Council Title Approval to redirect Voluntary Park Fund monies into the Voluntary Park Fund Explanation Reading and Public Hearing On October 6, 2008, the Parks and Recreation Advisory Board reviewed the status of Voluntary Park Fund projects (attached), as approved by the Board and the City Council. The Board unanimously recommended that funds for the American Disability Act (ADA) improvements at L.D. Lockett in the amount of $9,000.00, L. D. Lockett improvements, in the amount of $321.00 and Parks and Recreation Office Improvements in the amount of $694.00, be redirected and returned to the Voluntary Park Fund balance. The ADA Improvements were not required due to the seniors relocating to the new Senior Center. The remaining projects were completed under budget. Financial Impact It has been determined that a total of $10,015.00 is to be returned to the Voluntary Park Fund balance. Recommendation Approval City of Colleyville Page 1 Printed on 10/23/2008 FINANCIAL STATUS OF VOLUNTARY PARK FUND AT 9-30-2008 FUND BALANCE AT 9-30-2007 FY 2008 REVENUE Donations: PROJECTED ACTUAL October $12,964 $12,964 November $11,600 $11,600 December $12,276 $12,276 January $11,915 $11,915 February $11,799 $11,799 March $12,581 $12,581 April $12,000 $12,000 May $11,366 $11,366 June $11,867 $11,867 July $12,382 $12,382 August $12,049 $12,049 September $12,215 $12,215 City Park Sign Revenue $0 $0 Total Donations $145,014 $145,013 Interest income Received $625 $625 TOTAL $145,639 $145,638 $317, 760 FY 2008 EXPENDITURES COTTONBELT TRAIL PHASE III ~~ ADA IMPROVEMENTS " BALANCE OF L.D.LOCKETT HOUSE IMPROVEMENTS « BALANCE OF PARKS AND RECREATION OFFICE IMPROVEMENTS « MCPHERSON-PHASEII« MASTER PLAN UPDATE « TOTAL UNENCUMBERED FUND BALANCE AT 9-30-2008 (COUNCIL APPROVED) PROJECTED FUND BALANCE AT 9-30-2008 EXPENDITURE KEY: RECOMMENDED APPROVED EXPENDED (BOARD) ------- ------- (COUNCIL) ------- ------- ------- ------- $46,325 $46,325 $0 $9,000 $9,000 $0 $321 $321 $0 $694 $694 $0 $100,000 $100,000 $63,484 $75,000 ------- $75,000 ------- $0 ------- ------- $231,340 ------- $231,340 ------- $63,484 $232,058 $232,059 EXPENDITURE KEY: -- FY 2008 PROJECT/APPROVED JUNE 2001 " FY 2008 PROJECT/APPROVED JULY 2003 « FY 2008 PROJECT/APPROVED JAN 2006 41\'^~/ '~ ,.G.'.,~_ r •..-, City of Colleyville Agenda Briefing City Hall 100 Main Street Colleyville, Texas 76034 817. 503.1000 www.colleyville.com File Number: Version: 1 Requester: Engineering Department File Type: Resolution Agenda Date: 11/05/2008 Agenda No.: 5f Final Action: File Name: Approval to renew an interlocal agreement with Tarrant County for the Bogart Drive Improvements, and authorize the City Manager to execute the agreement Attachments: Renewal of Interlocal Agreement Court Order No. 101365 Project: Bogart Street History of Legislative File Version: Date: Acting Body: Action Text: 11/05/2008 City Council Title Approval to renew an interlocal agreement with Tarrant County for the Bogart Drive Improvements, and authorize the City Manager to execute the agreement Explanation Reading and Public Hearing Tarrant County Commissioners Court established a bond election date of May 13, 2006 for consideration of a transportation bond program and four propositions related to improvements to County facilities. The Court allocated transportation bond program dollars to the following categories: Local arterial projects: $100 million On-system TxDOT projects: $ 40 million Transit-related road improvements: $ 20 million Commissioner discretionary projects: $ 40 million Voters approved the Tarrant County transportation bond program, which resulted in funding for four intersection improvements and one street widening within the City of Colleyville. The City is obligated to participate in a portion of the total cost of each project. Construction and drainage improvements and street widening of Bogart Drive was approved in the Tarrant County Bond Program. Project cost for the Bogart Drive improvements total $332,972.00. Per the interlocal agreement between the City of Colleyville and Tarrant County, 50% of the project costs would be reimbursed in Fiscal Year 2008, with the remaining 50% to be reimbursed in Fiscal Year 2009, upon renewal of the agreement and project completion. Status: Consent Agenda Controlling Body: City Council City of Colleyville Page 1 Printed on 10/30/2008 Agenda Briefing Continued Staff is seeking approval to renew the interlocal agreement, which will allow for receipt of the remaining reimbursement of $166,486.00 Financial Impact It has been determined that $166,486.00 will be reimbursed to the City in Fiscal Year 2009. Recommendation Approval City of Colleyville Page 2 Printed on 10/30/2008 STATE OF TEXAS § § Renewal of Interlocal Agreement Court Order No. 101365 COUNTY OF TARRANT § Project: Bogart Street Whereas, The Tarrant County Commissioners Court (COUNTY), through Court Order No. 101365, entered into an agreement, hereinafter referred to as "Agreement," with the City of Colleyville (CITY) for the cooperative funding of improvements to Bogart Street, hereinafter referred to as Project, as described in the 2006 Tarrant County Bond Program. Whereas, The Project remains in construction requiring the Agreement to be renewed for 2009 Fiscal Year. Now, therefore, for and in consideration of the mutual covenants and conditions contained herein, the parties agree. as follows: 1. The COUNTY and the CITY renew the Agreement to expire at the conclusion of the COUNTY'S 2009 Fiscal Year or the completion of the Project as determined by the COUNTY, whichever occurs sooner. 2. All terms and conditions contained in the Agreement will remain in effect with the exception of revised payment schedules contained herein. 3. Section 1 of Agreement is amended as follows to reflect a change in project scope approved by Commissioners Court on February 12, 2008: "This project will rebuild and widen Bogart Street from two lanes to two lanes with a center turn lane between Pleasant Run Road and Hall Johnson Road as well as the construction of a roundabout at the intersection of Bogart Drive and Hall Johnson Road." NTY: County Administrator Tarrant County 100 E Weatherford St Fort Worth, Texas 76196 APPROVED on this day the Tarrant County. CI1Y: City Manager City of Colleyville P.O. Box 185 Colleyville, Texas 76034 day of , 20 , by Commissioners Court Order No. Page i TARRANT COUNTY STATE OF TEXAS County Judge APPROVED AS TO FORM; District Attorney's Office* CITY Signature *By law, the District Attorney's Office may only advise or approve agreements or legal documents on behalf of its clients. It may not advise or approve a agreement or legal document on behalf of other parties. Our review of this document was conducted solely from the legal perspective of our client. Our approval of this document was offered solely for the benefit of our client. Other parties should not rely on this approval, and should seek review and approval by their own respective attorney(s). Interlocal Agreement Transnortatlon Bopd 2006-2007 Page 2 CERTIFICATIONOFA I/AILABLEFUNDSIN THEAMOUNTOF$ Certification of Funds Available as follows: Fiscal year ending September 30, 2007 $ Fiscal year ending September 30, 2008 $166,486 Fiscal year ending September 30, 2009 $166,486 All future years funding is contingent on future debt issuance and renewal of this contract Fiscal year ending September 30, 2010 $ Fiscal year ending September 30, 2011 $ Fiscal year ending September 30, 2012 $ Fiscal year ending September 30, 2013 $ Fiscal year ending September 30, 2014 $ Fiscal year ending September 30, 2015 $ Fiscal year ending September 30, 2016 $ $332,972 Auditor's Office Interlocal Agreement Transportation Bond 2006-2007 Page 3 ATTACHMENT A Project Information City: City of Colleyville Project Name: Bogart Street widening from Pleasant Run to Hall Johnson Proposed Project Schedule Start Date Design: Aug-2006 ROW Acquisition: Jan-2007 Utility Relocation: Sep-2007 Construction: Jun-2008 Duration (mo) End Date 16 Dec-2007 8 Sep-2007 4 Jan-2008 4 Oct-2008 * COUNTY payments by completed phase are contingent upon the COUNTY'S reasonable determination that the work regarding the project phase for which payment is expected is successfully completed, as determined by the COUNTY. COUNTY plans to issue debt for all phases of this project, therefore payment remains contingent on debt issuance in accordance with applicable law. Once Construction commences, COUNTY payment shall be made by fiscal quarter prorated over the life of the construction but contingent upon reasonable progress in construction as may be determined by the COUNTY. Proposed County Pavment by Phase Design: $ ROW Acquisition: $ Utility Relocation: $ Construction: $332,972 County Funding Total: $332,972 Proposed County Pavment by Calendar Quarter (SUBJECT TO CHANGE) 1st Quarter 2nd Quarter 3rd Quarter 4th Quarter 2007 2008 2009 2010 2011 2012 2013 2014 2015 2016 $ $ $ $ $ $ $166,486 $166,486 $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ $ Page 4 SPEAKER CARD Date: ~ ~ f 5 1 U `~ .r i'~ I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ^ Opposition Agenda Item Number: (~. ~ti OrdinancelResolution Number: V "" ~~-, -- ~6~~ Name: _~~`j -Fory~~~u~~ Address: ~~~ (Yl'Zi,'Yll~- ~.~: City: ~)r-~- (~y ~/Z.=~{. State: (X- Zip Code: 7~, I(~ ~7 Telephone Number:~>(~ ~-~~,~ -~ (2 ~ Representing: ~ ~~+,r~'t ~~ organi ation/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. Signed~~, (j S'-lG ~i \~ l C`J This information is a Public Record. ;~,~ ~ ~ ~'"" ~ City of Colleyville 100 Main Street ' Colleyville, Texas 76034 ~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: 0-08-1699 File Number: 0-08-1699 Version: 1 Requester: Community Development Department File Type: Ordinance Agenda Date: 11/05/2008 Agenda No.: 6a Status: First Reading Controlling Body: City Council Final Action: File Name: Approval of a request to amend Planned Unit Development of Lot 1 R, Block 1 of The Gardens Addition located at 7011 Colleyville Boulevard, Case Z-08-021 Attachments: Location and Zoning Map Notification List Site Plan Zoning Exhibit The Gardens Conceptual Site Plan Ordinance 0-08-1683 Ordinance 0-08-1699 History of Legislative File Version: Date: Acting Body: Action Text: 1 10/13/2008 Planning and Zoning Commission 1 11/05/2008 City Council Title Approval of a request to amend the Planned Unit Development of Lot 1 R, Block 1 of The Gardens Addition located at 7011 Colleyville Boulevard, Case Z-08-021 Explanation First Reading and Public Hearing The applicant has submitted a site plan for approval, as required by Ordinance 0-08-1683, passed by City Council on June 17, 2008. The property was originally considered for rezoning from AG-Agricultural to CC1-Village Retail by the Planning and Zoning Commission on May 12, 2008. The Planning and Zoning Commission recommended approval. However, the City Council approved the final request as aPUDC-Planned Unit Development Commercial on June 17, 2008. PUDC Ordinance 0-08-1683 requires this property act as a buffer between the existing Longwood Estates at Ross Downs additions and the future Gardens development, which contains the subject property. The property is to be primarily used for open space and aretention/detention pond but may have parking as an accessory use. As part of Ordinance 0-08-1863, the applicant is required to submit the final site plan to City Council before final approval of the PUDC may be accepted. In addition to the required site plan for the subject property, a conceptual plan of the entire development is attached as well. City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued (0-08-1699) Platting. The subject property was approved as part of the replat of Lot 1 R, Block 1, of The Gardens Addition, by the Planning and Zoning Commission on September 8, 2008. Landscaping and Open Space. As part of Ordinance 0-08-1683, there is no minimum open space requirement for this PUDC. However, the developer is required to maintain a 20 foot greenbelt between the eastern property line -adjacent to the Longwood at Ross Downs Addition -and the rest of the Gardens development. Also, as part of the approved ordinance, the developer must preserve all existing trees on the property. Drainage. The developer has submitted a preliminary drainage analysis of the site, which has been reviewed and accepted by the Colleyville Engineering Department. Construction plans for drainage improvements were submitted as part of the platting process. Fences. A ten (10) foot tall wood or masonry fence will be required to be built and maintained by the developer along the eastern property line adjacent to the Longwood at Ross Downs Addition. Public Notification. Staff notified 18 property owners within 200 feet of the subject property regarding this request. Notice was published in the Fort Worth Star-Telegram as required by state law and the Land Development Code. Staff has received no correspondence in regard to this request. Planning and Zoning Commission Recommendation. The Planning and Zoning Commission recommended approval of the request at the October 13, 2008 meeting by a vote of 5-0. Summary. This site plan meets all of the requirements of Ordinance 0-08-1683. Financial Impact It has been determined that there is no financial impact. Recommendation Approval City of Colleyville Page 2 Printed on 10/28/2008 Location and Zoning Map Notification List OWNER NAME OWNER ADDR OWNER CITY OWNER STATE OWNER ZIP SITUS ADDR Unique Landscaping Design 7111 Cotleyville Blvd Colleyville TX 76034 7111 Colleyville Blvd Rtan-Rtan Enterprises Inc 4424 Young Dr Carrollton TX 75010 7109 Colleyville Blvd # B Unique Landscaping Design & 7111 Colleyville Blvd Colleyville TX 76034 7111 Cotleyville Blvd Specially Pampered Automobiles 7101 Colleyville Blvd. Colleyville TX 76034 7101 Colleyville Blvd Rosado, Juan R Etux Marianela 2208 Danielle Dr Colleyville TX 76034 2208 Danielle Dr Kuhn, Alyce 2204 Danielle Dr Colleyville TX 76034 2204 Danielle Dr Hampton, Anthony C Etux Cather 2200 Danielle Dr Colleyville TX 76034 2200 Danielle Dr Hudson, Rocky & Cynthia 7011 Colleyville Blvd Colleyville TX 76034 7011 Colleyville Blvd Gardens Comm Partners Ltd P.O. Box 69 Colleyville TX 76034 7013 Colleyville Blvd Gardens Comm Partners Ltd P.O. Box 69 Colleyville TX 76034 7013 Colleyville Blvd Hamraee, Farzin Etux Afsaneh 2209 Danielle Dr Colleyville TX 76034 2209 Danielle Dr Bates, Stephen L Etux Jana 2205 Danielle Dr Colleyville TX 76034 2205 Danielle Dr Devonshire, Patricia L 2201 Danielle Dr Colleyville TX 76034 2201 Danielle Dr Brown, Diana Marie 2302 Still Point Ln Colleyville TX 76034 2302 Still Point Ln Elborai, Adel M Etux Nadia M 2300 Still Point Ln Colleyville TX 76034 2300 Still Point Ln Ramsey, William A Etux Deena A 6918 Meade Dr Colleyville TX 76034 6918 Meade Dr West, Cheryl Ann & Diane Myers 7009 Colleyville Blvd Colleyville TX 76034 7009 Colleyville Blvd Olarte, Guillermo Etux Ligia 6916 Meade Dr Colleyville TX 76034 6916 Meade Dr Ty Thompson, applicant 1501 Merrimac Cr., Ste. 1 Ft. Worth TX 76137 7011 Colleyville Blvd Public hearing notices were mailed on Monday, Sept. 29th, 2008 by Amy Shelley. 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R,°a S~S.~s6 ,I~ .~ ~... ,~ ~ ~~\ ~- y ..\ ~~f Y ~~. v ~O ~ ~~~ ~ r~3 ~ ~~ ~~ar~$ t y ~ ~ ~ ~ ~k }~ ~ ~ ~ ~ ~ ° m 7 F i b ~ c ~~ U~ 3 m gg~ s"~~ ~~ ~ ~ oo~ooooooe~®®©®®©®®®®®®®®®® gggggg2 i~8~~ ~Aaa.~ (~. t m a EJd'IiX8 - 3J.IZiM213A0 - HO1- HOJR1 'Wd £i~iZ~i 8002/OI/b'6nnp•ue!d ai!S-LSZ90\s7aa4S ;o!d\s6u!nne~4\6uua2u!6u3\LSZ900Z19002\~f1PaX!W1~!1~Pad\~9 ORDINANCE 0-08-1683 AN ORDINANCE OF THE CITY OF COLLEYVILLE, TEXAS, AMENDING THE COMPREHENSIVE ZONING ORDINANCE OF THE CITY OF COLLEYVILLE, TEXAS, AS HERETOFORE AMENDED; BY AMENDING THE OFFICIAL ZONING MAP AND CHANGING THE ZONING ON 0.6 ACRES ON TRACTS 3D1 AND 3E1, ABSTRACT 963 OF THE ABSALOM J. SURVEY, FROM THE AG-AGRICULTURAL ZONING DISTRICT TO PUDC-PLANNED UNIT DEVELOPMENT COMMERCIAL ZONING DISTRICT; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR INJUNCTIVE RELIEF; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A PENALTY OF FINE NOT TO EXCEED THE SUM OF TWO THOUSAND DOLLARS ($2,000.00) FOR EACH OFFENSE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of Colleyville has received an application for rezoning under Case No. Z-08-015; and WHEREAS, the City of Colleyville deems it necessary, for the purpose of promoting the health, safety, morals, or general welfare of the City to enact a new zoning ordinance; and WHEREAS, the City Council has appointed a Planning and Zoning Commission to recommend the boundaries of the various original zoning districts and appropriate regulations be enforced therein and to recommend a new zoning ordinance; and WHEREAS, the Planning and Zoning Commission has divided the City into districts and has prepared regulations pertaining to such districts in accordance with a comprehensive plan and designed to lessen congestion in the streets; to secure safety from fire, panic, and other dangers; to promote health, general welfare; to provide adequate light and air; to prevent the overcrowding of land; to avoid undue concentration of population; to facilitate the adequate provision of transportation, water, sewerage, schools, parks, and other public requirements; and WHEREAS, the Planning and Zoning Commission, has given reasonable consideration to, among other things, the character of the districts and their peculiar suitability for particular uses, with a view to conserving the value of buildings and encouraging the most appropriate use of land throughout the City; and Ordinance 0-08-1683 Page 2 of 7 WHEREAS, the Planning and Zoning Commission of the City of Colleyville and the City of Colleyville City Council, in compliance with the Charter of the City of Colleyville, and State Law with reference to changes to zoning classifications under the Zoning Ordinance Regulations and Zoning Map, having given the requisite notices by publication and otherwise, and after holding due hearings and affording a full and fair hearing to all the property owners generally, and to the persons interested and situated in the affected area and in the vicinity thereof, the governing body of the City of Colleyville is of the opinion that said change in zoning should be made. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT all the foregoing premises and findings are found to be true and correct and are incorporated into the body of this ordinance as if copied in their entirety. Sec. 2. THAT the Comprehensive Zoning Ordinance of the City of Colleyville, Texas, be, and the same is hereby amended by changing the zoning of 0.6 acres on Tracts 3D1 and 3E1, Abstract 963 of the Absalom J. Survey from the AG-Agricultural zoning district to the PUDC-Planned Unit Development Commercial zoning district, as depicted in the attached Exhibit "A", and described in the attached Exhibit "B". Sec. 3. THAT the Official Zoning Map of the City of Colleyville be amended to incorporate the zoning change approved herein. Sec. 4. THAT the above described tract of land shall be subject to the following conditions: 1. GENERAL a. The purpose of this PUDC is for aretention/detention pond, private open space and the accessory use of a parking lot. b. This property is subject to all the regulations contained in the Colleyville Land Development Code, except where amended by this ordinance. 2. PERMITTED USES a. Retention/Detention Pond b. Private Open Space c. Parking as an accessory use Ordinance 0-08-1683 Page3of7 3. SITE PLAN AND PLATTING a. Prior to development of this PUDC, a detailed Site Plan showing al! proposed development on the property shall be submitted to the City Council for approval. The Site Plan shall, at a minimum, meet the requirements of Section 3.23 J, K(6) of the Land Development Code, be consistent with this Ordinance, and may also be required to show additional conditions provided in Section 3.23 M(b) of the Land Development Code. Further, such detailed site plan(s) shall be considered as a legislative approval, subject to the sole discretion of the City Council. b. The developer shall submit and receive approval from the City, a Replat that incorporates the subject property into the existing subdivision adjacent to the subject property called "The Gardens", in accordance with the requirements of the Land Development Code prior to development of this PUDC. 4. DEVELOPMENT REQUIREMENTS a. Prior to development of this PUDC, a tree survey, meeting all requirements of the Land Development Code, shall be submitted for the subject property. All trees identified on the tree survey shall be preserved in place on the subject property. The removal of any tree shown on the tree survey by anyone other than persons exempted by Chapter 5.6(B) and (C) of the Land Development Code shall be deemed to be a violation of this ordinance. b. Prior to City acceptance of final improvements to the subject property, a solid ten (10) foot wood, masonry, or combination thereof, screening fence shall be built and maintained by the builder, developer and/or property owner along the entire eastern property line of the subject property where it abuts residential uses. All supporting poles and beams used for the fence shall be located on the western side of the fence. c. A minimum 20 foot greenbelt shall be maintained along the entire eastern property of the subject property where it abuts residential uses. The greenbelt shall meet all requirements described in Section 4.6(3)j of the Land Development Code. The retention/detention pond allowed by this ordinance shall not encroach on the required greenbelt. d. There shall be no minimum open space requirement for this PUDC. Ordinance 0-08-1683 Page 4 of 7 e. Except where allowed by this ordinance, there shall be no structures erected on the subject property. f. There shall be no overhead lighting allowed on the subject properly except where parking is allowed on the site plan to be submitted and approved by the City Council. Overhead lighting installed for parking shall be of a box can type and shall be directed away from all adjacent residential uses. Sec. 5. THAT the above described tract of land shall be used only in the manner and for the purposes provided by the Comprehensive Zoning Ordinance of the City of Colleyville as heretofore amended, and as amended herein. Sec. 6. THAT any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Comprehensive Zoning Ordinance of the City of Colleyville, and upon conviction shall be punishable by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Sec. 7. THAT if any section, paragraph, subdivision, clause, phrase or provision of this ordinance shall be judged invalid or unconstitutional, the same shall not affect the validity of this ordinance as a whole or any portion thereof other than that portion so decided to be invalid or unconstitutional Ordinance 0-08-1683 Page 5 of 7 AND IT IS SO ORDERED. The first reading and public hearing being conducted on the g~~-Oe- day of 2008. The se and reading and public hearing being conducted on the ,y~ day of 2008. ATTEST: Cynthia Singleton, TRM , CMC City Secretary CITY OF COLLEYVILLE David Kelly Mayor APPROVED AS TO FORM AND LEGALITY: r 11 ~~ `r'. Matthew C. G. Boyle City Attorney EXHIBIT "A"- Location and Zoning Map EXHIBIT "B"-Legal Description THE GARDENS AT COLLEYVILLE PROPERTY DESCRIPTION BEING a trod of rand situated In the Absalom J. Lott Survey, Abstract No. 963, City of Colleyville, Tarrant County, Texas, being all of that certain trod of land as described by deed to Cynthia D. Hudson, n3corded in Volume 11338, Page 812, Deed Records, Tarrant County, Texas and being all of that certain trail of land as described by deed to Rocky Alan Hudson, recorcled in Volume 10491, Page 714, Deed Records, Tarrant County, Texas, said trail being morn particularly described by metes and bounds as follows: BEGINNING at a 1/2" iron rod with orange cap stamped "Moak Surv Inc.' found for the northwest comer of said Mudson's trail, the northeast comer of that certain trail of land as described by deed to Gardens Commercal Partners, Ltd., nsoorded in County Clerk's Document No. D207153199, Deed Records, Tarrant County, Texas, in the south line of Lot 1 R2, Blodc 1, Tropicana Fuels Addition, an addition to the City of Colleyville, according to the plat. recorded in Cabinet A, Slide 5398, Plat Records, Tarrant County, Texas; THENCE South 89'33'06" East (S 89°29' E Deed), with the north line of said Hudson's trod, wnh the south line of said Lot 1 R2, Bbck 1, Tropicana Fuels Addition, a passing distance of 80.89 feet to a 1/2" iron rod found for the southeast comer of said Lot 1 R2, Block 1, Tropicana Fuels Addition, being the most westerly southwest comer of Lot 6, Block 9, Longwood Estates at Ross Downs Phase V, an addition to the City of Colleyville, according to the plat recorded in Cabinet A, Slide 2704, Plat Records, Tarrant County, Texas, continuing with noRh line of said Hudson's trail, with the a south line of said Lot 6, Block 9, Longwood Estates Addition for a total distance of 105.04 feet (105.00' Deed) to a 1/2" Iron rod found for a re-entrant comer of said Lot 6. Block 9 and being in a west line of said Longwood Estates Addition; THENCE South 00°55'08" West (S Oi'47'40" W Deed), with the east line of said Hudson's tract, with a west Ilse of said Longwood Estates Addition, a passing distance of 269.87 feet to the southwest comer of Lot 13, Block 8 of said Longwood Estates Addition, continuing with the east tine of said Hudson's tract for a total distance of 291.65 feet (291.5' Deed) to an 1"pipe found for the southeast corner of said Hudson's trod, the northeast comer of that certain tract of land as described by deed to Cheryl Ann West, Diana West Myers and Douglas F. Myers, recorded in County Clerk's Document No. D206035360, Deed Records, Tarrant County, Texas; THENCE North 89'2T39" West (N 88'31' W Deed) ,with the south line of said Hudson's trod, with the north line of said Myers trod, a distance of 102.68 feet (105.00' Deed) to a 5/8" iron rod found for the southeast comer of aforementioned Gardens Commercial Partners tract and being the southwest comer of said Hudson's trod; THENCE North 00°27'17" East (N 01'47'40" E Deed), with the west tine of said Hudson's trod and with the east Erne of said Gardens Commercial Partners tract, a distance of 291.48 feet (289.8' Deed) to the POINT OF BEGINNING and containing a calculated area of 30,280 square feet or 0.695 acres of land. ORDINANCE 0-08-1699 AN ORDINANCE AMENDING ORDINANCE 0-08-1683 BY APPROVING A DETAILED SITE PLAN; PROVIDING FOR THE VIOLATION OF THIS ORDINANCE; PROVIDING A SAVINGS CLAUSE; PROVIDING A PENALTY OF FINE NOT TO EXCEED THE SUM OF TWO THOUSAND DOLLARS ($2,000.00) FOR EACH OFFENSE; AND PROVIDING FOR AN EFFECTIVE DATE WHEREAS, the City Council approved Ordinance 0-08-1683 on June 17, 2008 to establish the zoning on 0.6 acres on Tracts 3D1 and 3E1, Abstract 963 of the Absalom J. Lott Survey, from the AG-Agricultural Zoning district to PUDC-Planned Unit Development Commercial zoning district; and WHEREAS, the applicant has requested an amendment to Ordinance 0-08-1683 to authorize the approval of a detailed site plan, as required by Ordinance O- 08-1683; and WHEREAS, the City of Colleyville deems it necessary, for the purpose of promoting the health, safety, morals, or general welfare of the City to enact a new zoning ordinance; and WHEREAS, the City Council has appointed a Planning and Zoning Commission to recommend the boundaries of the various original zoning districts and appropriate regulations be enforced therein and to recommend a new zoning ordinance; and WHEREAS, the Planning and Zoning Commission has divided the City into districts and has prepared regulations pertaining to such districts in accordance with a comprehensive plan and designed to lessen congestion in the streets; to secure safety from fire, panic and other dangers; to promote health, general welfare; to provide adequate light and air; to prevent the overcrowding of land; to avoid undue concentration of population; to facilitate the adequate provision of transportation, water, sewerage, schools, parks and other public requirements; and WHEREAS, the Planning and Zoning Commission, has given reasonable consideration to, among other things, the character of the districts and their peculiar suitability for particular uses, with a view to conserving the value of buildings and encouraging the most appropriate use of land throughout the City; and Ordinance 0-08-1699 Page 2 of 3 WHEREAS, the Planning and Zoning Commission of the City of Colleyville and the City of Colleyville City Council, in compliance with the Charter of the City of Colleyville, and State Law with reference to changes to zoning classifications under the Zoning Ordinance Regulations and Zoning Map, having given the requisite notices by publication and otherwise, and after holding due hearings and affording a full and fair hearing to all the property owners generally, and to the persons interested and situated in the affected area and in the vicinity thereof, the governing body of the City of Colleyville is of the opinion that said change in zoning should be made. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT all the foregoing premises and findings are found to be true and correct and are incorporated into the body of this ordinance as if copied in their entirety. Sec. 2. THAT the Comprehensive Zoning Ordinance of the City of Colleyville, Texas, be, and the same is hereby amended by amending Ordinance 0-08- 1683 to authorize the approval of a detailed site plan, as required by Ordinance 0-08-1683. Sec. 3. THAT the Comprehensive Zoning Ordinance of the City of Colleyville, Texas, be, and the same is hereby amended by changing the zoning of 0.6 acres on Tracts 3D1 and 3E1, Abstract 963 of the Absalom J. Lott Survey, as described in attached Exhibit "A", to add a detailed site plan, attached as Exhibit "B". Sec. 4. THAT the above described tract of land shall be subject to the following conditions: 1. DETAILED SITE PLAN a. The development and layout of the property shall adhere to the detailed site plan, attached as Exhibit "B". Sec. 5. THAT the above described tract of land shall be used only in the manner and for the purposes provided by the Comprehensive Zoning Ordinance of the City of Colleyville as heretofore amended, and as amended herein. Sec. 6. THAT any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Comprehensive Zoning Ordinance of the City of Colleyville, and upon conviction shall be punishable by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Ordinance 0-08-1699 Page 3 of 3 Sec. 7. THAT if any section, paragraph, subdivision, clause, phrase or provision of this ordinance shall be judged invalid or unconstitutional, the same shall not affect the validity of this ordinance as a whole or any portion thereof other than that portion so decided to be invalid or unconstitutional. Sec. 8. THAT in addition to and accumulative of all other penalties, the City shall have the right to seek injunctive relief for any and all violations of this ordinance. Sec. 9. THAT it has been found that there has been a change in conditions in the above described property, it is now necessary that it be given the above zoning classification in order to permit its proper development and in order to protect the public interest, comfort and general welfare, and requires that this ordinance shall take effect immediately from and after its passage. Sec. 10. THAT Ordinance 0-08-1683 shall remain in full force and effect, except where amended by this ordinance. AND IT IS SO ORDERED. The first reading and public hearing being conducted on the day of 2008. The second reading and public hearing being conducted on the day of 2008. ATTEST: Cynthia Singleton, TRMC, CMC City Secretary CITY OF COLLEYVILLE David Kelly Mayor APPROVED AS TO FORM AND LEGALITY: Matthew C. G. Boyle City Attorney EXHIBIT "A"- Legal Description THE GARDENS AT COt_t.EWtLIE PROPERTY DESCRIPTION BEING a tract of land situated in the Absalom J. Lott Survey, Abstract No. 963, City of Colleyville, Tarrant County, Texas, being all of that certain tract of land as described by deed to Cynthia D. Hudson, recorded in Volume 11338 Page 812, Deed Records, Tarrant County, Texas and being all of that certain trail of land as described by deed to Rocky Alan Hudson, recorder! in Volume 10491, Page 714, Deed Records, Tarrant County, Texas, said tract berg more particularly described by metes and bounds as follows: BEGINNING at a 1/2" iron rail wilh orange cap stamped "Moak Surv inc.' found far the northwest corner of said Hudson's tract, the northeast comer of that certain tract of land as described by deed to Gardens Canvnercial Partners, Ltd., recorded in County Clerk's Document No. D207153199, Deed Records, Tarrant County, Texas, in the south line of Lot iR2, Block 1, Tropicana Fuels Addition, an addition #a the City of Cotleyville, according to the plat recorded in Cabinet A, Slide 5398, Plat Records, Tarrant County, Texas; THENCE South 89°33'06" East {S 89°29' E Deed}, with the north line of said Hudson's tract, with the south fine of said Lot 1R2, Block 1, Tropicana Fuels Addition, a passing distance of 80.89 feet to a 1/2"iron rod found far the southeast comer of said Lot 1 R2, Block 1, Tropicana Fuels Addition, being the mast westerly southwest comer of Lot 6, Block 9, Longwood Estates at Ross Downs Phase V, an addition to the City of Colleyville, acxx~rding to the plat recorded in Cabinet A, Slate 2704, Plat Records, Tarrant County, Texas, continuing with north line of said Huds~'s trail, with the a south tine of said Lot 6, Block 9, Longwood Estates Addition for a total distance of 105.04 feet (105.00' Deed} to a 1/2" iron rod found for a re-entrant corner of said Lot 6, Block 9 and being in a west line of said Longwood Estates Addition; THENCE South 00°55'08" West (S 01°47'40" W Deed}, with the east. tine of said Hudson's tract, with a west tine of said Longwood Estates Addition, a passing distance of 269.87 feet to the southwest comer of Lot 13, Block 8 of sold Longwood Estates Addition, continuing with the east line of said Hudson's tract for a total distance of 291.65 feet (291.5' Deed} to an 1" pipe found for the southeast corner of said Hudson's tract, the northeast corner of that certain tract of land as described by deed to Cheryl Ann West, Diana West Myers and Douglas F. Myers, recorded in County Clerk's Document No. D2060353ti0, Deed Records, Tarrant County, Texas; THENCE North 89°27"39" West {N 88°31' W Deed} ,with the south line of said Hudson's tract, with the north line of said Myers trod, a distance of 102.68 feet {105.00' Deed) to a 5/8" iron rod found for the southeast comer of aforementioned Gardens Commercial Partners Tract and being the southwest corner of said Hudson's trail; THENCE North 00°27'17" East {N 01°47'40° E Deed), with the west line of said Hudson's tract and with the east line of said Gardens Commercial Partners tract, a distance of 291.48 feet {289.8` Deed) to the POINT 4F BEGINNING and containing a calculated area of 30,280 square feet or 0.695 acres of land. EXHIBIT "B"- Detailed Site Plan - ~ i i i ~. i t i i ~°``~. ~-~. ~ ~ ~ ,~ --~_~ _-~ ~ __ - , ~ ~~ ~ ~ ~ t i `~ E ~ ~ ~, \~ ,1 ~:~ `ry ! t k ~".~ =, § ,_ ~1 ~ ~. ,~ "~ ~~ j ~~ ~.., ___ __ ~ ~,,, t s ~` ii t ~ rn ~ ~ ~ w ~ ~ ~ r i ~ ~ ~ ~ i t ~ ~~~ ~ i ~ ~' ~__~_~ hi . ~>: ~ ~~ I I ., ~ ~ t ~~~~ ~" ~• City Hall ('~1 ~ ~ City of Colleyville 100 Main Street ~,i Colleyville, Texas 76034 ~~~~~° Agenda Briefing 817.503.1000 vdww.colleyville.com File Number: 0-08-1700 File Number: 0-08-1700 Version: 1 Requester: Office of the City Manager File Type: Ordinance Agenda Date: 11/05/2008 Agenda No.: 6b Status: First Reading Controlling Body: City Council Final Action: File Name: Approval of an electric power contract with Cities Aggregation Power Project, Inc. (CAPP) pursuant to a 24-year power purchase agreement (PPA) and authorizing the City Manager to execute the disclosure letter, agreements and member contract Attachments: Comparison of Texas Average Retail Rate vs. CAPP Negotiated Rate.pdf Wrap and Long Term Contract Comparison For Colleyville.pdf 24-Year Projection of Retail vs. CAPP 24-Year PPA Rate.pdf Ordinance 0-08-1700.pdf History of Legislative File Version: Date: Acting Body: Action Text: 11/05/2008 City Council Title Approval of an electric power contract with Cities Aggregation Power Project, Inc. (CAPP) pursuant to a 24-year power purchase agreement (PPA) and authorizing the City Manager to execute the disclosure letter, agreements and member contract Explanation First Reading and Public Hearing The City of Colleyville is a member of the Cities Aggregation Power Project (CAPP), a non-profit political subdivision corporation aggregator created in 2001 in anticipation of the deregulation of the Texas retail electric market. CAPP pools member's electric power needs to negotiate lower, more stable prices through bulk purchasing and is run by a voluntary 10 member Board of Directors, comprised entirely of city employees and city officials. CAPP and its sister political subdivision corporation aggregator, South Texas Aggregation Project, Inc. (STAP), have more than 150 political subdivision members who purchase in excess of one billion kWh annually. Together CAPP and STAP have member savings that have surpassed $100 million since the Texas electric market deregulated in 2002. In 2005, the CAPP Board authorized its consultants to find alternatives to purchasing the entirety of CAPP power requirements in a market that links the price of all energy to natural gas prices. To that end, CAPP has negotiated and is entering into a Power Purchase Agreement (PPA) with Luminant Generation Company LLC, Big Brown Power Company, LLC and Oak Grove Management Company, LLC (collectively, Luminant) for approximately City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued (0-08-1700) 150 MW of baseload power from seven different units over a 24-year period. CAPP has entered into the contract on behalf of all CAPP and STAP members who are willing to be allocated a portion of approximately 150 MW, corresponding to each participating member's energy consumption as a percentage of all participating member's consumption. On April 28, 2008, the City of Colleyville forwarded a letter to Geoffrey Gay, General Council for CAPP, stating the City desired to preserve the option of participating in the long-term contract (which was being confidentially negotiated) for the purchase of power. CAPP and it consultants, believe contracting fora 24-year commitment of lignite/coal-fired capacity at a fixed price (with slight escalation over the term of the contract) will lower overall energy costs and provide an ability to more accurately predict and stabilize the impact of energy prices on annual budgets thus allowing, more fiscally responsible budgets. Since the financial crisis and the sudden volatility in the market, CAPP is focusing on capturing the best price for the current and future market, which may reduce immediate savings, but will provide long-term stability and eventual savings. Attached are three charts: Comparison of Texas Average Rate Price vs. CAPP Negotiated Rate from 2002 to 2008 as prepared by staff which indicates CAPP's negotiating and purchase success. The Wrap and Long Term Contract Comparison for Colleyville is a comparison of indicative rates for 2009-2013, prepared by Caitlin Bowdish, R.J. Covington Consulting, LLC, CAPP's consulting firm. The 24-Year Projection of Retail Rate vs. CAPP 24-Year PPA Rate chart averages the rate increase from 2002-2008 of 5% over the next 24 years and increases the CAPP rate by 3% beginning in 2014. Approval of the proposed ordinance commits the City to purchasing from CAPP, electric power to satisfy a portion of its annual energy needs (approximately 60%) through the CAPP PPA for up to 24 years. Further, capacity payments (debt service obligation) payable by the City will be public property finance contractual obligations pursuant to Texas Local Government Code Chapter 271, Subchapter A, secured by a pledge of such member's ad valorem taxes, which will be assigned to support debt issued by CAPP to pay the capacity costs of the PPA. City staff and City Attorney Cathy Cunningham have worked with CAPP and attended informational meetings regarding the PPA. The proposed Long Term Contract Pro-form Estimated Debts Costs and Savings was prepared by CAPP and estimates Colleyville's 2006-2007 average annual kWh usage to be 4,951,076, equaling an allocated portion of the total average annual load (to be purchased by CAPP) to be 0.29%. This equates to estimated not to exceed values of: allocated debt amount $1,666,000.00, estimated annual debt service: $144,000.00 and estimated maximum monthly debt service: $12,000.00. Initially, a deadline of November 5, 2008, was established for cities to respond regarding participation in the PPA. Due to the current turmoil in the credit markets and uncertainty as to when CAPP can achieve approval of the 24-year PPA from the Attorney General, CAPP has determined the PPA will not close on December 23, 2008. Therefore, the new deadline for passage of the ordinance approving participation is December 17, 2008. Kristen Doyle, principal, Lloyd Gosselink Rochelle and Townsend, P.C., and CAPP Legal Counsel and Jay Doegey, City of Arlington and CAPP Board Chairman gave a presentation and City of Colleyville Page 2 Printed on 10/28/2008 Agenda Briefing Continued (0-08-1700) answered questions of the City Council at the October 7, 2008 Pre Council meeting. On October 21, 2008, the City Council approved Resolution R-08-3025 which authorized CAPP to negotiate an electric supply agreement for delivery of electricity and related services for up to a five year period; January 1, 2009, through December 31, 2013, at a fixed average price, which is approximated to be between eight and eight and a half cents. Should the City move forward with the PPA, the back out portion of base load associated with the PPA is being arranged with FPL, which should be several cents less than the average price for 2008. Due to the volume, the Energy Sales Contract and Power Purchase Agreement which are subject to change, are not attached but available for review in the Office of the City Manager and Office of the City Secretary. Financial Impact It has been determined that participation in the long-term power purchase agreement will assist in stabilizing annual budget projections. Recommendation Approval City of Colleyville Page 3 Printed on 10/28/2008 -~--+ ~~~/ LL O N Z Q U U A~ 1..~ L Q Q~ l~ T '~'^ V/ ~L Q U ca ,N ~ i i i ~ ~ ~ ~ ~ _ ~ N 3 ~ ~ Y Z Q~ ~ ~ O _ O ii ~ (0 f6 i Q ~ Q ~ ~ ~ ~ E ~ o ~d Y' ;F-U U~ ~~ ~ ~ ~ { e ~ i ~ rY . t } } ~ ~ _ '~ 1 I _ F ~ ~ i ~ ~ ~e'~ f ra ~ = 1 ~M ~ ~ ~ ~ ~~ ~ ~S°` x~ K J . ;~3 t ~ F' ~ M. , ~ t } ~ „ ... .. ~~ >, , ~, c ~ y ~ ~;u ~ ~ r~ ~ ., ~ - ~; ~ ~' :t' ~ O O O O O O o 0 0 0 0 0 0 0 N O 00 C4 d' N O r r 0 0 N ti 0 0 N O O N O O N O O N M O O N N O O N 0 O N v~ a~ 0 U C f0 U m c 0 U N U Q w O N .~ Q 0 ca O c c W N O to N U a >, ~~ rn ~ ~ ~ W ~ O ~_ Q~ ~ ~ X ~- H ~ L a~ ~L V ~~ ~..~ L ~~ V 0 J L .~ 0 V M r Cfl d7 I` 1` p ~ r r ~ N o0 00 00 00 d4 N M ~ N CO N ~ N ~ N ~ N ~ OO O O ~ ~ O M 00 LCD N ~- N tt7 N o0 00 OO 00 Ef} O O N _ 0 p O N d ' N O O O 00 69 ~ C _ ti ~ ~ O N ~ ti ti I` t Y '_d- v N c 0 ~. m a J J a 0 0 N 00 O O .~ X W Z m a ~L C7 N d C O N C ~~ 0 0 O z d _ ~ ~ ~ ~ }. +~ ~ W U U c a '~ J J .L. 3 3 v ~ ev .~ ~ ~ co ti ao r` o ti O ~ ~ ~ ~ ~ ~ dam} 69 M O CO Op '~ ti N ~ O ti ~ ll') 69 d4 O M 00 O O M ti M ~f'~ O O M ~ N r- ~ 6F} bF} O ~t ~ ~- Cfl Cfl M f~ N 1` O O N ~ ~ ~ O ~p 00 N ti O ~ O ~ ~ ~ E9 r- ~ 69 O ~ ~ m > o ° N ~f C c ~ ~ H W ~ W .._. ti ~ L L ~• 0 = 0 ~ U o U ~ N J J O a, 3 3 ~ ~ ~ ~ ~ ~ L L J ~ ~ V ~ N ~ ~ ~ W ~ ~ _ __---~ ' I '~ 3 = 0 ~1 ~ ~ ' ~ ~ ~ i ~ ~ ~~ I c ~ .~ 4 ~ o I ' ~ r tC ~ I 3 ~ ~~ ~ ~_ ~~iv i /1/ s= i--, T ~ i 1y. ~ ~ ~ ~ Q ' ~ ~ , ^ LJ- ca ~ ~ ~ ~ I ~n a. ~ ~ ~ U s. (~ ~ `v ~ o Q M Q C / } ~ d,. -. -- ~. M - - N 00 o N ~ _ 0 ~ ~ ~ ~ ~ - ~ ~ ~~ ~ ~ ~ ~ ~ Q ~ ~ - ~~ ' , M 0 s l t j U ~ ~ o ~ ~ ~ ~ ~ ~ ~~ N ~ 7 ~` r. I ` { N ~ ~ ~ '; `' ~ N 'n o ~i -~~ ~ } -~T N s- ~ ~ ~ 4 ~ ~ ~ > '' ' U { t~ t ~ ~ ~ U ~ . ,l ~ 1 N N ~ i _ _ ~~ > tl t « ~ L am 4 ~ y . ~„ ~ # .~ ~ .~ #` i ~ "~.. N O O ~ ~ ~ i ~ co ~ ~ ~ ~ a 1 ~' _ ~- • I ~ . i ~ ~ ~ ~ ~ N ~ ~ s` , o N ~ ~° ~~~ ` - ~ ~ ,d, ~ ~ ~ ~ I ~ ORDINANCE 0-08-1700 AN ORDINANCE OF THE CITY OF COLLEYVILLE, TEXAS APPROVING AN ELECTRIC POWER CONTRACT WITH CITIES AGGREGATION POWER PROJECT, INC. (CAPP) FOR ELECTRIC CAPACITY AND ENERGY, PROVIDING CAPACITY PAYMENTS AS PUBLIC PROPERTY FINANCE CONTRACTUAL OBLIGATIONS OF THE CITY, PLEDGING AND LEVYING AN AD VALOREM TAX TO SUCH PAYMENTS, PROVIDING FOR ENERGY PAYMENTS FOR ELECTRIC ENERGY SUBJECT TO ANNUAL APPROPRIATION BY THE CITY, PROVIDING FOR THE ASSIGNMENT OF SUCH CAPACITY PAYMENTS TO SUPPORT DEBT ISSUED BY CAPP INCURRED TO ACQUIRE ELECTRIC CAPACITY RIGHTS FROM LUMINANT GENERATION COMPANY AND RELATED ENTITIES PURSUANT TO A 24-YEAR POWER PURCHASE AGREEMENT ("PPA"); AUTHOI~iZING THE CITY MANAGER TO EXECUTE AND DELIVER THE MEMBER CONTRACT; ACKNOWLEDGING THE MEMBER CONTRACT REQUIRES CERTAIN CAPACITY PAYMENTS PAYABLE BY THE CITY WILL BE PUBLIC PROPERTY FINANCE CONTRACTUAL OBLIGATIONS PURSUANT TO TEXAS LOCAL GOVERNMENT CODE CHAPTER 271, SUBCHAPTER A, ADOPTING A SAVINGS CLAUSE WHEREAS, the City of Colleyville must purchase electricity in order to perform its proprietary and governmental functions; and WHEREAS, the price of power sold in the deregulated retail market in Texas has been directly linked to the daily fluctuations for natural gas futures prices, regardless of the type of generation fuel; and WHEREAS, natural gas prices are extremely volatile, resulting in an upward cost trend and significant electric price instability; and WHEREAS, the City is a member of the non-profit political subdivision corporation Cities Aggregation Power Project, Inc. ("CAPP"), which has the legal authority to contract for the purchase of electricity on behalf of more than 100 political subdivision members; and WHEREAS, CAPP has endeavored to provide its members with the most favorable energy pricing available in the market, delivering more than $100 million in savings for its members since 2002; and WHEREAS, the CAPP Board of Directors is a voluntary ten-member board comprised entirely of city employees and city officials that directs the activities of CAPP's legal and energy advisors; and WHEREAS, the CAPP Board of Directors has investigated potential long-term contracting options to both lower and stabilize electric prices for member political subdivisions that must prepare annual budgets and require cost predictability for essential services like electricity; and Ordinance 0-08-1700 Page2of5 WHEREAS, CAPP negotiated a Purchase Power Agreement ("PPA") with owners of non-gas fired generation for the long-term, fixed price supply of power, which will allow participating CAPP members to meet a portion of energy needs (approximately 60 percent) at a stable, known price fora 24-year period; and WHEREAS, the PPA calls for CAPP to contract with Luminant Generation Company LLC, Big Brown Power Company, LLC and Oak Grove Management Company, LLC (collectively, "Luminant") for approximately 150 MW of base load power supplied by seven different units over 24 years and pre-paying a portion of the capacity costs associated with power purchased pursuant to the long-term contract; and WHEREAS, the City wishes to acquire a portion of its future electric energy pursuant to the PPA between CAPP and Luminant; and WHEREAS, to acquire power pursuant to the PPA, the City must enter into an electric power contract, the Energy Sales Contract between CAPP and the City of Colleyville (the "Member Contract"), substantially in the form attached hereto; and WHEREAS, CAPP will issue general revenue bonds, with the bond proceeds used to pre-pay a portion of the 24-year capacity commitment pursuant to the PPA on behalf of the City and all participating CAPP members; and WHEREAS, bonds issued by CAPP will be backed by the individual Member Contracts of each participating CAPP city committing to pay a capacity payment equal to its proportionate amount of the debt service obligation associated with CAPP's prepayment of PPA capacity costs; and WHEREAS, the City's allocated total maximum capacity payment will not exceed $1,666,000.00 (total maximum monthly capacity payment is $12,000.00); and WHEREAS, the Member Contract requires that certain capacity payments payable by each participating CAPP member will be public property finance contractual obligations pursuant to Texas Local Government Code Chapter 271, Subchapter A, secured by a pledge of such member's ad valorem taxes, which will be assigned to support debt issued by CAPP to pay the capacity costs of the PPA; and WHEREAS, the fixed capacity component constitutes along-term, general obligation tax debt of each participating member that is secured by a pledge of the member's ad valorem taxes; and WHEREAS, CAPP must secure an additional "wrap" agreement to arrange for power deliveries when needed to meet the remaining portion of the City's energy needs in excess of the base load power provided under the Member Contract, with said wrap agreement needing ratification/approval of the City; and Ordinance 0-08-1700 Page 3 of 5 WHEREAS, the resulting power supply blend adds to both stability and savings for the City; and WHEREAS, the total capacity and energy to be purchased under the long-term PPA cannot be known until all CAPP members have acted on their opportunity to participate in the transaction; and WHEREAS, a change in total capacity and energy obligated under the PPA will change the cost of the transaction and may change the percentage of debt service obligation and energy assigned to participating CAPP members; and WHEREAS, the PPA is an effort, initiated by CAPP pursuant to direction and support of its participating members, including the City, to diversify fuel sources and minimize the risk associated with complete reliance upon electric pricing linked to natural gas costs that are influenced by unpredictable weather, geo-political and global economic factors, but nonetheless the PPA involves a number of somewhat unique risks and uncertainties; and WHEREAS, CAPP has prepared and distributed a Disclosure Statement dated September 10, 2008, in the form attached hereto that identifies and describes certain risks (but may not describe all risks) associated with the transactions contemplated by the Member Contract and the PPA; and WHEREAS, the Disclosure Statement is to be acknowledged, signed, and returned to CAPP, prior to pricing of CAPP's bonds, if the Member Contract is approved; and WHEREAS, it is hereby officially found and determined that the meeting at which this ordinance was passed was open to the public, and public notice of the time, place and purpose of said meeting was given, all as required by Chapter 551, Texas Government Code. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT the CAPP Member Contract, attached hereto as Exhibit "A" and incorporated herein for all purposes is deemed necessary and desirable for the City to meet its proprietary functions and basic governmental responsibilities and is hereby approved. Sec. 2. THAT the City acknowledges that the Member Contract requires that certain capacity payments payable by the City will be public property finance contractual obligations pursuant to Texas Local Government Code Chapter 271, Subchapter A, secured by a pledge of such member's ad valorem taxes, which will be assigned to support debt issued by CAPP to pay the capacity costs of the PPA; and the City further acknowledges that the fixed capacity component constitutes Ordinance 0-08-1700 Page 4 of 5 a long-term, general obligation tax debt of the City that is secured by a pledge of the City's ad valorem taxes. Sec. 3. The City of Colleyville hereby acknowledges that it has reviewed the Member Contract and the Disclosure Statement dated September 10, 2008, and the City Manager is authorized and directed to sign, date, and return by December 17, 2008, to CAPP both the Member Contract and such Disclosure Statement. Sec. 4. THAT the City Manager is authorized to approve modifications and corrections to the Member Contract that are necessary to conform to changes to the assigned cost in the PPA after all CAPP members have made decisions regarding participation in the long-term PPA, so long as no such changes increase the City's capacity payment obligations in any year from the amounts reflected in the Member Contract attached hereto. Sec. 5. THAT the City Manager is authorized to sign additional agreements arranged by CAPP for the provision of electricity during the period 2009-2011 that are necessary to meet the City's power needs that exceed the power arranged through the Member Contract with CAPP, with the understanding that any agreement for energy beyond 2009 is subject to the right of annual appropriation. Sec. 6. THAT the City Manager is hereby authorized, empowered and directed from time to time and at any time to do and perform all such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on behalf of the City all such instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms and provisions of this ordinance, the Member Contract and the Disclosure. Sec. 7. THAT the City Manager is hereby authorized and directed to approve any changes or corrections necessary to this ordinance, the Member Contract or any ancillary agreement, certificate or document, prior to the initial delivery of the Member Contract in order to (i) correct any ambiguity or mistake or properly or more completely document the transactions contemplated and approved by this ordinance, (ii) approve any changes to the Member Contract as contemplated in the recitals hereto and Section 3 hereto, or (iii) obtain the approval of the Member Contract (and the debt issued by CAPP relating to the PPA) by the Texas Attorney General's office. Sec. 8. THAT in case any officer of the City whose signature shall appear on the Member Contract shall cease to be such officer before the delivery of such Member Contract, such signature shall nevertheless be valid and sufficient for all purposes the same as if such officer had remained in office until such delivery. Sec. 9. THAT if any one or more sections or clauses of this ordinance is adjudged to be unconstitutional or invalid, such judgment shall not affect, impair or invalidate the Ordinance 0-08-1700 Page5of5 remaining provisions of this ordinance and the remaining provisions of the ordinance shall be interpreted as if the offending section or clause never existed. Sec. 10. THAT the City hereby finds that the statements set forth in the recitals of this ordinance are true and correct, and the City hereby incorporates such recitals as apart of this ordinance. AND IT IS SO ORDERED. The first reading and public hearing being conducted on the 2008. The second reading and public hearing being conducted on the 2008. ATTEST: Cynthia Singleton, TRMC, CMC City Secretary APPROVED AS TO FORM AND LEGALITY: CITY OF COLLEYVILLE David Kelly Mayor day of day of Matthew C. G. Boyle City Attorney Exhibit "A" ENERGY SALES CONTRACT BETWEEN CITIES AGGREGATION POWER PROJECT AND CITY OF ,TEXAS ENERGY SALES CONTRACT BETWEEN CITIES AGGREGATION POWER PROJECT AND CITY OF ,TEXAS TABLE OF CONTENTS Table of Contents Page ARTICLE 1 DEFINITIONS AND PRINCIPLES OF INTERPRETATION ....................4 1.1 Definitions ......................................................................................................... ..4 1.2 Principles of Interpretation ............................................................................... 11 ARTICLE 2 CAPP'S OBLIGATIONS CONTINGENT UPON PERFORMANCE BY FACILITY OWNERS UNDER THE PPA; ASSUMPTION BY MEMBER...... .12 2.1 Nature of CAPP's obligations to Member ......................................................... 12 2.2 CAPP's duty to exercise remedies under the PPA and Guaranty; power coupled with an interest .................................................................................... 12 2.3 Assumption of PPA by Member ....................................................................... 12 ARTICLE 3 TERM OF CONTRACT AND DELIVERY OF PRODUCTS ................... .13 3.1 Term .................................................................................................................. 13 3.2 Delivery of Products ......................................................................................... 13 ARTICLE 4 PAYMENT OF CAPACITY PREPAYMENT TO FACILITY OWNERS .............................................................................................................. .13 ARTICLE 5 DELIVERY OF CONTRACT ENERGY .................................................... .13 5.1 Acquisition and Delivery of Product ................................................................ 13 5.2 Title and Risk of Loss ....................................................................................... 14 5.3 Member's Failure to Accept Product ................................................................ 14 5.4 Failure of Facility Owners to Schedule or Deliver Product to CAPP ............... 14 ARTICLE 6 PRICING OF AND PAYMENT FOR ENERGY ...................................... .14 6.1 Payment of Member's Monthly Aggregated Energy Payment ......................... 14 6.2 Payments through Retail Electric Provider and Designated Agent(s) .............. 17 6.3 Payments from Available Funds ....................................................................... 17 6.4 Intent to Continue Payments ............................................................................. 18 6.5 Failure to Appropriate Available Funds ........................................................... 18 6.6 Assignment Upon Failure to Appropriate ......................................................... 18 6.7 Appropriated Energy Payments to be Unconditional ....................................... 19 6.8 CAPP as Third Party Beneficiary ..................................................................... 19 6.9 Member's Default of the Energy Payment Covenants and CAPP's Remedies ........................................................................................................... 19 ARTICLE 7 CAPACITY PREPAYMENT, MEMBER' S MONTHLY CAPACITY PAYMENT AND PLEDGE OF AD VALOREM TAXES BY MEMBER......... .21 7.1 Capacity Prepayment ........................................................................................ 21 7.2 Capacity Payment ............................................................................................. 21 7.3 Interest and Sinking Fund; Tax Levy for Monthly Capacity Payments........... 22 7.4 Prepayments based upon Early Termination under the PPA ............................ 22 7.5 CAPP and Trustee as Third Party Beneficiaries ............................................... 22 7.7 Member's Default on Capacity Prepayment and CAPP's Remedies ............... 23 ARTICLE 8 BILLING AND PAYMENT ........................................................................ .24 8.1 Invoice and Payment Schedules ........................................................................ 24 8.2 Method of Payment ........................................................................................... 24 8.3 Netting ............................................................................................................... 25 8.4 Disputed Charges .............................................................................................. 25 8.5 Audits ................................................................................................................ 26 8.6 ERCOT Barred Issue ........................................................................................ 26 ARTICL E 9 DESIGNATION OF MEMBER'S DELIVERY POINTS ............................26 9.1 Designation of Member's Delivery Points ........................................................ 26 ARTICL E 10 SECURITY .................................................................................................26 10.1 Security from Facilities Owners ....................................................................... 26 10.2 Collateral Assignment of the Contract to Trustee for Bonds ............................ 27 ARTICL E 11 DEFAULT ................................................................................................. .27 11.1 Defaults by Facility Owners; Defaults by Participating Members ................... 27 11.2 Default by CAPP ............................................................................................... 27 11.3 Default by Member ........................................................................................... 27 11.4 Remedies of CAPP in the event of default by Member .................................... 28 11.5 Remedies of Member in the Event of Default by CAPP .................................. 29 11.6 No Waiver in Event of Default ......................................................................... 30 ARTICLE 12 INDEMNIFICATION; LIMITATION OF LIABILITY ............................30 12.1 Member's Indemnification of CAPP ................................................................ 30 12.2 Claims arising on Facility Owners side of the Facility Owners' Delivery Point .................................................................................................................. 3 0 12.3 Indemnified Claims ........................................................................................... 31 12.4 Limitation of Remedies, Liability and Damages .............................................. 31 ARTICLE 13 REPRESENTATIONS ................................................................................32 13.1 Mutual representations and warranties ............................................................. 32 ARTICLE 14 NOTICES ....................................................................................................33 14.1 Notices .............................................................................................................. 33 ARTICL E 15 CONFIDENTIALITY .................................................................................34 15.1 Confidential Information .................................................................................. 34 ARTICLE 16 ASSIGNMENT ...........................................................................................34 16.1 Assignment ....................................................................................................... 34 ARTICLE 17 CONTINUING DISCLOSURE ................................................................. .34 17.1 Continuing Disclosure Undertaking of Members ............................................. 34 17.2 Financial Statements ......................................................................................... 34 17.3 Change of Fiscal Year ....................................................................................... 35 17.4 Failure to Provide Continuing Disclosure ......................................................... 35 17.5 Amendment of Continuing Disclosure ............................................................. 35 ARTICL E 18TAX-EXEMPT BONDS ............................................................................ .36 18.1 Tax-Exempt Bonds ........................................................................................... 36 18.2 Agreement to Pay Beneficiary .......................................................................... 36 ii 18.3 Financing ...........................................................................................................37 ARTICLE 19 MISCELLANEOUS ...................................................................................37 19.1 Applicable Law ................................................................................................. 37 19.2 Counterparts ......................................................................................................37 19.3 Waiver ...............................................................................................................37 19.4 Modification ......................................................................................................37 19.5 Severability ....................................................................................................... 37 19.6 Requirements ....................................................................................................38 19.7 Entirety .............................................................................................................. 3 8 19.8 Captions, Titles and Headings .......................................................................... 38 19.9 Forward Contract .............................................................................................. 38 19.10 Further Assurances ............................................................................................ 38 19.11 Survival .............................................................................................................38 iii ENERGY SALES CONTRACT BETWEEN CITIES AGGREGATION POWER PROJECT AND CITY OF ,TEXAS This Energy Sales Contract ("Contract") is executed on the date set opposite each signature below, effective, however, on December _, 2008 ("Effective Date"), by and between the Cities Aggregation Power Project, Inc. ("CAPP"), a political subdivision corporation incorporated in the State of Texas, and the City of ("Member"). LAPP and Member are collectively referred to herein as the "Parties", and individually as a "Party". RECITALS: Capitalized terms used herein not otherwise defined shall have the meanings set forth in Article 1 hereof. Member is a political subdivision of the State of Texas. Member is a member of CAPP. As the result of adoption of Senate Bill 7, enacted as Chapter 405, Acts of the 76~' Legislature, Regular Session, 1999, municipalities now have the opportunity to competitively acquire electricity on more advantageous terms. This opportunity was the impetus for the creation of CAPP. CAPP was created to assist Member and the Participating Members in obtaining electricity used in such Members' own buildings and facilities by aggregating each Participating Member's electric load, and negotiating the best electric price based on the aggregated load. Recognizing that all retail sales in the Texas deregulated electric market have been based on the price of natural gas on the Nymex Futures Market, Member desires to diversify the sources of its electric supplies in order to mitigate potential price volatility associated with a single fuel source supply of electric energy. Member has a need for reliable electric energy at favorable and stable rates to fulfill its proprietary needs and governmental responsibilities in said buildings and facilities. Member desires to increase its bargaining power in the deregulated market for Energy by relying upon and combining with other participating CAPP member cities ("Participating Members") to negotiate for future sources of electricity. The Participating Members are listed on Exhibit "A" attached hereto and incorporated by this reference herein for all purposes. Member has determined to utilize the CAPP aggregation method of electric energy procurement for meeting the electric energy needs of governmental facilities that are located within its deregulated jurisdictional boundaries, as provided in this Contract. CAPP has identified a source of Energy from selected units in the Big Brown generating station in Freestone County, Texas ("Big Brown Facility"), Martin Lake generating station located in Rusk County, Texas ("Martin Lake Facility"), and Oak Grove generating station located in Robertson County, Texas ("Oak Grove Facility") that are owned, respectively, by Big Brown Power Company, LLC, Luminant Generation Company LLC and Oak Grove Management Company, LLC (collectively, the "Facility Owners"), and that CAPP believes will assist Member in (i) mitigating potential price volatility of Energy, and (ii) accessing a wholesale power supply to meet the base load requirements of Member and Participating Members for twenty-four (24) years, commencing on January 1, 2009 at 12:00:00 a.m. CPT ("Service Commencement Date") and ending at one minute before 12:01 a.m. on January 1, 2033 unless the agreement for the procurement of such Energy is terminated sooner as therein provided ("Term"). The Big Brown Facility, Martin Lake Facility, and Oak Grove Facility are collectively called the "Facilities". CAPP has entered into a Power Purchase Agreement with the Facility Owners in substantially the form attached hereto as Exhibit "B" and incorporated by this reference herein for all purposes ("PPA"), pursuant to which PPA, CAPP will contract to obtain 150 megawatts of Contract Capacity ("Contract Capacity") in the Facilities and access to wholesale power supplies to meet base load Energy needs of Member and Participating Members throughout the Term of the PPA. Certain obligations of the Facility Owners under the PPA have been partially guaranteed by Texas Competitive Electric Holdings Company, LLC ("TCEH") through execution of a Guaranty substantially in the form attached to the PPA, and TCEH and its subsidiaries have guaranteed the original leveraged buyout ("LBO") documents and the PPA is a secured obligation under such LBO documents and as such is subject to the guaranty provided therein. Member desires to acquire its Member Contract Energy Allocation in the Project from CAPP ("Member Capacity"). All Participating Members, including Member, have collectively contracted for and reserved the full Contract Capacity in the Facilities from CAPP. The PPA provides the terms for CAPP's purchase of all Contract Capacity from the Facility Owners for the benefit and on behalf of Member and Participating Members. As a result of negotiations with the Facility Owners it has been determined that substantial savings in energy costs based upon today's energy market and current forecasts of future market prices can be realized by purchasing capacity rights in the Facilities from the Facility Owners as provided in the PPA on or before the Service Commencement Date. 2 CAPP has determined that it is in the best interests of Member and the Participating Members to prepay Facility Owners for Contract Capacity in the Facilities ("Capacity Prepayment") out of the proceeds of Bonds issued for such purpose by LAPP. Member and each of the other Participating Members in their respective Participant Contracts, agree to pay Member's Energy Allocation Percentage of the costs incurred by CAPP to issue the Bonds, pay the Capacity Prepayment to the Facility Owners, pay interest costs, establish a reserve, and pay all other costs, fees and charges that LAPP incurs under the Bonds directly to the Trustee, as hereinafter defined, until the Bonds are paid in full according to the payment schedule set forth in the Bonds. The Bonds shall be secured by the collateral assignment of this Contract and all Participant Contracts, as provided in this Contract, including all rights of collection thereon, to the Trustee. A copy of the payment schedule is attached hereto as Exhibit "C" and incorporated by this reference herein for all purposes. Member acknowledges that CAPP shall additionally provide to Member at Member's expense, through Designated Agent(s), all services required and necessary to deliver the Energy from the Facility Owners Delivery Point to Member's Delivery Points, including all costs of transmission, distribution, and including all necessary tariffs, and fees as provided herein. Member agrees to the terms of this Contract, and consents to the terms of the PPA. In reliance thereon, and in reliance upon the acceptance and agreement of all other Participating Members, LAPP (i) has entered or shall enter the PPA for the benefit of Member and Participating Members, (ii) shall cause the Bonds to be issued, and (iii) shall cause the Capacity Prepayment to be paid to the Facility Owners as provided in the PPA. Accordingly, CAPP and Member have determined that it is in their mutual best interests to enter into this Contract as the means of providing Member with the Member Contract Energy Allocation for its base load needs during the Delivery Period described in Section 3.2, below. Other Participating Members have respectively entered or have committed to enter into contracts with LAPP that, when aggregated with this Contract, collectively account for all Contract Energy associated with the Contract Capacity in the Facilities during the Delivery Period that has or will be acquired by CAPP for the benefit of all Participating Members under the PPA. The Public Property Finance Act, Subchapter A, Chapter 271, Local Government Code, as amended (the "Act's, authorizes Member to execute, perform and make payments under contracts with any person for the use, acquisition or purchase of personal property as described in the Act, including the electricity provided for in this Contract. The Act permits the governing body of Member to execute contracts in any form deemed appropriate by said governing body in connection with the use, acquisition or purchase of personal property. 3 Member desires to acquire electricity property pursuant to this Contract as described herein from LAPP, and such personal property is deemed by the governing body of Member to be necessary, useful, and/or appropriate for the purposes of Member as contemplated by Section 304.001, Government Code, as amended. In consideration of the mutual undertakings contained herein, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged and confessed, the Parties agree as follows: ARTICLE 1 DEFINITIONS AND PRINCIPLES OF INTERPRETATION 1.1 Definitions. The following capitalized terms shall have the following meanings assigned to them under this Contract unless the context shall clearly indicate otherwise: "Aggregated Expenses" shall mean the sum of charges to CAPP that are payable under the PPA to the Facility Owners and under a Wrap Contract for: (a) adjustments to the Capacity Prepayment under Section 4.2(b) of the PPA, (b) sums charged to CAPP under Section 3.3 of the PPA, (c) the amount of Disputed Charges that are payable by CAPP under Section 8.3 of the PPA or as a result of an Audit under Section 8.4 of the PPA, (d) sums payable by CAPP under Article 10 of the PPA, (e) sums, if any, required for the indemnity of the Facility Owners under Section 13.1 of the PPA, (f) Governmental Charges payable by CAPP pursuant to Section 20.1 of the PPA, (g) New Governmental Charges payable by CAPP pursuant to Section 20.2 of the PPA, (h) the cost of environmental improvements that are required to be paid by CAPP under the PPA, (i) any unforeseen non-recurring expenses approved by CAPP, and (j) the amount of any Seller Termination Payment due by LAPP to the Facility Owners pursuant to Article 12 of the PPA. The amount of Aggregated Expenses shall be reduced by (i) credits to the Capacity Prepayment under Section 4.2(a) of the PPA, (ii) credits under Section 3.4 of the PPA on account of the failure of the Facility Owners to deliver the Products to CAPP, and (iii) the amount of Disputed Charges that are payable by the Facility Owners to CAPP under Section 8.3 of the PPA or as a result of an Audit under Section 8.4 of the PPA. "Alternate Energy" has the meaning set forth in the PPA. "Appropriate ", "Appropriated ", and/or "Appropriation" means, with respect to any Energy Payment that Member is obligated to make under this Contract during a Fiscal Year, the adoption by the governing body of Member of a budget for such Fiscal Year that includes such payment. "Available Funds" means, when used to describe funds of Member, those funds of the Member which have been lawfully Appropriated, within the sole and 4 uncontestable discretion of the Member, from current revenues and which may be expended, during the Fiscal Year for which Appropriated, for the purpose expressed in such Appropriation. "Bankrupt" means a Parry that: (i) files a petition or otherwise commences, authorizes or acquiesces in the commencement of a proceeding or cause of action under any bankruptcy, insolvency, reorganization or similar law, or has any such petition filed or commenced against it, (ii) makes an assignment or any general arrangement for the benefit of creditors, (iii) otherwise becomes bankrupt or insolvent (however evidenced and regardless of whether the bankruptcy or insolvency is voluntary or involuntary), (iv) has a liquidator, administrator, receiver, trustee, conservator or similar official appointed with respect to it or any substantial portion of its property or assets, or (v) is generally unable to pay its debts as they fall due. "Base Year" means an annual period determined by CAPP as of the Effective Date to be representative of the typical total current Energy requirements of all Participating Members. "Big Brown Facility" means Unit 1 and Unit 2 of the Big Brown generating station located in Freestone County, Texas, with an appropriate cumulative Net Rated Capacity of 1203 megawatts as of the Effective Date. "Bonds" shall mean all contract revenue bonds issued by CAPP for the purpose of prepaying and funding the Capacity Prepayment plus cost of issuance of and reserve funds required to be maintained under such contract revenue bonds, said bonds to be secured by the pledge and assignment by CAPP to a trustee, pursuant to a trust agreement between CAPP and such trustee of the Capacity Prepayment Component of each Participating Member's contract, it being stipulated and agreed that this Contract and each Participant Contract constitutes a contract under Subchapter A of Chapter 271, Local Government Code, State of Texas, as amended, payable from such respective Participating Member's ad valorem taxes within the limits prescribed by law. "Business Day" means any Day except a Saturday, Sunday, or a Federal Reserve Bank holiday. A Business Day shall open at 8:00 a.m. CPT and close at 5:00 p.m. CPT. "Capacity Prepayment" has the meaning set forth in Section 7.1, below. "CAPP" shall mean the Cities Aggregation Power Project, a political subdivision corporation in Texas organized pursuant to Local Government Code Chapter 304 for the purpose of contracting for electric power for Participating Members and for assisting in procurement of REP and QSE services for governmental electric accounts of Participating Members. 5 "Code" means Texas Local Government Code, Title 7, Chapter 271, Subchapter 1, Sections 271.151 through 271.160. "Contract" shall mean this Energy Sales Contract and all related exhibits, as same may be amended from time to time by the mutual written agreement of the Parties. "Contract Capacity" means 150 megawatts, being the Contract Capacity acquired by CAPP in the Facilities under the PPA on behalf of Member and the Participating Members. "Contract Energy" has the meaning set forth in the PPA. Additionally, the Parties understand that if, in any Settlement Interval, the output of one or more of the Facilities is less than its Net Rated Capacity, due to a Planned Outage or Forced Outage as provided in the PPA, the Contract Energy may be reduced. In such an event, LAPP shall only receive a share of the output as provided in the PPA. In such event, the reduced amount of output received by CAPP will be delivered to and apportioned between Member and the other Participating Members based on their respective Member's Energy Allocation Percentages. "Contract Price" has the meaning set forth in Section 6.1. "CPT" means central prevailing time. "Day" means the consecutive twenty-four (24) hour period beginning at 12:00:00 a.m. CPT on any calendar day and ending at 12:00:00 p.m. CPT on such calendar day. "Default" has the meaning set forth in Article 11 hereof. "Defaulting Member" shall mean one or more Participating Members that default under a Participant Contract that has been collaterally assigned in whole or in part as security for the repayment of the Bonds. "Delivery Month" has the meaning set forth in the PPA. "Delivery Period" means that period of time in which Energy shall be delivered to CAPP as agent for Member as the Energy is delivered by the Facility Owners under the PPA, commencing on January 1, 2009 at 12:01:00 a.m. CPT and ending on the earlier of: (i) 12:01:00 a.m. CPT on January 1, 2033, (ii) the date and time that the PPA is terminated in accordance with its terms, or (iii) the date and time that this Contract is rightfully terminated in accordance with its terms. "Designated Agent(s)" means service providers such as, but not limited to, REPS, QSEs, and other market service product providers that are engaged from time-to- time by CAPP to act as agents for and representatives of CAPP, Member, and/or 6 Participating Members for the purposes of: (i) receiving and accounting for Products delivered by Facility Owners under the PPA, and Energy that is delivered to Member and Participating Members under this Contract and Participant Contracts, (ii) remitting payments, including payments of ERGOT fees, transmission fees, congestion fees, QSE fees, REP charges, and tariffs, (iii) allocating costs between Member and Participating Members, and/or (iv) billing, netting, and collecting sums due under this Contract. "Effective Date" has the meaning set forth in the preamble of this Contract. "Energy" has the meaning set forth in the PPA. Energy Payment" means the product of the Energy Price times the number of megawatt hours delivered to Member . "Energy Price" has the meaning set forth in Section 6.1(a)(i). "ERGOT" shall mean the Electric Reliability Council of Texas, or its successor in function. "ERGOT Guides" means the then-current ERGOT Operating Guides, Market Guides, Protocols, Nodal Protocols, Transaction Guides, and/or ISO procedures, as they may be amended from time to time. "ESI-IDs" shall mean Electric Service Identifiers as defined in ERGOT Protocols, or their successor in function, same being the basic identifier assigned to each service delivery point used in the registration and settlement systems managed by ERGOT. "Facilities" means the Big Brown Facility, Martin Lake Facility, and upon COD of the Oak Grove Unit 1 and Oak Grove Unit 2, the Oak Grove Facility as defined and described in the PPA, including, with respect to each, the land, structures, fixtures, equipment, machinery, lignite, and related auxiliary equipment required to operate each such facility. "Facility Owner Delivery Points" means the point at a Facility at which Contract Energy is capable of being injected for the credit of CAPP into the ERGOT high voltage transmission system with Member and other Participating Members being fully responsible for reimbursing LAPP for any and all charges and assessments by ERGOT related to delivery of energy from the Facility Owner's Delivery Points into the ERGOT high voltage transmission system. "Facility Owners" shall mean Big Brown Power Company, LLC, Oak Grove Management Company, LLC, Luminant Generation Company, LLC, and their respective successors and assigns. 7 "Fiscal Year" means the fiscal year of Member. "Forced Outage" has the meaning set forth in the PPA. "Governmental Authority" has the meaning set forth in the PPA. "Governmental Charges" has the meaning set forth in the PPA and which are charged to or payable by CAPP, including those Governmental Charges that survive the termination of the PPA. "Guarantor" shall mean Texas Competitive Electric Holdings Company, LLC, a Delaware limited liability company. "Guaranty" shall mean that certain Guaranty Agreement executed by Guarantor and delivered to CAPP at closing. "Interest and Sinking Fund" means that a special fund or account designated as the "City of Electric Public Property Finance Contractual Obligation Interest and Sinking Fund ", authorized, established and maintained in a depository bank of the Member, so long as the contractual obligation to make Monthly Capacity Payments hereunder are outstanding and unpaid. "kW 'means kilowatt(s). "Law" means (i) any law, legislation, statute, act, rule, ordinance, decree, treaty, regulation, order, judgment, or other similar legal requirement, and (ii) any legally binding announcement, directive or published practice or interpretation thereof, including but not limited to, ERCOT Guides, enacted, issued or promulgated by any Governmental Authority having jurisdiction over this Contract, the Facilities, and the delivery of Energy pursuant to this Contract. "Martin Lake Facility" means Unit 1, Unit 2, and Unit 3 of the Martin Lake generating station located in Rusk County, Texas, with an approximate cumulative Net Rated Capacity of 2,345 megawatts as of the Effective Date of the PPA. "Member Contract Energy Allocation" shall equal the product of the Member's Energy Allocation Percentage and the Contract Energy during each Delivery Month of the Delivery Period. "Member's Monthly Aggregated Energy Payment" has the meaning set forth in Section 6.1(a). "Member's Energy Allocation Percentage" is %, being calculated by multiplying 100 by a fraction, the numerator of which is Member estimated energy required during the Base Year, and the denominator of which is the 8 estimated total energy requirement of all Participating Members during the Base Year. "Member's Delivery Points" shall be all ESI-IDs accounts that Member has for receipt of energy to the revenue meters of such Member that are metered and the light fixtures for street/outdoor lights or other accounts of such Member that are not metered. "Member's Unique Delivery Costs" shall have the meaning set forth in Section 6.1(b) hereof. "Monthly Capacity Payment" shall have the meaning set forth in Article 7 below. "Monthly Energy Payment" means the product of the Monthly Energy Price times Member's Energy Allocation Percentage times the megawatt hours delivered to LAPP by the Facility Owners during the Delivery Month. "Monthly Energy Price" means the price per megawatt hour as set forth in the PPA. "MW 'means megawatt. "MWh" means megawatt hour. "New Governmental Charges" means (i) any Governmental Charges enacted and effective after the Effective Date, including without limitation, that portion of any Governmental Charges or New Governmental Charges that constitutes an increase or that cause the Facility or Facilities to incur additional or new expenses less Governmental Charges enacted or imposed prior to the Effective Date that are replaced by the New Governmental Charge and that become payable by CAPP under the PPA, (ii) any Law or interpretation thereof, enacted and effective after the Effective Date resulting in a new or additional expense to the Facility or the Facilities or the application of any Governmental Charges to a new or different class of parties and that become payable by CAPP under the PPA. "Oak Grove Facility" means, when the first commercial operation date is reached, Oak Grove Unit 1 and Oak Grove Unit 2 of the lignite coal- fired power generation facility known as the Oak Grove Generating Station located in Robertson County, Texas. "Ordered Backdown" has the meaning set forth in Section 5.2 of the PPA. "Participant Contracts" means those individual contracts between LAPP and a Participating Member under which such Participating Member is acquiring a portion of the Contract Energy that CAPP is acquiring for the benefit of all 9 Members under the PPA. Such term has the same meaning as the term "Member Output Contract" in the PPA. This Contract is one of the Participant Contracts. "Participating Members" shall mean those members of CAPP that enter into contracts with CAPP for the procurement of electric energy from the Facilities. A list of Participating Members is attached to this Contract as Exhibit "A" and incorporated by this reference herein for all purposes. Member is one of the Participating Members. "Person" means a natural person, corporation, electric cooperative, partnership, trust, association, joint venture, real estate investment trust or business trust (including any beneficiary thereof), unincorporated association, Governmental Authority, and any other form of business or legal entity. "Planned Outage" has the meaning set forth in Section 6.1 of the PPA. "PPA" shall mean that certain Power Purchase Agreement between CAPP and the Facility Owners, a copy of which is attached hereto as Exhibit "B" and incorporated by this reference herein for all purposes. "Product" or "Products" means Contract Capacity, Contract Energy and Alternate Energy, if any, received by CAPP from the Facility Owners under the PPA. "QSE" means the entity which is responsible for performing the responsibilities defined for a Qualified Scheduling Entity under the ERGOT Guides, or their successor in function. "Regulatory Authorities" has the meaning found in the Utilities Code Vernon's Texas Codes Annotated. "REP" means Retail Electric Provider, as defined in ERGOT Protocols. "REP Services" shall mean all services that a REP provides that are associated with the provision of electric service to a retail customer by a REP in ERGOT. "Replacement Price" has the meaning in the PPA. "Resale Price" has the meaning in the PPA. "Service Commencement Date" has the meaning set forth in Section 3.2 hereof and shall be one minute before 12:01 a.m. CPT on January 1, 2009. "Settlement IntervaP' has the meaning as set forth in the ERGOT Guides. "Term" has the meaning set forth in Section 3.1 hereof. 10 "Transmission Losses" means losses associated with the transmission of Energy under this Contract and under the PPA from resources used by (a) the Facility Owners to the Delivery Points for the respective Facility Owners, and (b) the Designated Agent(s) from the Facility Owners' Delivery Point to Member's Delivery Points as determined in accordance with the ERCOT Guides. "Transmission Service Provider" has the meaning found in the Utilities Code. "Trustee" means the trustee related to the Bonds pursuant to an indenture of trust with LAPP. "Unit" means each of the generating units at the Big Brown Facility, the Oak Grove Facility and the Martin Lake Facility that are then the subject of the PPA. "Unit Contingent Energy" means the Contract Energy supplied to CAPP for delivery to Participating Members from the Facilities under the terms of the PPA, for which non-delivery is excused if: (i) a Facility is unavailable as a result of a Forced Outage or a Planned Outage; (ii) CAPP fails to perform any of its obligations under the PPA; or (iii) an event of Force Majeure prevents delivery of such Energy to CAPP. "Wrap Contract" means any energy service contract executed by CAPP on behalf of Participating Members for electrical service requirements in addition to the PPA and other associated and ancillary services necessary to fulfill the full requirements for each of the Members electric power needs. 1.2 Principles of Interpretation. Unless the context requires otherwise, any reference in this Contract to any document means such document and all schedules, exhibits, and attachments thereto as amended and in effect from time to time. Unless otherwise stated, any reference in this Contract to any Person or Parry includes its permitted successors and assigns and, in the case of any Governmental Authority, any Person succeeding to its functions and capacities. The words "hereof', "herein" and "hereunder" and words of similar import when used in this Contract, unless otherwise expressly specified, refers to this Contract as a whole and not to any particular provision of this Contract. The singular includes the plural, and the masculine includes the feminine and neuter genders. Whenever the term "including" is used herein in connection with a listing of items included within a prior reference, such listing shall be interpreted to be illustrative only, and shall not be interpreted as a limitation on or exclusive listing of the items included within the prior reference. The language used in this Contract is deemed to be the language chosen by the Parties to express their mutual intent, and no rule of strict construction shall be applied against any Party. All times set forth in this Contract shall be construed to be CPT. 11 ARTICLE 2 CAPP'S OBLIGATIONS CONTINGENT UPON PERFORMANCE BY FACILITY OWNERS UNDER THE PPA; ASSUMPTION BY MEMBER 2.1 Nature of CAPP's obligations to Member. Member agrees and understands that CAPP has entered or shall enter the PPA on behalf of Member and all Participant Members for the purpose of achieving the benefits set forth in the Recitals, above, including contracting for less than market prices for energy. Member understands that CAPP is not a power provider or power deliverer. Member agrees and understands that CAPP's obligation to perform its covenants under this Contract is absolutely contingent upon the performance of obligations of the Facility Owners and Guarantor to CAPP under the PPA, including, but not limited to, timely delivery of the Products in the quantities required under the PPA. 2.2 CAPP's duty to exercise remedies under the PPA and Guaranty; power coupled with an interest. In the event that the Facility Owners, without an excuse or right permitted under the PPA, fail to deliver the Products and/or fail to perform their obligations to CAPP as required under the PPA and Guaranty, then CAPP, on behalf of itself, Member, and the Participating Members, may exercise one or more of the remedies available to it under the PPA, the Guaranty, or both, as the Board of Directors of LAPP shall determine in its sole judgment and discretion. To the fullest extent necessary, Member hereby irrevocably appoints CAPP as its agent and attorney-in-fact to exercise such of the remedies available to CAPP under the PPA, that CAPP, in the sole judgment and discretion of its Board of Directors, believes to be the best interests of the Parties and Participating Members. Member agrees and understands that the power granted by it to CAPP in this Section 2.2 is and shall be construed to be a power coupled with an interest that cannot be revoked during the Term of this Contract. It is further agreed and understood that Member's obligation to pay the sums set forth in Article 6 and Article 7 on the dates set forth in Article 8, below, shall not be excused, offset, or mitigated on account of a default by Facility Owners under the PPA or by the failure of Facility Owners to deliver the Products. 2.3 Assumption of PPA by Member. Member agrees and understands that CAPP has entered or will enter into the PPA for the benefit of Member and Participating Members to the extent of their respective Member's Energy Allocation Percentages. For the consideration set forth in this Contract, Member assumes CAPP's obligations under the PPA, to the extent of Member's Energy Allocation Percentage, provided, however, that such rights and obligations shall be exercised on Member's behalf as the Board of Directors of CAPP shall determine in its sole and absolute discretion. 12 ARTICLE 3 TERM OF CONTRACT AND DELIVERY OF PRODUCTS 3.1 Term. The term ("Term") of this Contract shall commence on the Effective Date, and shall continue until the later of: (a) January 1, 2033 at 12:00:00 a.m., or (b) the date that the Bonds have been repaid in full and all covenants required to be performed and all interest and costs required to be paid by CAPP under the Bonds have been performed and paid in full by CAPP. 3.2 Delivery of Products. A Member's Contract Energy Allocation of the Products shall be provided by CAPP to Member as set forth herein at 12:00:00 a.m. CPT on January 1, 2009 (the "Service Commencement Date") provided that the Products are then commenced to be delivered by Facility Owners to CAPP under the PPA. Thereafter, the Products shall be received by CAPP or its Designated Agent(s) for the benefit of and as agent for Member as the Products are delivered by Facility Owners under the PPA until the earlier of: (a) one second following 11:59:59 p.m. CPT on December 31, 2032, (b) the date that the PPA is terminated in accordance with its terms, or (c) the date that this Contract is terminated in accordance with its terms ("Delivery Period"). In the event that the Facility Owners fail to deliver all of the Products they are required to deliver under the PPA, Member shall be entitled to receive only Member's Energy Allocation Percentage of the Products actually delivered to and received by CAPP, net of Transmission Losses ARTICLE 4 PAYMENT OF CAPACITY PREPAYMENT TO FACILITY OWNERS Provided that the PPA has not been terminated by CAPP or by the Facility Owners prior to the Service Commencement Date pursuant to Article 11 of the PPA, CAPP shall pay or cause the Capacity Prepayment to be paid to Facility Owners on or before the date described in said Section 4.1(b) of the PPA. CAPP and Member stipulate and agree that the Capacity Prepayment shall be paid to the Facility Owners as required by the PPA, in whole or in part, from the proceeds of the Bonds, interest earned while such Bond proceeds are escrowed, and, as CAPP may elect, funds paid to CAPP by Member and Participating Members. ARTICLE 5 DELIVERY OF CONTRACT ENERGY 5.1 Acquisition and Delivery of Product. Upon the Service Commencement Date, CAPP shall require (i) Facility Owners to provide and deliver the Contract Energy described in the PPA to the Designated Agent(s) at the Facility Owners' Delivery Point, and (ii) the Designated Agent(s) to deliver Energy to Member at the Member's Delivery Points, in both cases from Products generated from the Facilities or acquired by the 13 Facility Owners for delivery under the PPA as Alternate Energy pursuant to Section 5.3 of the PPA. 5.2 Title and Risk of Loss. Risk of loss of the Energy provided in accordance with this Contract shall transfer to CAPP as agent for Member and Participating Members at the Facility Owners' Delivery Points. Title to the Energy (subject to loss) shall be held by CAPP as agent for Member and Participating Members between the Facility Owners' Delivery Points and Member's Delivery Points. 5.3 Member's Failure to Accept Product. If Member fails to accept all or part of the Product under this Contract and such failure is not excused under the terms of this Contract or by failure of the Facility Owners to deliver same under the PPA, then Member shall pay to CAPP or to the Designated Agent(s) from time-to-time designated by CAPP, on the date payment would otherwise be due with respect to the month in which the failure occurred, an amount for each MWh of such deficiency equal to the positive difference, if any, obtained by subtracting the Resale Price from the Contract Price. The invoice for such amount shall include reasonable detail as to the calculation of such amount. 5.4 Failure of Facility Owners to Schedule or Deliver Product to CAPP. If one or more of the Facility Owners fail to schedule and/or deliver all or part of the Product as required by it under the PPA, and such failure is not excused under the terms of the PPA or by CAPP's failure to perform, then CAPP or the then-designated Designated Agent(s) shall, on behalf of all Participating Members, at the expense of and in the proportion of their respective Member's Energy Allocation Percentages, seek to collect sums from the Facility Owners that are recoverable pursuant to Section 3.4 of the PPA; provided, however, that any obligation by CAPP or by the Designated Agent(s), as the case may be, to pay Member in such event is limited to the amount that CAPP or the Designated Agent(s) actually collect from the Facility Owners and the Guarantor, net of costs of collection. For the avoidance of doubt, CAPP shall not be required to pay damages under this Section 5.4 when the failure to schedule and/or deliver is excused under the definition of Unit Contingent Energy. ARTICLE 6 PRICING OF AND PAYMENT FOR ENERGY 6.1 Payment of Member's Monthly Aggregated Energy Payment. In consideration for the Energy received by it under this Contract, Member shall pay Member's Monthly Aggregated Energy Payment to CAPP, or to the Designated Agent(s), as the case may be, on or before the dates for payment set forth in Article 8, below, and calculated as follows: 14 (a) Calculation of Member's Monthl Energ,~Pa~ Commencing on the Service Commencement Date, and continuing during each Delivery Month during the Term, but subject to annual appropriation therefore by Member during such Member's Fiscal Year, Member shall pay to CAPP, or to the Designated Agent(s) from time-to-time designated by it, the Member's Monthly Energy Payment, as computed monthly pursuant to the provisions of this Section 6.1(a). The Member's Monthly Energy Payment shall be the sum of (i) the Energy Component of Member's Energy Payment and (ii) the Aggregated Expenses Component of Member's Energy Payment, both determined as follows: (i) Eneray Component of Member's Monthly Ene~y Pa.~ment. The price of Energy deliverable to LAPP under the PPA at the Facility Owners' respective Delivery Points during the Delivery Month as provided in the PPA is set forth in the schedule attached hereto as Exhibit "D" and incorporated herein by reference herein for all purposes. The Parties recognize that the PPA calls for the Contract Energy to be delivered to CAPP at the Facility Owners' respective Delivery Points at which points the Energy Payment is measured and calculated pursuant to Section 4.1(a) of the PPA. The Wrap Contracts shall provide that the cost of energy delivered to Member will be measured at Member's Delivery Points. The price of energy deliverable to CAPP under the Wrap Contracts shall be at a price determined by negotiations at that time. Member recognizes that the Energy Component in the monthly invoices will reflect a blended rate per MWh taking into account the Energy provided to all Participating Members under all energy procurement contracts and shall include (1) the cost of Contract Energy; (2) ancillary services under Section 3.5 of the PPA; (3) the cost of engaging a QSE under Section 7.1 of the PPA or under any Wrap Contracts; (4) the cost of engaging a REP under the PPA or under any Wrap Contracts; (5) the cost of delivering the Contract Energy to the Delivery Points of all Participating Members from the Facility Owners' respective Delivery Points; and (6) the cost of energy and other expenses associated with one or more Wrap Contract. The Energy Component of Member's Monthly Energy Payment shall be computed as the product of such blended rate and the total Energy delivered to Member's Points of Delivery during the billing month. (ii) A~~reaated Expenses Component of Member's Monthly Energ~Pa iii. The total Aggregated Expenses for each Delivery Month shall be allocated and apportioned between Member and each of the other Participating Members based upon each Member's Energy Allocation Percentage. The total amount so allocated to Member shall be billed to Member on a monthly basis by CAPP or its Designated Agent(s) as they shall determine appropriate. 15 (b) Member's Unique Delivery Costs. The Parties further recognize that Member and each of the Participating Members require delivery of the Energy by the Designated Agent(s) from the Facility Owners Delivery Point to their respective Member's Delivery Points, the cost of which may vary between Participating Members based on a number of factors, including, but not limited to, distance from the Facility Owners Point of Delivery, differing zones into which Energy shall be delivered, different tariffs that may change from time to time as ordered by Regulatory Authorities, loss of Energy during transmission, and differing contractual arrangements that must be made to effect the delivery of Energy to the required points of delivery. In this connection, CAPP shall, as agent for Participating Members (including Member) (i) enter into one or more contracts with Designated Agent(s) for delivery of the Products to all Participating Members from the Facility Owners Delivery Point to each of their respective Member's Delivery Points, and (ii) require the Designated Agent(s) to separately account to and bill each Participating Member for the unique costs that are associated with delivery of the Energy from the Facility Owners Point of Delivery. Commencing on the Service Commencement Date, and continuing during each Delivery Month during the Term, but subject to annual appropriation therefore by Member during such Member's Fiscal Year, Member shall pay to LAPP or to the Designated Agent(s) from time-to-time designated by it the Member's Unique Delivery Costs. The Member's Unique Delivery Costs shall be due and payable at the same time that the Member's Aggregated Monthly Energy Payment is due. (c) Governmental Charges and New Governmental Charges. Member shall pay or cause to be paid all Governmental Charges on or with respect to the Product at and from the Facility Owners' Delivery Points. In the event CAPP and/or the Designated Agent(s) are required by Law to remit or pay Governmental Charges which are Member's responsibility hereunder, or in the event that CAPP must remit or pay to Facility Owners for Governmental Charges that it may pass through to CAPP for reimbursement under the PPA, CAPP shall notify Member of the amount of Governmental Charges owed, whether such payment is to Facility Owners or to the governmental entities that made such Governmental Charges, on Member's behalf. Such notice shall be provided in a commercially practicable manner and may be provided by a Designated Agent. Notwithstanding any other provision of this Contract to the contrary, if a New Governmental Charge (as defined in the PPA) is passed through to CAPP for reimbursement, including but not limited to New Governmental Charges imposed on all coal and lignite generating facilities in ERCOT, including the Product, and CAPP's share of any such New Governmental Charge is greater than the Materiality Threshold set forth in the PPA (after taking into account the application of any entitlements and the extent of old charges that are replaced by the New Governmental Charge), such charges shall be treated as though they were incurred by CAPP for the benefit of all Participating Members (including Member). All Governmental Charges and New Governmental Charges shall be apportioned between Member and the Participating Members as an energy charge reflected on monthly bills from a Designated Agent. If, as, and when CAPP pays Governmental Charges and New Governmental Charges, it shall be deemed to have paid same on behalf of Member and all Participating Members in the proportion stated immediately above, and Member shall pay CAPP and/or the Designated Agent(s) 16 its proportionate share, subject, however, to Appropriation by Member during Member's Fiscal Year. The obligation to pay such Governmental Charges and New Governmental Charges shall continue until such time as reimbursement of Facility Owners therefore are no longer required by the PPA. (d) Adjustments. Section 4.2 of the PPA provides for monthly adjustments if the Equivalent Availability Factor for such month is greater or less than 90%. It is the intention of the Parties to this Contract that (i) such credits and supplemental payments shall be allocated and passed through to Member and each of the other Participating Members, on a pro rata basis, in the month payable or credited against the Energy Payment based on an energy basis and (ii) the Designated Agent responsible for billing shall net the adjustments under Section 4.2 of the PPA against other amounts owed. It is understood that Member's obligation to pay any adjustments under this Section 6.1(d), as part of an Energy Payment or Payments, is subject to appropriation by Member during Member's Fiscal Year. (e) Other Adjustments. In the event that inequities arise between Participating Members or between Member and Participating Members in energy based allocation of credits and supplemental charges under this or other energy contracts, the Board of Directors of CAPP, in its sole discretion, may direct further adjustments as necessary to preserve the integrity of the allocation process and relative economic position of Member and Participating Members; provided, however, no adjustments shall affect the obligation to make Capacity Payments under Article 7 of this Contract. 6.2 Payments through Retail Electric Provider and Designated Agent(s). CAPP reserves the right to bill and invoice Member and Participating Members for the Contract Price, collect sums due by Member and Participating Members under Article 6, pay sums to Facility Owners that CAPP is required to pay pursuant to the terms of the PPA, collect payments and credits due to CAPP by the Facility Owners, and allocate and distribute credits and payments received from Facility Owners and third parties to Member and Participating Members as their respective interests appear through a REP or through Designated Agent(s). Notwithstanding the foregoing, it is expressly agreed and understood that (a) the Capacity Payments required to be paid by Member pursuant to Section 7, below, must be paid by Member directly to CAPP or the Trustee, and (b) payments received by CAPP or by Member from the Facility Owners, Guarantor, or any of same as a result of Early Termination of the PPA as defined in and calculated under Article 12 of the PPA must be paid by the recipient of such payments directly to CAPP or the Trustee for application to the Bonds. 6.3 Payments from Available Funds. Notwithstanding any provision herein to the contrary, the obligations of Member under this Contract to make Energy Payments shall be payable solely from the Available Funds received in each Fiscal Year during the Term of this Contract. The obligation of the Member to make any Energy Payments pursuant to this Contract shall constitute a current expense of Member during each Fiscal Year and shall not constitute an indebtedness of Member within the meaning of the laws of the 17 State of Texas. Nothing in this Contract shall constitute a pledge by the Member of any taxes or other money, other than such funds so Appropriated and received in each Fiscal Year during the Term of this Contract and constituting Available Funds, to the payment of any Energy Payment due or to become due hereunder. 6.4 Intent to Continue Payments. Member presently intends to continue this Contract for the entire Term and to pay all Energy Payments required hereunder. Member presently intends to Appropriate, from lawfully Available Funds received in each Fiscal Year, money sufficient to pay the Energy Payments required hereunder. However, Member has no obligation to, and makes no representation that it will, Appropriate or seek to Appropriate in any Fiscal Year Available Funds for the payment of Energy Payments due pursuant to this Contract. 6.5 Failure to Appropriate Available Funds. If, for any Fiscal Year of the Member, the Member does not Appropriate Available Funds received during such Fiscal Year to pay the Energy Payments required under this Contract due and payable by Member during the succeeding Fiscal Year, and if the Member provides CAPP with written notice of such failure to Appropriate thirty (30) days prior to the expiration of Member's then-current Fiscal Year, the obligation to take electric Energy from CAPP under this Contract and make Energy Payments for such electric energy shall terminate and be canceled at the end of such current Fiscal Year for the period of the next Fiscal Year for which the Member has failed to Appropriate Available Funds. The written notice shall be accompanied by a statement as to whether or not Member has made an assignment to another Participating Member under Section 6.6 hereof. The Member may Appropriate Available Funds for any subsequent Fiscal Year for Energy Payments due during such subsequent Fiscal Year and then shall be entitled to receive electric Energy from CAPP under this Contract for such Fiscal Year. 6.6 Assignment Upon Failure to Appropriate. For any Fiscal Year which the Member has failed to Appropriate for Energy Payments (or portion thereof), the Member may assign to another Participating Member all or a portion of such non-appropriating Member's right to receive electric energy for such Fiscal Year provided the Participating Member certifies to LAPP that the assigned electric energy will be utilized by such Participating Member for its buildings and facilities, in compliance with the Local Government Code Chapter 304. The Energy Payments associated to such assigned right to such electric energy shall be calculated according to the terms of this Contract (assuming the Member was receiving such electric energy). At such time the Member provides written notice of its failure to Appropriate for Energy Payments for any Fiscal Year, the Member may also give written notice to CAPP of its assignment of all or a portion of its right to receive electric energy under this Contract, including a written agreement between the Member and the Participating Member reflecting the terms and conditions of such assignment. Prior to the beginning of the relevant Fiscal Year, the assuming Participating Member must provide CAPP written notice of (i) its Appropriation for the Energy Payments associated with the assumed electric energy for the period of the non-appropriating member's Fiscal Year which such non-appropriation is applicable (or portion thereof), (ii) certification that such assumed electric energy will 18 be utilized by such Participating Member for its buildings and facilities, in compliance with the Local Government Code Chapter 304 and (iii) a valid and binding assignment agreement between the Member and the Participating Member. If the Member failing to appropriate for Energy Payments does not assign the Energy to another Participating Member within 30 days following the failure to Appropriate, Member shall assign the Energy to CAPP, and CAPP shall have the right to assign to a Participating Member, or to otherwise dispose of the Energy in a commercially practicable manner. 6.7 Appropriated Energy Payments to be Unconditional. Except as provided herein, including Section 6.3 hereof, the obligation of Member to make Energy Payments each Fiscal Year from funds that have been appropriated for such purpose when due shall be absolute and unconditional. Notwithstanding any dispute between Member and LAPP or any other Participating Member or person, the Member shall make all Energy Payments required hereunder when due and shall not withhold any such payments pending final resolution of such dispute, nor shall Member assert any right of set-off or counterclaim against its obligation to make such payments required under this Contract. Member's obligation to make Energy Payments during the Term shall not be abated because of accident or unforeseen circumstances. However, nothing herein shall be construed to release CAPP from the performance of its obligations hereunder; if CAPP should fail to perform any such obligation, Member may institute such legal action against CAPP as Member may deem necessary to compel the performance of such obligation. Notwithstanding anything to the contrary above, Member's obligation to pay Energy Payments shall not require it to pay Energy Payments from any source other than Available Funds specifically appropriated by Member for payment of the Energy Payments. 6.8 LAPP as Third Party Beneficiary. Member acknowledges that CAPP is an intended third party beneficiary of all Appropriations made by Member for sums described in this Article 6. As part of the consideration for this Contract, Member grants to CAPP and to any Designated Agent(s) appointed by CAPP all rights to enforce, by a mandamus action against Member and its governing body, such provisions for each Fiscal Year of Member for which there has been an Appropriation as contemplated in this Article. 6.9 Member's Default of the Energy Payment Covenants and CAPP's Remedies. (a) Events of Default. Each of the following occurrences or events for the purpose of this Contract is hereby declared to be a Default: (i) The failure to make payment of the Energy Payment when the same becomes due and payable; or (ii) Default in the performance or observance of any other covenant, agreement or obligation of the Member, the failure to perform which materially, adversely affects CAPP, including, but not limited to, its 19 prospect or ability to be repaid in accordance with this Contract, and the continuation thereof for a period of 30 days after notice of such default is given by CAPP or Trustee to the Member. (b) Remedies for Default. (i) Upon the occurrence of a Default, then and in every case, CAPP or an authorized representative thereof may proceed against the Member, or any official, officer or employee of the Member in their official capacity, for the purpose of protecting and enforcing the rights of CAPP under this Contract, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of CAPP hereunder or any combination of such remedies. (ii) It is provided that all such proceedings shall be instituted and maintained for the benefit of CAPP. (c) Remedies Not Exclusive. (i) No remedy herein conferred or reserved is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity; provided, however, that notwithstanding any other provision of this Contract, the right to accelerate the Energy Payments shall not be available as a remedy under this Contract. (ii) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of any other available remedy. The failure to exercise a remedy upon a Default shall not be deemed to be a waiver of the right to exercise such remedy in the future. (iii) By accepting the delivery of Energy Payment authorized under this Contract, CAPP agrees that the certifications required to effectuate any covenants or representations contained in this Contract do not and shall never constitute or give rise to a personal or pecuniary liability or charge against the officers, employees or trustees of the Member. (iv) No official or officer, agent, or employee of the Member, shall be charged personally by CAPP or the Trustee with any liability, or be held personally liable under any term or provision of this Contract, or because of a Default or Default under this Contract. 20 ARTICLE 7 CAPACITY PREPAYMENT, MEMBER'S MONTHLY CAPACITY PAYMENT AND PLEDGE OF AD VALOREM TAXES BY MEMBER 7.1 Capacity Prepayment. In order to procure Energy at favorable rates produced in the Facilities by the Facility Owners under the PPA, CAPP, at the request of Member and the other Participating Members, shall (i) prepay to Facility Owners the sum of $465,000,000.00 (the "Capacity Prepayment's from the proceeds of the Bonds (ii) establish a reserve fund under the Bonds as may be required for issuance of the Bonds, and (iii) pay costs and charges associated with issuance of the Bonds, including legal fees, accounting fees, and consultant's fees engaged by the bond issuer, bond counsel, and CAPP. The Capacity Prepayment shall be paid to Facility Owners as provided in Section 4.1 hereof and as provided in Section 4.1(b) of the PPA. Once the actual amount of the Bonds and the interest rate established thereunder are known, this Contract shall be amended by CAPP and Member to reflect such facts, and to stipulate the amount of Member's Monthly Capacity Payment. It is the intention of the Parties that CAPP shall receive from Member and each Participating Member through the Monthly Capacity Payment set forth in Section 7.2(a), based upon the Member's Energy Allocation Percentage of each, the amount sufficient to pay: (i) CAPP's costs to issue the Bonds, (ii) the principal and redemption premium, if any, of and interest on the Bonds, (iii) trustee and other administrative fees, and (iv) other costs associated therewith. 7.2 Capacity Payment. (a) Member shall pay CAPP, its Designated Agent or the Trustee, as CAPP shall direct, upon the assignment of all or a portion of this Contract by CAPP to such trustee, a Monthly Capacity Payment for each Delivery Month throughout the remainder of the Term, or until such earlier date as such Monthly Capacity Payments have been prepaid or otherwise fully defeased as provided in Section 7.4 hereof, in an amount equal to the amount shown in Exhibit "E" times the Member Energy Allocation Percentage. (b) It is hereby certified and covenanted that the contractual obligation to make the Monthly Capacity Payments when due, as described in subsection (a) above, has been duly and validly authorized and delivered; that all acts, conditions and things required or proper to be performed, exist and be done precedent to or in the authorization and delivery of this Contract have been performed, existed and been done in accordance with law; that the contractual obligation to make the Monthly Capacity Payments herein is a limited tax obligation of Member; and that annual ad valorem taxes, within the limits prescribed by law, sufficient to provide for the payment of the Monthly Capacity Payments, as such payments come due, have been levied and ordered to be levied against all taxable property in Member, and have been pledged from Member's annual ad valorem maintenance tax for such payment, within the limit prescribed by law. 21 (c) It is understood and agreed that all Monthly Capacity Payments payable by the Member under this Article 7 are assigned by CAPP to the Trustee for the benefit of the Owners of the Bonds. The Member assents to such assignment. 7.3 Interest and Sinking Fund; Tax Levy for Monthly Capacity Payments. The Interest and Sinking Fund shall be kept separate and apart from all other funds and accounts of Member, and shall be used only for paying the Monthly Capacity Payments when due. All ad valorem taxes levied and collected for and on account of the Monthly Capacity Payments shall be deposited, as collected, to the credit of the Interest and Sinking Fund. During each Fiscal Year while a Monthly Capacity Payment is outstanding and unpaid, the governing body of the Member shall compute and ascertain a rate and amount of ad valorem tax which together with any other lawfully available funds that are on deposit in the Interest and Sinking Fund at the time of such levy will be sufficient to provide and maintain a sinking fund adequate to pay the Monthly Capacity Payments as such payments become due (but never less than 2% of the original aggregate amount of the Monthly Capacity Payments as a sinking fund each year); and said tax shall be based on the latest approved tax rolls of the Member, with full allowance being made for tax delinquencies and the cost of tax collection. Said rate and amount of ad valorem tax is hereby levied and is hereby ordered to be levied, against all taxable property in the Member for each year while any of the Monthly Capacity Payments are outstanding and unpaid; and said tax shall be assessed and collected each such year and deposited to the credit of the aforesaid Interest and Sinking Fund. Said ad valorem taxes to be sufficient to provide for the payment of the Monthly Capacity Payments, as such payments come due, are hereby pledged for such payment, within the limit prescribed by law. 7.4 Prepayments based upon Early Termination under the PPA. In the event that LAPP shall receive a Buyer Termination Payment under Article 12 of the PPA, such amount shall be assigned and paid to the Trustee for payment on the Bonds with such payment to be applied to a prorata redemption of all outstanding maturities of such Bonds. Such prorata redemption on the Bonds shall similarly be applied prorata to reduce Member's Monthly Capacity Payments and the Monthly Capacity payments of other Participating Members. If any balance of the Bonds remains unpaid after application of the Buyer Termination Payment, then notwithstanding the obligation to pay the Monthly Capacity Payment under Section 7.2 above, Member shall pay Member's Energy Allocation Percentage of such balance within thirty (30) days following receipt of notice from CAPP. 7.5 LAPP and Trustee as Third Party Beneficiaries. Member acknowledges that CAPP and Trustee are intended third party beneficiaries of the obligation to pay Monthly Capacity Payments and to make provision for payment from ad valorem tax revenues. As part of the consideration for this Contract, Member grants to CAPP and to Trustee all rights to enforce, by a mandamus action against Member and its governing body, the provisions and obligations of this Article 7. 22 7.6 Monthly Capacity Payments to be Unconditional. Except as provided herein, including Section 6.3 hereof, the obligation of Member to make Monthly Capacity Payments when due shall be absolute and unconditional. Notwithstanding any dispute between Member and CAPP or any other Participating Member or person, the Member shall make all Monthly Capacity Payments required hereunder when due and shall not withhold any such payments pending final resolution of such dispute, nor shall Member assert any right of set-off or counterclaim against its obligation to make such payments required under this Contract. Member's obligation to make Monthly Capacity Payments during the Term shall not be abated because of accident or unforeseen circumstances. However, nothing herein shall be construed to release CAPP from the performance of its obligations hereunder; if CAPP should fail to perform any such obligation, Member may institute such legal action against LAPP as Member may deem necessary to compel the performance of such obligation. 7.7 Member's Default on Capacity Prepayment and CAPP's Remedies. (a) Events of Default. Each of the following occurrences or events for the purpose of this Contract is hereby declared to be a Default: (i) The failure to make payment of the Capacity Prepayment when the same becomes due and payable; or (ii) Default in the performance or observance of any other covenant, agreement or obligation of the Member, the failure to perform which adversely affects LAPP, including, but not limited to, its prospect or ability to be repaid in accordance with this Contract, and the continuation thereof for a period of 30 days after notice of such default is given by LAPP or Trustee to the Member. (b) Remedies for Default. (i) Upon the happening of a Default, then and in every case, CAPP or an authorized representative thereof, including, but not limited to, the Trustee, may proceed against the Member, or any official, officer or employee of the Member in their official capacity, for the purpose of protecting and enforcing the rights of CAPP under this Contract, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of CAPP hereunder or any combination of such remedies. (ii) It is provided that all such proceedings shall be instituted and maintained for the benefit of CAPP and/or owners of the Bonds. 23 (c) Remedies Not Exclusive. (i) No remedy herein conferred or reserved is intended to be exclusive of any other available remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to every other remedy given hereunder or now or hereafter existing at law or in equity; provided, however, that notwithstanding any other provision of this Contract, the right to accelerate the PPA Capacity Payments shall not be available as a remedy under this Contract. (ii) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of any other available remedy. The failure to exercise a remedy upon a Default shall not be deemed to be a waiver of the right to exercise such remedy in the future. (iii) By accepting the delivery of the Capacity Prepayment authorized under this Contract, LAPP agrees that the certifications required to effectuate any covenants or representations contained in this Contract do not and shall never constitute or give rise to a personal or pecuniary liability or charge against the officers, employees or trustees of the Member. (iv) No official or officer, agent, or employee of the Member, shall be charged personally by CAPP or the Trustee with any liability, or be held personally liable under any term or provision of this Contract, or because of a Default or Default under this Contract. ARTICLE 8 BILLING AND PAYMENT 8.1 Invoice and Payment Schedules. CAPP shall cause the Designated Agent(s) to submit invoices to Member for the Contract Price. All such invoices under this Contract shall be due and payable in accordance with the invoice instructions of the Designated Agent(s) consistent with ERCOT protocols, Rules of the Public Utility Commission of Texas, and contractual agreements between CAPP and Designated Agents. CAPP will cause the Designated Agent(s) to render to Member a separate invoice for the Contract Price for each ESI-ID on a billing month basis. All Monthly Capacity Payment invoices under this Contract pursuant to Article 7, shall be separately due and payable directly to CAPP or the Trustee in accordance with the invoice instructions of CAPP, Trustee or Designated Agent. 8.2 Method of Payment. Each Party will make payments by electronic funds transfer, or by other mutually agreeable method(s), to the account designated by the other Party. Any amounts not paid by the due date will be deemed delinquent and will accrue 24 interest at the Interest Rate, such interest to be calculated from and including the due date, but excluding the date the delinquent amount is paid in full. Because certain charges are aggregated between Member and Participating Members, Member understands that a failure to timely pay an invoice may result in additional costs, interest charges, and damages that CAPP may be required to pay to Facility Owners under the PPA and that are disproportionate to the default by Member. Member agrees, in the event of its default, to reimburse CAPP for all costs, interest charges, and damages that it may be required to pay to Facility Owners that result from Member's default under this Contract. Except for Capacity Payments that are required to be paid by Member directly to CAPP or the Trustee, CAPP may require Member to pay all or any of the payments required to be paid by Member under this Contract to Designated Agent(s) appointed by CAPP. 8.3 Netting. Member understands that LAPP and Facility Owners have agreed to discharge mutual debts and payment obligations due and owing to each other on the same payment due date pursuant to the PPA through netting, so that only the excess amount remaining due shall be paid by the Party who owes such excess amount. All payment obligations of the Parties and all rights to receive payment under this Contract are subject to the netting provisions contained in the PPA. Additionally, it is understood that Designated Agents may net credits and supplemental payments in monthly invoices of the Contract Price. 8.4 Disputed Charges. A Party may, in good faith, dispute the correctness of any invoice or any adjustment to an invoice, rendered under this Contract or adjust any invoice for any arithmetic or computational error within twenty-three (23) months of the date the invoice, or adjustment to an invoice, was rendered, except when a dispute is limited by ERCOT protocols, Rules of the Public Utility Commission or contracts between CAPP and Designated Agents. In the event an invoice or portion thereof, or any other claim or adjustment arising hereunder, is disputed, payment of the undisputed portion of the invoice shall be required to be made when due, with notice of the objection given to the other Party. Any invoice dispute or invoice adjustment shall be in writing and shall state the basis for the dispute or adjustment. Payment of the disputed amount shall not be required until the dispute is resolved unless CAPP is required to pay the disputed amount to Facility Owners under the PPA. Upon resolution of the dispute, any required payment shall be made within five (5) Business Days of such resolution (along with interest accrued, if any, on account thereof under the PPA). Inadvertent overpayments shall be returned upon request or deducted by the Party receiving such overpayment from subsequent payments, with interest accrued only to the extent it accrues under the PPA. Any dispute with respect to an invoice is waived unless the other Party is notified in accordance with this Section 8.4 within twenty-three (23) months or shorter period if required by ERCOT protocols, Rules of the Public Utility Commission or contracts between CAPP and Designated Agents after the invoice is rendered or any specific adjustment to the invoice is made. 25 8.5 Audits. Each Party has the right, at its sole expense and during normal working hours, to examine copies of the relevant portions of the records of the other Party to the extent reasonably necessary to verify the accuracy of any invoice, charge or calculation made pursuant to this Contract. If any such examination reveals any inaccuracy in any invoice or calculation, the necessary adjustments in such invoice or calculation, and the payment of any adjustment thereto, shall be paid, with interest at the Interest Rate calculated from the date the overpayment or underpayment was made until paid, by the responsible Party pursuant to the terms of the PPA, the Wrap Contract or the applicable contract between LAPP and Designated Agents. 8.6 ERGOT Barred Issue. It is recognized by the Parties that ERGOT has some established time periods for disputing certain matters and the Parties expressly desire to be bound by such periods in their performance under this Contract. Therefore, notwithstanding any provisions in Article 7 of this Contract to the contrary, in the event CAPP is barred from disputing and correcting or adjusting with ERGOT any matter of any nature whatsoever affecting any matter covered by this Contract (an "ERGOT Barred Issue"), then Member shall be barred for all purposes from disputing any portion of any statement, invoice, notice or other matter hereunder to the extent that LAPP is unable to receive adjustment from or dispute such matter with ERGOT because such statement, invoice, notice or other matter is an ERGOT Barred Issue, even if Member's notice is given within the twenty-three (23) months' period set forth in this Article 8. ARTICLE 9 DESIGNATION OF MEMBER'S DELIVERY POINTS 9.1 Designation of Member's Delivery Points. Member has designated its initial Member's Delivery Points by identifying the ESI-IDs and providing that information to CAPP's Designated Agent(s). Such Member's Delivery Points are all points of receipt for electric service that are subject to retail choice. Member shall have a continuing obligation to provide CAPP and Designated Agent(s) with an updated listing of ESI-IDs by location and profile type. ARTICLE 10 SECURITY 10.1 Security from Facilities Owners. The Facility Owners and Guarantor have agreed under Article 9 of the PPA to provide CAPP a first lien on certain collateral on a pari passu basis with other creditors. Member acknowledges that it has no direct right to enforce the lien, nor does it have any individual interest in the Facilities in the event of foreclosure of the first lien, nor may it exercise remedies available to CAPP under the PPA. To the extent that CAPP shall determine that it is in CAPP's interest to (i) agree to renewals, modifications, amendments, and refinancing of the first lien indebtedness described in the PPA, (ii) exercise or fail to exercise one or more remedies available to it under the PPA, or (iii) terminate or modify the PPA, Member irrevocably appoints the Board of Directors of CAPP as its agent and attorney in fact to enter into agreements 26 appropriate to the situation, including, but not limited to, agreements to substitute collateral, and agreements to release or partially release liens. The power herein granted to CAPP and its Board of Directors by Member is a power coupled with an interest that may not be revoked while all or any portion of the Bonds is unpaid. 10.2 Collateral Assignment of the Contract to Trustee for Bonds. This Contract and the Participant Contracts shall be collaterally assigned to the Trustee under the Bonds as security for the repayment of the Bonds to the extent of the Capacity Payment payable pursuant to Article 7 of this Contract and each of Participant Contracts. ARTICLE 11 DEFAULT 11.1 Defaults by Facility Owners; Defaults by Participating Members. In the event of default by Facility Owners under the PPA, or in the event of a default by Member or by a Participating Member under a Participant Contract, the Parties agree and stipulate that decisions as to the exercise or non-exercise of remedies upon such default shall be solely vested in CAPP, as its Board of Directors may determine from time to time. Member acknowledges that CAPP's rights to elect remedies may be subject and subordinate to rights granted to or reserved by the holders and owners of the Bonds or the Trustee thereof. 11.2 Default by LAPP. Except as otherwise excused under this Contract, the occurrence of any of the following shall constitute an event of default by CAPP: (a) Failure of CAPP to pay the Capacity Prepayment as required under the PPA; (b) Failure by CAPP to timely perform its covenants under the Bonds, including payments required by it, unless such failure is caused by the failure of Member under this Contract or of one or more Participating Members under the Participant Contracts to pay CAPP sums required under Article 6; or (c) CAPP breaches any material contractual obligation under this Contract and such breach continues for a period of thirty (30) Days after the date on which written notice thereof is received from Member by LAPP. 11.3 Default by Member. Except as otherwise excused under this Contract, the occurrence of any of the following shall constitute an event of default by Member: (a) Member fails to accept delivery of the Products, or any portion thereof from CAPP. In the event of such failure, CAPP may, in addition to other remedies available to it under this Contract, provide the unaccepted Products to another Participating Member or, if no Participating Member elects to accept such 27 Products, to a third party at such price as CAPP may negotiate in the marketplace. If the price obtained in the marketplace is less than the price Member would have been required to pay for such Products, Member shall pay CAPP and CAPP may recover from Member (i) the positive difference, if any, obtained by subtracting what was received from the Participating Member or third party from what would have been received from Member had Member accepted the full delivery of Products required of it, and (ii) all costs of collection incurred by LAPP, including reasonable attorney's fees; (b) Except for disputed charges arising under Section 8.4, Member fails to pay amounts due to LAPP as and when required under this Contract, which failure continues for a period of three (3) Business Days after the date on which written notice of a prospective Default is received by Member from CAPP; (c) Failure by Member to levy the rate and amount of ad valorem taxes out of the maintenance tax of Member, and failure by Member to establish and maintain a sinking fund for the Monthly Capacity Payments and CAPP fees as required under Section 7.3, above; (d) Failure by Member to pay to LAPP any sum of money required to be paid by Member under this Contract; (e) Member breaches any material contractual obligation under this Contract and such breach continues for a period of twenty-eight (28) Days after the date on which written notice thereof is received by the breaching Party; (f) Member becomes Bankrupt. 11.4 Remedies of LAPP in the event of default by Member. Unless otherwise limited by the terms of this Contract, in the event that Member shall default in the performance of its obligations under this Contract, CAPP may: (a) Suspend delivery of Products to Member, and provide such Products to one or more Participating Members or third parties until such default is cured; (b) Then and in every case, CAPP or an authorized representative thereof may proceed against the Member, or any official, officer or employee of the Member in their official capacity, for the purpose of protecting and enforcing the rights of CAPP under this Contract, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of CAPP hereunder or any combination of such remedies; 28 (c) Suspend performance of CAPP's obligations to Member under this Contract until the earlier of (i) the Day the Default has been cured in accordance with the terms of this Contract, except for Member's obligations to make Monthly Capacity payments under Article 7 hereof which shall not be affected by any such action; (d) Exercise any other remedy available to CAPP at law or in equity. In addition to all of the rights and remedies provided to LAPP by the laws of the State of Texas, and in addition to the remedies set forth above, the Member covenants and agrees that in the event of its default under this Contract, including failure to pay Monthly Capacity Payments and payments under Section 7.5 when due or Energy Payments when due after the Member has Appropriated for such payments, or, in the event it fails to make the payments required to be made into the Interest and Sinking Fund or defaults in the observance or performance of any other of the contracts, covenants, conditions or obligations set forth in this Contract, the following remedies shall also be available: (e) LAPP, the trustee if LAPP has assigned all or part of this Contract to a trustee for the benefit of bond owners, shall be entitled. to a writ of mandamus issued by a court of competent jurisdiction compelling and requiring Member and the officials thereof to observe and perform all agreements, covenants, obligations and conditions prescribed in this Contract; (f) Any delay or omission to exercise any right or power accruing upon any default shall not impair any such right or power nor be construed to be a waiver of any such default or acquiescence therein, and every such right and power may be exercised from time to time and as often as may be deemed expedient; and (g) Any other remedies available to CAPP at law or in equity. 11.5 Remedies of Member in the Event of Default by CAPP. Unless otherwise limited by the terms of this Contract, in the event that LAPP shall default in the performance of its obligations under this Contract, Member may: (a) Then and in every case, Member may proceed against CAPP, or any official, officer or employee of CAPP in their official capacity, Sue for the purpose of protecting and enforcing the rights of Member under this Contract, by mandamus or other suit, action or special proceeding in equity or at law, in any court of competent jurisdiction, for any relief permitted by law, including the specific performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that may be unlawful or in violation of any right of Member hereunder or any combination of such remedies; 29 (b) Terminate this Contract, except for Member's obligations to make Monthly Capacity Payments under Article 7 hereof which shall survive any termination of this Contract; (c) Exercise any other remedies available to Member at law or in equity. 11.6 No Waiver in Event of Default. Pursuit by either Party of any remedy for default pursuant to Article 11 of this Contract shall not constitute a forfeiture or waiver of any amount due by the defaulting Party or of any damages occurring by reason of the violation of any terms, provisions, or conditions of this Contract, provided however, that in no event shall CAPP be required to return to Member any sums paid by Member to CAPP for Capacity Prepayment. No waiver of any default or breach of this Contract shall be deemed or construed to constitute a waiver of any other violation or breach of any of the terms, provisions, or conditions of this Contract. Forbearance to enforce one or more of the remedies available upon the occurrence of an event of default shall not constitute a waiver of that or any subsequent default or breach. ARTICLE 12 INDEMNIFICATION; LIMITATION OF LIABILITY 12.1 Member's Indemnification of LAPP. To the extent permitted by the Constitution and laws of the State of Texas, and with full reservation of all defenses and immunities available under the Law, Member agrees to and shall indemnify, defend, and hold harmless CAPP and all of CAPP's officers, directors, shareholders, representatives, and employees, from and against all Indemnified Claims, including Indemnified Claims for personal injury, death, or damages to property, occurring after the Facility Owners' Delivery Points, arising out of or related to the Products. Notwithstanding the foregoing, CAPP agrees and understands that Member cannot indemnify CAPP, Facility Owners, or any individual associated with either of them from and against their own gross negligence and willful misconduct. To the extent that CAPP has agreed to indemnify Facility Owners pursuant to Article 13 of the PPA, then Member agrees to and shall indemnify, defend, and hold harmless CAPP and all of CAPP's officers, directors, shareholders, representatives, and employees, from and against all Indemnified Claims that CAPP has made to Facility Owners, but only to the extent permitted by the Constitution and laws of the State of Texas, and with full reservation of all defenses and immunities available under the Law. 12.2 Claims arising on Facility Owners side of the Facility Owners' Delivery Point. To the extent that claims for personal injury, death, or damages to property: (a) occur at and/or before the Facility Owners' Delivery Point, (b) arise out of or are related to the Product and Products, and (c) are covered as an Indemnified Claim by Facility Owners for the benefit of CAPP, Member and Participating Members, and each of their respective officers, officials, directors, and employees, then CAPP, on behalf of itself, Member, and Participating members, agrees to enforce the indemnity and 30 duty of defense that Facility Owners have granted to CAPP and Member under Article 12 of the PPA. 12.3 Indemnified Claims. "Indemnified Claims", as used in Sections 12.1 and 12.2, above, means all third party claims or actions, threatened or filed and, whether groundless, false, fraudulent or otherwise, that directly or indirectly relate to the subject matter of an indemnity, and the resulting losses, damages, expenses, attorneys' fees and court costs, whether incurred by settlement or otherwise, and whether such claims or actions are threatened or filed prior to or after the termination of this Contract. 12.4 Limitation of Remedies, Liability and Damages. EXCEPT AS SET FORTH IN THIS AGREEMENT, THERE IS NO WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, AND ANY AND ALL IMPLIED WARRANTIES ARE DISCLAIMED. THE PARTIES CONFIRM THAT THE EXPRESS REMEDIES AND MEASURES OF DAMAGES PROVIDED IN THIS AGREEMENT SATISFY THE ESSENTIAL PURPOSES HEREOF. FOR BREACH OF ANY PROVISION FOR WHICH AN EXPRESS REMEDY OR MEASURE OF DAMAGE IS PROVIDED, SUCH EXPRESS REMEDY OR MEASURE OF DAMAGES SHALL BE LIMITED AS SET FORTH 1N SUCH PROVISION AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED EXCEPT AS SET FORTH IN ARTICLE 11 OF THIS AGREEMENT. IF NO REMEDY OR MEASURE OF DAMAGES IS EXPRESSLY PROVIDED HEREIN, THE OBLIGOR'S LIABILITY SHALL BE LIMITED TO DIRECT ACTUAL DAMAGES ONLY, SUCH DIRECT ACTUAL DAMAGES SHALL BE THE SOLE AND EXCLUSIVE REMEDY AND ALL OTHER REMEDIES OR DAMAGES AT LAW OR IN EQUITY ARE WAIVED. UNLESS EXPRESSLY HEREIN PROVIDED, NEITHER PARTY SHALL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, PUNITIVE, EXEMPLARY OR INDIRECT DAMAGES, LOST PROFITS OR OTHER BUSINESS INTERRUPTION DAMAGES, BY STATUTE, IN TORT OR CONTRACT, UNDER ANY INDEMNITY PROVISION OR OTHERWISE. IT IS THE INTENT OF THE PARTIES THAT THE LIMITATIONS HEREIN IMPOSED ON REMEDIES AND THE MEASURE OF DAMAGES BE WITHOUT REGARD TO THE CAUSE OR CAUSES RELATED THERETO, INCLUDING THE NEGLIGENCE OF ANY PARTY, WHETHER SUCH NEGLIGENCE IS SOLE, JOINT OR CONCURRENT, OR ACTIVE OR PASSIVE. TO THE EXTENT ANY DAMAGES REQUIRED TO BE PAID HEREUNDER ARE LIQUIDATED, THE PARTIES ACKNOWLEDGE THAT THE DAMAGES ARE DIFFICULT OR IMPOSSIBLE TO DETERMINE, OR OTHERWISE OBTAINING AN ADEQUATE REMEDY IS INCONVENIENT AND THE DAMAGES CALCULATED HEREUNDER CONSTITUTE A REASONABLE APPROXIMATION OF THE HARM OR LOSS. 31 ARTICLE 13 REPRESENTATIONS 13.1 Mutual representations and warranties. Each Parry represents and warrants to the other Party that: (a) Such Party has the power and authority to execute, deliver and perform its obligations under this Contract. Such Party has authorized the execution and delivery of this Contract by the person(s) executing this Contract below. (b) No provision contained in Member's charter or enabling legislation, as the case may be, if any, prohibits Member from entering into this Contract and performing the obligations required of Member under this Contract. (c) This Contract constitutes a legal, valid and binding obligation of such Party, except as the enforceability of this Contract may be limited by the effect of any applicable bankruptcy, insolvency, reorganization, moratorium or similar laws affecting creditor's rights generally and by general principles of equity which permit the exercise of judicial discretion. (d) Neither the execution or delivery of this Contract results in any breach of or constitutes any default under any material agreement to which such Parry is bound or causes such Party to be in violation of any Law, regulation, administrative or judicial order or process or decision to which such Party is a party or by which it or its properties are bound or affected. (e) It is not Bankrupt and there are no proceedings pending or being contemplated by it or, to its knowledge, threatened against it which would result in it being or becoming Bankrupt. (f) It is duly organized and validly existing under the laws of the jurisdiction of its organization or incorporation and, if relevant under such laws, in good standing. (g) All governmental and other authorizations, approvals, consents, notices and filings that are required to have been obtained or submitted by it with respect to this Contract or other document relating hereto or thereto to which it is a party have been obtained or submitted and are in full force and effect and all conditions of any such authorizations, approvals, consents, notices and filings have been complied with. (h) No Default with respect to it, or event which with notice and/or lapse of time would constitute such a Default, has occurred and is continuing and 32 no such event or circumstance would occur as a result of its entering into or performing its obligations under this Contract or other document relating hereto or thereto to which it is a party. There is not pending or, to its knowledge, threatened against it or any of its Affiliates any action, suit or proceeding at law or in equity or before any court, tribunal, governmental body, agency or official or any arbitrator that is likely to affect the legality, validity or enforceability against it of this Contract, or other document relating hereto or thereto to which it is a parry or its ability to perform its obligations under the same. ARTICLE 14 NOTICES 14.1 Notices. All notices and other communications required or permitted by this Contract or by Law to be served upon or given to a Parry by the other Party shall be deemed duly served and given when received after being delivered by hand, or courier service, or sent by confirmed facsimile or certified mail, return receipt requested, postage prepaid, to the following address. To Member: Attention: Telephone: Facsimile: To LAPP: Attention: Telephone: Facsimile: Notices shall, unless otherwise specified herein, be in writing and may be delivered by hand delivery, United States mail, overnight courier service or facsimile. Notice by facsimile or hand delivery shall be effective at the close of business on the Day actually received, if received during business hours on a Business Day, and otherwise shall be effective at the close of business on the next Business Day. Notice by overnight 33 United States mail or courier shall be effective on the next Business Day after it was sent. A Party may change its addresses by providing notice of it in accordance herewith. ARTICLE 15 CONFIDENTIALITY 15.1 Confidential Information. Parties to this Contract acknowledge that they are obligated to protect the confidentiality of certain information provided by Luminant to CAPP in the course of negotiating the PPA pursuant to Article 17 of the PPA. Member agrees to be bound by the provisions of Article 17 of the PPA regarding any information that counsel to CAPP indicates in writing should be kept confidential and to promptly advise counsel to CAPP of any request for Public Information pursuant to Chapter 552 of the Texas Government Code for public revelation of confidential information provided to Member in its consideration of this Contract and related documents. ARTICLE 16 ASSIGNMENT 16.1 Assignment. Except as provided otherwise in this Contract, neither Party shall assign this Contract or its rights hereunder without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed; provided, however, that the assignee is at the time of assignment a Member of CAPP. In no event shall the assigning Party be relieved from liability under this Contract upon assignment. ARTICLE 17 CONTINUING DISCLOSURE 17.1 Continuing Disclosure Undertaking of Members. At such time that Member's aggregated unpaid Monthly Capacity Payments equals at least ten percent (10%) of the outstanding principal amount of the Bonds, Member agrees to provide annually to each Nationally Recognized Municipal Securities Information Depositories ("NRMSIR") and any State Information Depositories ("SID") financial information and operating data with respect to the Member of the general type hereinafter described. Subject to the foregoing sentence Member agrees to provide, within 195 days after the end of each Fiscal Year thereof ending in or after 2009, financial information and operating data with respect the Member. Any financial statements so to be provided shall be prepared in accordance with the accounting principles as Member may be required to employ from time to time pursuant to state law or regulation. 17.2 Financial Statements. If Member is required to file financial information pursuant to Section 17.1 and Member commissions an audit of such statements and the audit is completed within the period during which they must be provided, the financial statements to be provided shall be audited. If the audit of such financial statements is not complete within such period, then Participating Member shall provide unaudited financial statements and thereafter audited financial statements for the applicable fiscal year to 34 CAPP, each NRMSIR and any SID, when and if the audit report on such statements become available. 17.3 Change of Fiscal Year. If Member is required to file financial information pursuant to Section 17.1 and Member changes its Fiscal Year, it shall be the duty of such Member to notify each NRMSIR and any SID of the change (and of the date of the new Fiscal Year end) prior to the next date by which such Member otherwise would be required to provide financial information and operating data pursuant to this Article. The financial information and operating data to be provided pursuant to this Article may be set forth in full in one or more documents or may be provided pursuant to this Article may be set forth in full in one or more documents or may be included by specific reference to any document (including an official statement or other offering document, if it is available from the Municipal Securities Rulemaking Board ("MSRB") that theretofore has been provided to each NRMSIR and any SID or filed with the SEC. 17.4 Failure to Provide Continuing Disclosure. Member shall notify CAPP, any SID and either each NRMSIR or the MSRB , in a timely manner, of any failure of such Member to provide financial information or operating data in accordance with this Article by the time required thereby and hereby. No default by Member in observing or performing its obligations as described in this Article shall constitute a breach of or default under this Contract for purposes of any other provision of this Contract. Nothing in this Article is intended or shall act to disclaim, waive, or otherwise limit the duties of any Member under federal and state securities laws. If Member fails to provide such continuing disclosure required under this Article, CAPP shall use its best efforts to obtain relevant financial information and operating data with respect to any such Participating Member and to provide the same annually to each NRMSIR and any SID within 195 days after the end of each Fiscal Year of any such Member. 17.5 Amendment of Continuing Disclosure. Member's undertaking under this Article may be amended by Member, with the consent of CAPP, from time to time to adapt to changed circumstances that arise from a change in legal requirements, a change in law, or a change in the identity, nature, status, or type of operations of any Member, but only if (1) the undertaking, as so amended, would have permitted an underwriter to purchase or sell Bonds in the primary offering of such Bonds in compliance with the Rule, taking into account any amendments or interpretations of the Rule since such offering as well as such changed circumstances and (2) either (a) the holders of a majority in aggregate principal amount of the outstanding Bonds consent to such amendment or (b) a person that is unaffiliated with Member (such as nationally recognized bond counsel) determined that such amendment will not materially impair the interest of the holders and beneficial owners of the Bonds. If Member amends its undertaking herein, it shall include with any amended financial information or operating data next provided in accordance with this Article an explanation, in narrative form, of the reason for the amendment and of the impact of any change in the type of financial information or operating data so provided. 35 Member shall be obligated to observe and perform the covenants specified in this Article for so long as, but only for so long as, Member remains an "obligated person" with respect to the Bonds within the meaning of the Rule. The provisions of this Article are for the sole benefit of the holders and beneficial owners of the Bonds, and nothing in this Article, express or implied, shall give any benefit or any legal or equitable right, remedy, or claim hereunder to any other person. ARTICLE 18 TAX-EXEMPT BONDS 18.1 Tax-Exempt Bonds. The Parties understand and agree that LAPP will use commercially reasonable efforts to provide for, but will not be liable for a failure to produce, the lowest overall debt service cost for the Bonds. In connection therewith, the parties intend that LAPP may, with the approval of the Member, issue refunding bonds to refund the Bonds, if possible, the interest on which is excludable from the gross income of the owners thereof for federal income tax purposes. The Parties acknowledge that, under current federal tax laws, such tax-exempt financing of the Capacity Prepayment is not permitted. The Parties further acknowledge their understanding that the federal income tax laws impose certain restrictions on the use and investment of proceeds of tax- exempt bonds and on the use of the property financed therewith and the output produced therefrom. Accordingly, the Parties agree and covenant that if any refunding bonds are offered to investors with the understanding that the interest thereon will be exempt from federal income taxation, then the Parties, their assigns and agents, will take such action to assure, and refrain from such action which will adversely affect, the treatment of such refunding bonds as obligations described in Section 103 of the Internal Revenue Code of 1986. Should either Party fail to comply with such covenant, the effect of which being that such refunding bonds no longer qualify as obligations described in the Internal Revenue Code of 1986, such defaulting parry shall be liable for all costs resulting from the loss of the tax-exempt status of such bonds. The Parties hereby agree and covenant to comply with all of the representations and covenants relating to such exemption which are set out in any relevant trust indenture or bond resolution. The Parties further agree and covenant that in the event any refunding bonds issued are to be tax-exempt, they will modify such agreements, make such filings, restrict the yield on investments, and take such other action necessary to fulfill the applicable provisions of the Internal Revenue Code of 1986. For these purposes, the Parties may rely on the respective opinion of any firm of bond attorneys selected by LAPP. 18.2 Agreement to Pay Beneficiary. In the event that tax-exempt refunding bonds are issued with the consent of the Members as provided in the immediately preceding paragraph above, Member hereby covenants and agrees to pay its proportionate share of any deficiency to CAPP for deposit into the appropriate rebate fund at the times and as described in the indenture of trust related to the Bonds to comply with the provisions of Section 148(f)(2) of the Internal Revenue Code of 1986. 36 18.3 Financing. Member agrees to cooperate with CAPP in connection with the issuance of the Bonds. Without limiting the foregoing, LAPP and Member acknowledge that this Contract may be an integral part of the documentation securing the Bonds. At CAPP's request, Member shall agree to amend this Contract to include any provision which may reasonably be requested by the issuer of the Bonds, and to include any provision that may be required to correspond to an amendment of the PPA; provided, however, that no such amendment shall increase the burdens or obligations of Member hereunder with respect to the price and purchase obligations set forth herein. Upon the request of CAPP, Member agrees to negotiate in good faith and shall execute additional documents, opinions and instruments reasonably requested by the proposed issuer of the Bonds including (i) a consent and agreement that provides an additional reasonable period of time to remedy any Default, and (ii) a legal opinion of counsel for Member affirming the enforceability of this Contract against Member and other matters reasonably requested, subject to customary exceptions and qualifications. ARTICLE 19 MISCELLANEOUS 19.1 Applicable Law. This Contract is governed by and shall be construed under the Laws of the State of Texas excluding any conflict of laws rules. The Parties submit to the exclusive jurisdiction of the state and federal courts in Dallas County, Texas in connection with any litigation arising hereunder. 19.2 Counterparts. This Contract may be executed in more than one counterpart, each of which shall be deemed to be an original, but all of which together shall constitute one and the same document. 19.3 Waiver. No waiver of any breach of the terms of this Contract shall be effective unless such waiver is in writing and signed by the Party against whom such waiver is claimed. No waiver of any breach shall be deemed to be a waiver of any subsequent breach. 19.4 Modification. The provisions of this Contract, including any exhibits, may only be modified by written agreement duly executed by each Party. 19.5 Severability If any provision of this Contract shall be determined to be unenforceable, void or otherwise contrary to Law, such condition shall in no manner operate to render any other provision of this Contract unenforceable, void or contrary to Law, and this Contract shall continue in force in accordance with the remaining terms and provisions hereof, unless such condition invalidates the purpose or intent of this Contract. In the event that any of the provisions, or portions or applications thereof, of this Contract are held unenforceable or invalid by any court of competent jurisdiction, Buyer and Seller shall negotiate in good faith to attempt to implement an equitable adjustment in the provisions of this Contract with a view toward effecting the purposes of this Contract by replacing the provision that is unenforceable, void, or contrary to Law 37 with a valid provision the economic effect of which comes as close as possible to that of the provision that has been found to be unenforceable, void, or contrary to Law. 19.6 Requirements. Each Party shall timely comply with all then-current PUCT and ERGOT requirements (including, without limitation, the ERGOT Guides) that are applicable to it and shall reasonably cooperate upon reasonable notice with the other Parry to the extent necessary for the other Party to timely comply with then-current PUCT and ERGOT requirements (including, without limitation, the ERGOT Guides) that are applicable to it. 19.7 Entirety. It is the intention of the Parties that this Contract shall contain all terms, conditions, and protections in any way related to, or arising out of, the sale and purchase of the Products as contemplated herein, and supersedes all prior agreements regarding the subject matter hereof, whether written or oral. 19.8 Captions, Titles and Headings. Captions, titles and headings used in this Contract are for ease of reference only and do not constitute a part of this Contract. 19.9 Forward Contract. The Parties acknowledge and agree that this Contract constitutes a "forward contract" within the meaning of the United States Bankruptcy Code. 19.10 Further Assurances. Each Party shall, from time to time, upon the written request of any other Party, execute and deliver such further instruments and documents as shall be necessary to perform its obligations hereunder. 19.11 Survival. The confidentiality and audit provisions, indemnities, releases from liability, and limitations on liability or damages expressed in this Contract shall, unless otherwise provided herein, survive without limitation the termination, cancellation or expiration of this Contract, and shall apply whether in contract, equity, or otherwise. Notwithstanding the foregoing, the statute of limitations for bringing any action with respect to this Contract or either Party's performance hereunder is not extended by the provisions of this Section 19.11. 38 IN WITNESS WHEREOF, the Parties have caused this Contract to be executed in their respective names by their duly authorized officers. Date ATTEST: MEMBER: CITY OF By: Printed name: Its: 39 CAPP: CITIES AGGREGATION POWER PROJECT Date ATTEST: By: Printed name: Its: 40 SPEAKER CARD Date: ~"~i'r ~' f ` ~ 4.~-°~'~ I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ^ Opposition Agenda Item Number: ~'c~ Ordinance/Resolution Number: l.'' ~- ~' ~ - /h:., r~ Name: -^>z.:~ ait 'Vi'n ~ Address: ` 5 ~ i t~",'ti ~- 5 ~~y ' City: . ' . c ~ ~:= ~f~ `~%~ State: !~ Zip Code: 7 ~~4 Telephone Number: ~~ 7- lrxX~ -(~; 3 `i &' Representing: ~ ~- f` organization/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. Signed: --~ r c.~._._/i~~ This information Fs a Public Record. SPEAKER CARD Date: ~/ ~ ~ I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ^ Opposition Agenda Item N ber: ~ "~~ ~~ ~~ OrdinancelResolution Number: Name: ~~ vt. /~~~r-- Address: _ o~-Yd °~" ,~~'t~'S ~/ _ ., - City: c ~~zy U~I~G~e State: Zip Code: ~ Q~ Telephone Number: Representing: organization/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. Signed: This information is a Public Record. Date: /1 _ ~_© SPEAKER CARD .l will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ^ Opposition Agenda Item Numbers "00 / b/ ~vrdinance/Resolution Number: Name: K/-~~I I-f GiG#'I~' Address:,,~G`~ ~ iVk ~PJ`~rn-r f ~' City: ~~ ~, -t' ~_. ~' Zip Code: ?L: ~ ~~/, State: Telephone Number: x-17 ~> ~~ ~y~ Representing: ~f' ~ '~ organizationlself 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with th Texas Open M ting Law, Chapter 551 of the Texas Local Government Code. Signed: ""~~~~ ~.. .. _ - ~ --- -- This information is a Public Record. SPEAKER CARD Date: ~0 `~ ~ ~~~ I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ,Opposition Agenda Item Number: (0.. Ordinance/Resolution Number: Cam' - I rc, ~ {~, Name: _S~N 1...-U L:A~-~~~`~ Address: ~S C~ly ~~-JI v~~GiS' COQ- Cit y: C c ~ 1~;~V- ~ f ~ State: ~- Zip Code: ~~~ u Telephone Number: $1 `1 ~ 5.-- 3 5 ~ Representing: .-~~~ organization/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. - -°~ ---- Signed: ~.~-....~~ ~~' This information is a Public Record. SPEAKER CARD Date: !' ~- ~ ~ ~~ I will speak In Support of this item. I will speak In Opposition to this item. ~~ but please record my: ^ Support ^ Opposition Agenda Item Number: Ordinance/Resolution Number: Name: Address: c~~~ `~ ~--~( /`~ GS, ~ / l ~_----~ City: CG ~ ~~ ~/' i ~( ~ State: ~ Zip Code: ~6 03 ~_ Telephone Number: Representing: organization/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with t e T~s Op~eeting Law, Chapter 551 of the Texas Local Government Code. Signed: / ~~~~' This information is a Public Record. SPEAKER CARD R/. ~ +q Date: ' L- G ~', ~~ ,~_..,,,~ ~. i~' I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my: ^ Support ^ Opposition Agenda Item Number: -- t%~ "~~: `/,~t' OrdinancelResolution Number: Name: : "~~~ /I ~-~' ~/~~ `rJ ~ Address: ~ ~~ ( ~~ ~~ ~:S ~-~-~ ~ ~ 4~ City: ~^~- ~rl-~'c ~ ,ff~'. State• ;''W k. Zip Code: '~ Telephone Number: ~ ~ LAS ~.~~'~~ Representing: organization/self 1 understand 1 am limited to speaking for five minutes. For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. Signed: ~~ ~ This information is a Public Record. ~~ ~~. 4,N ::a ~ City of Colleyville 100 Main Street Colleyville, Texas 76034 ~~~~~ Agenda Briefing 817.503.1000 www.colleyville.com File Number: 0-08-1696 File Number: 0-08-1696 Version: 1 Requester: Community Development Department File Type: Ordinance Agenda Date: 10/21/2008 Agenda No.: 7a Status: Tabled Controlling Body: City Council Final Action: File Name: Approval of a request for a zoning change from RE-Residential Estate to PUDR-Planned Unit Development Residential on Lots 1A, 2, 3 and 4, Block 1 of the Wildwood Estates Addition located at 5500-5700 Pool Road, Case Z-08-018 Attachments: Applicant's Revised Request Revised Zoning Exhibit Applicant's Request to Postpone Location and Zoning Map Future Land Use Plan Notification List Letters of Opposition • Letter of Support Statement of Planning Objectives Neighborhood Letter Small Lot Development Comparison Original Zoning Exhibit Ordinance 0-08-1696 Entry Exhibit History of Legislative File Version: Date: Acting Body: Action Text: 1 08/25/2008 Planning and Zoning Commission 1 09/16/2008 City Council 1 10/07/2008 City Council 1 10/21/2008 City Council 1 11/05/2008 City Council Title Approval of a request for a zoning change from RE-Residential Estate to PUDR-Planned Unit Development Residential on Lots 1A, 2, 3 and 4, Block 1 of the Wildwood Estates Addition located at 5500-5700 Pool Road, Case Z-08-018 Explanation Update The City Council voted to table this item at the October 21, 2008 meeting to the November 5, 2008 meeting. The applicant has submitted a revised conceptual site plan (attached). The following are the changes reflected on the revised plan: • The applicant has reduced the total residential lots from 31 to 30, thereby reducing the residential density from 3.7 dwelling units per acre to 3.5 dwelling units per acre. • Total residential open space has been increased from 25.7% to 26.6%. City of Colleyville Page 1 Printed on 10/28/2008 Agenda Briefing Continued (0-08-1696) The 20 foot rear building setback and landscape buffer for lots along the western boundary of the development (Lots 6-18, Block 2) has been increased to 25 feet. • The two driveways serving the proposed offices were spaced further apart. This meets the minimum requirements of the Land Development Code. Additionally, the applicant has requested the following changes to the draft ordinance: The applicant has requested that the option of building a 10 foot cedar fence on Lots 17, 18 and 19, Block 2 be removed from the ordinance. • The applicant has requested that the requirement that the homes built on Lots 17 - 19, Block 2 be restricted to one story residences be removed from the ordinance. These changes, along with the revised conceptual site plan, have been added to the PUDR ordinance. No other changes to the original proposal have been proposed. Reading and Public Hearing There were six people who spoke in opposition to the request at the October 7, 2008 meeting. The applicant has submitted a letter requesting to postpone this request to the November 5, 2008 meeting. The letter is attached to this briefing. Second Reading and Public Hearing One person spoke in opposition to this request at the September 16, 2008 meeting. At the September 16, 2008 City Council Meeting it was requested that staff review the overall traffic impact of the proposed development. The two entrances proposed for the development along Hall Johnson and Pool Road meet the minimum development standards required by the Public Works Department and the Land Development Code, which requires a minimum distance from a street intersection of 180 feet (the proposed entrance on Hall Johnson is approximately 200 feet from the intersection of Pool Road). Additionally, the total trips generated, accounting for 17,700 square feet (the maximum amount proposed by the applicant) of medical office space, does not exceed the 1,000 trip threshold for the requirement of a traffic impact analysis as required by the Land Development Code. There is currently an average daily traffic count on Pool and Hall Johnson Road of approximately 15,000 vehicles per day. The total maximum vehicle trips that could be produced by this development as proposed is 934 vehicle trips. Therefore, if the traffic produced by the development were to be split evenly between Hall Johnson and Pool Road, it would account for a daily increase in traffic on both roads of approximately 467 vehicles, or 3.1 %. In comparison, the Creekside at Colleyville development, located at the southwest corner of Glade Road and Heritage Avenue, and approved by the City Council in November, 2007 will City of Colleyville Page 2 Printed on 10/28/2008 Agenda Brierina Continued (0-08-1696) produce (if developed as approved) approximately 1,782 vehicle trips on the north side and 2,131 trips on the south side of the development resulting in a total of 3,913 vehicle trips generated. A traffic impact analysis was required due to the large amount of vehicle trips generated by the development. As the increase in traffic onto Glade Road (which contains only two lanes in each direction) was projected to be approximately 10% above existing traffic volume, the traffic impact analysis recommended that there be no access to Glade Road from the development. The development was approved contingent upon there being no entrance from Glade Road. Concern was also voiced about the entrance to the development from Hall Johnson Road given the existing median opening directly across from the proposed entrance. Staff has consulted with the applicant about requiring this entrance to have right-turn access only for ingress and egress, thus prohibiting alert-turn into and out of the development from this entrance. The applicant has indicated this would be acceptable, if so directed by Council as a condition of approval for the development. Additionally, the applicant has agreed to reduce the amount of medical office uses permitted as part of the development in order to reduce the amount of traffic generated if requested by the City Council. Although not required by the Land Development Code, the City Council may, as a condition of approval, require the applicant to provide a traffic impact analysis prior to final plat approval of the development. First Reading and Public Hearing Curtis Young has submitted a request to change the zoning of 10.4 acres, located at 5500-5700 Pool Road. The applicant is requesting to rezone the property from the RE-Single Family "Estate" Residential zoning district to a PUDR-Planned Unit Development Residential zoning district. The applicant is seeking a zoning change in order to develop the property for 31 single family residential lots, four open space lots and three commercial lots that will contain three professional office buildings. Existing Conditions. The subject property is currently platted as four lots. Lot 4 is currently developed with a single family residence. The remaining lots are currently vacant. The residence will be demolished as part of the development of the subdivision. Approval of a preliminary and final plat will be required upon approval of the rezoning request. Master Plan. The Future Land Use Plan designates the subject property for single family residential uses. Approximately 1.98 acres of land is designated for office use. The portion designated for office use is proposed to be located along the north and east portion of the property adjacent to Pool Road. The remaining approximately 8.42 acres is designated for single family residential use. The residential portion of the rezoning request is consistent with the Future Land Use Plan while the commercial portion is not. The 1.98-acre commercial area along Pool Road that is proposed for CPO-Professional Office Commercial district uses, with the inclusion of physician, dentist, optometrist, and chiropractic uses as well. This 1.98 acre portion of the request does not conform to the Future Land Use Plan, which is designated as future residential use only. City of Colleyville Page 3 Printed on 10/28/2008 Agenda Briering Continued (0-08-1696) Residential Density. The Master Plan suggests a maximum residential density of 1.8 dwelling units per acre in most situations. The 2004 Colleyville Master Plan states that densities higher that 1.8 units per acre would be acceptable in those areas deemed consistent with sound land use planning principles, such as a transitional area situated between commercial uses and less dense residential developments, or near major street intersections. The proposed development would be situated between an existing office use located to the east across Pool Road in Grapevine and, to the west, the Oak Creek subdivision in Colleyville, which is developed at a residential density of 1.7 dwelling units per acre. The proposed development of 31 residential units on the 10.4-acre property will produce a residential density of 3.7 dwelling units per acre. The proposed residential density is comparable to other approved small lot PUDR developments within the City. The Small Lot Development Chart, attached to this briefing, provides a comprehensive listing of recently approved developments with residential densities that exceed 1.8 dwelling units per acre. Lot Sizes and Widths. The PUDR regulations require a minimum lot size of 13,000 square feet with a minimum lot width of 100 feet and lot depth of 120 feet. The proposed lot sizes are as follows: Minimum Lot Size Minimum Lot Depth Minimum Lot Width Front Building Line Side Building Line Minimum Building Separation Side Building Line Along Street Rear Building Line 6,400 square feet 115 feet 56 feet at the building line 15 feet 3 and 7 feet 10 feet 10 feet 10 feet, 20 feet for lots adjacent to Oak Creek Subdivision Open Space. The PUDR regulations require a minimum 20 percent of the development be reserved for open space for use by the residents of the development. The proposed site plan for the development shows 26.4 percent of the total development as open space. The open space areas include three ponds with a 5-foot concrete walking trail adjacent to the pond located toward the center of the development. Other amenities include at least two benches along the walking trail, landscaped open spaces, and the preservation of the drainage easement along the southern boundary of the property. The locations of the features are depicted on the PUDR site plan (see attached copy). All of the open spaces will be landscaped and maintained by the Homeowner's Association (HOA). Retention Ponds. The current PUDR regulations limit the amount of open space area that can be used for retention or detention ponds to a maximum of 25 percent of the open space. The applicant states that the ponds will not exceed this requirement. The PUDR regulations require each retention pond to include at least one aeration device. The applicant intends to install a fountain in each pond. City Entrance Sign. The intersection of Hall Johnson Road and Pool Road is a major gateway into the eastern portion of the City approaching from Grapevine. In 2000, the City purchased 4,771 square feet of property, located on the southwest corner, adjacent to the subject property, for the purpose of an entrance marker to be placed in the future. This City of Colleyville Page 4 Printed on 10/28/2008 Agenda Briefing Continued (0-08-1696) property was deeded as part of the Hall Johnson and Pool Road right-of-way to the City. The developer has agreed to construct a sign within this portion of the right-of-way and has submitted an artist rendering of the proposed sign. However, the final design of the entrance marker will be dependent on the recommendations of an entry way and way finding study. The developer is aware of this study. Sidewalks and Trails. Sidewalks are required to be constructed on each individual lot within the development at the time houses are constructed on the lots. According to the Colleyville Pathways Plana 10-foot wide concrete trail is required to be built along Pool Road as part of this development. There is an existing 5-foot sidewalk adjacent to Hall Johnson Road that will remain on the property. The developer will also construct a five foot wide internal pathway along a portion of the open space areas as an amenity for the development. The internal pathway will be constructed with concrete. The developer has indicated that the HOA will maintain the sidewalks and pathways within this development. Fences, Walls and Screening. The developer proposes to construct a six foot masonry fence along the portion of the residential lots adjacent to Hall Johnson and Pool Roads. A six foot wrought iron fence is proposed to be built along the side and rear property lines of the residences adjacent to the drainage easement located at the southern boundary of the development. An eight foot cedar fence is proposed for most of the western common property line with Oak Creek subdivision. The developer has reached an agreement with Oak Creek in which the existing fence can be retained or a new fence constructed, depending on the adjacent Oak Creek resident's preference. Staff recommends construction of a new 8-foot cedar fence for this entire length of the property line. The three most northern lots along the western boundary are proposed to be constructed with a ten foot cedar fence to account for a grading change. As part of the screening requirement between office and residential uses, an eight foot masonry panel fence will be built along the rear property lines of the residences where they abut the proposed office development. Access. The residential portion of the development will have primary access on the north side of the project from Hall Johnson Road and on the east side from Pool Road. The commercial portion of the development will only have access from Pool Road. Tree Preservation. As required by Chapter 5-Tree Preservation of the Land Development Code, approval of a tree survey and mitigation plan will be required upon approval of the final plat for the property. The survey and mitigation plan shall be drawn and submitted according to the requirements of Chapter 5-Tree Preservation of the Land Development Code. Infrastructure. Water and sanitary sewer services are available along adjacent rights-of-way. The developer is responsible for the extension of water and sewer service lines to the individual lots. Drainage and Stormwater Runoff. The developer has submitted a preliminary drainage analysis of the site, which has been reviewed and accepted by the City of Colleyville Engineering Department. According to the drainage analysis, the development will provide on-site retention. Details of the proposed drainage system and storm water retention ponds City of Colleyville Page 5 Printed on 10/28/2008 Agenda Briefin_g Continued (0-08-1696) will be submitted as part of the platting process. Traffic Generation. The developer is not required to provide a Traffic Impact Analysis, since the development is not projected to generate in excess of 1,000 vehicle trips per day. The Institute of Transportation Engineers publication Trip Generation provides estimates of expected traffic generation based on land use. Data has been collected in the United States and Canada since the 1960's, primarily in suburban locations. Single-family residences are expected to generate 9.57 trips per day, on average. Based on this average, a 31 lot development would add approximately 297 vehicle trips per day to the surrounding roadways. Single tenant office buildings are expected to generate 12 trips per 1,000 square feet of office use. Medical office uses are expected to generate 36 trips per 1,000 square feet of office use. Based on this average, 3 office buildings, each 5,900 square feet in size, would add approximately 212 trips per day for general office and 637 trips for day for medical office uses. Therefore, the total trips averages may vary from as little as 509 trips to a maximum of 934 trips based on which type of office use is developed. Surrounding Development Trends. The surrounding properties represent a variety of uses. The property to the north is zoned AG-Agricultural and is developed as a church. The properties to the west are zoned R20-Single Family Residential and are developed as single family homes. The property to the south is zoned RE-Single Family "Estate" Residential and is developed as a single family home, and the property to the east, located within the City of Grapevine, is developed as a broadcast studio. Public Notification. Staff mailed notices to 27 adjacent property owners regarding this request. Notice was published in the Fort Worth Star-Telegram as required by state law and the Land Development Code. Staff has received one letter of approval and 11 letters in opposition along with a petition containing 13 signatures in opposition to this request. Supermajority Vote Requirement. Since the opposition within 200 feet of the subject property exceeds 20%, the request can only be approved by a supermajority vote by the City Council. This request must receive at least six (6) affirmative votes in order to be approved. Planning and Zoning Commission Recommendation. The Planning and Zoning Commission recommended approval of the request at the August 25, 2008 meeting by a vote of 7-0. Summary. Given the proposed office uses, the proposed zoning change is not completely consistent with the Future Land Use Plan, which designates the entire area proposed for this development as single family residential. The property to the east, in the City of Grapevine, is developed for commercial and office uses. As such, given the location of this development at the intersection of two major streets and the presence of commercial land uses immediately to the east, this development is consistent with the solid land use planning principles recommended by the Master Plan for developments located near transitional areas and major street intersections. While the proposed development exceeds the residential density of 1.8 dwelling units per acre, the location of the development is appropriate for this type of higher density residential development. City of Colleyville Page 6 Prinfed on 10/28/2008 Agenda Brieling Continued (0-08-1696) It has been determined that there is no financial impact. Recommendation Approval, with the conditions stated within the draft ordinance. City of Colleyville Page 7 Printed on 10/28/2008 Page I of 1 Ron Ruthven From: Curtis Young Sent: Friday, October 24, 2008 7:25 AM To; Ron Ruthven Cc: 'Aaron Hunsaker' Subject: Catalonia Plans Attachments: 081022 Office with 30 Lots:pdf Ron: Please. find attached PDF of the plan we discussed,. for your review. As for the restrictions. along the western boundary, where we now differ from the. previous submittal is: -No restriction on 2 story homes -.Lots. still would have the restriction against 2"d floor windows facing west. -There is a new 25' setback, on the Plan, along the western boundary. Thanks- Curtis w. Young, AIA Sage Group, 'Inc. 1130 N. Carroll Avenue, Suite 200 Southlake, Texas 76092 Tel: 8i7-424-2626 (Metro) Fax:8:17-424-2890 Cel I : 817-909-0909 Emai l OJ2~/200$ C"'1 O ro Cb ~A in ~ ~~ R~vise~ ,~©ning ExhPbit '~ `~ a ~ ~ ~ _ ~ I Applicant's Request to Postpone From: Rob Ward Sent: Monday, October 13, 2008 12:26 PM To: Justin Bass Cc: Subject: Pool &Hall-Johnson zoning case City Staff and Council, We would like to formally request to postpone our zoning case and move it from the October 21st meeting to the November 5th meeting. We need additional time to develop and evaluate alternative scenarios to our plans based on the most recent feedback from the Council. Regards, Rob Ward Reward Development, LLC Location and Zoning Map 5807 5901 5804 5803 5802 =- 5805 2800 2404 2408 2500 5800 5803 AG _ a u~ m 2505 2507 N N N c4v 2509 Dlt~/Of Grapevine L_ 50 Site 5704 5700 2500 250 05 2505 2505 2569 5702 5 2504 / 5dU4 5700 ~~ 501 2503 5608 5805 5E00 5804 ~EEKS~ 5803 00 2402 2404 5802 2408 5800 5801 RE x,500 5508 5509 O1 2403 2407 2403 5508 5507 5505 5504 Q~ Y 00 2402 2404 2408 F,q_•R _700 2702 2704 2300 28 D2 2804 2308 280: 5503 5503 5500 5501 2703 2705 2407 2604 5500 2805 2807 2809 '2 O1 2403 2500 2502 2504 2508 2600 2802 2405 2408 5402 2700 2702 2800 2so2 PUDR 00 2402 2404 2408 2501 5408 5405 5408 5405 5400 2804 2709 2409 2703 2801 2800 2 8 D3 5403 2808 5404 5404 5403 5404 5310 5311 2805 J/, ~~• 401 2403 2405 403 ~ / LaDU ~~~CCC / 5402 5308 5309 28U7~`~ /1 5401 5402 5401 5308 •~ Future Land Use Plan _~ ,~ _, ~1 E ~ Site pity i~f ~ra~evine ~~~a Single Family Multi-Family _ ' Office Retail Institutional Industrial ~ ~ Roadway t .................. Utilities ~ Parks ~~ 7 Private Open Space Water Notification List OWNER NAME OWNER ADDR OWNER CITY OWNER STATE OWNER ZIP SITUS ADDR Highland Meadows Christian Ch 2600 Hall Johnson Rd Colleyville TX 76034 2600 Hall Johnson Rd Gray, Travis P Etux Kathleen 5801 N Ballantrae Dr Colleyville TX 76034 5801 N Ballantrae Dr Przano, Anthony P Etux D Dawan 2509 Ballantrae Dr Colleyville TX 76034 2509 Ballantrae Dr Pennington, David F Etux Marie 2516 Hall Johnson Rd Colleyville TX 76034 2516 Hall Johnson Rd Colleyville, City Of 100 Main St Colleyville TX 76034 Pool Rd Baca, Richard Jr Etux Patricia 4509 Stafford Dr Colleyville TX 76034 5700 Pool Rd Cohen, Allison & A F Wullaert 2502 Kings Ct Colleyville TX 76034 2502 Kings Ct Pearson, Patrick L & Celestine 2500 Kings Ct Colleyville TX 76034 2500 Kings Ct Lucart, Sean T Etux Linda A 2504 Kings Ct Colleyville TX 76034 2504 Kings Ct Baca, Richard Jr & Patricia J 4509 Stafford Dr Colleyville TX 76034 5604 Pool Rd Thompson, Dwight E Etux Beth L 2503 Kings Ct Colleyville TX 76034 2503 Kings Ct Yin, Hai-Kuang Etux Nanyi 2501 Kings Ct Colleyville TX 76034 2501 Kings Ct Sanders, Billie Joyce 5500 Pool Rd Colleyville TX 76034 5600 Pool Rd Henderson, Gary R Etux Julie 5605 Winding Trl Colleyville TX 76034 5605 Winding Tr Intfen, Christopher Etux Marga 5603 Winding Trl Colleyville TX 76034 5603 Winding Tr Sanders, Billie Joyce 5500 Pool Rd Colleyville TX 76034 5500 Pool Rd Levasseur, William Etux Leah J 5601 Winding Trl Colleyville TX 76034 5601 Winding Tr Wampler, Bill J Etux Mimi M 5509 Winding Trl Colleyville TX 76034 5509 Winding Tr Dozier, Charles Etux Mickie 5505 Dusty Ct Colleyville TX 76034 5505 Dusty Ct Head, Patricia D 5507 Dusty Ct Colleyville TX 76034 5507 Dusty Ct Molina, Oscar Etux Claudia 5486 Pool Rd Colleyville TX 76034 5486 Pool Rd Irion, Robert Etux Leeann 5503 Dusty Ct Colleyville TX 76034 5503 Dusty Ct Austin, Don Etux Mary B 2700 Summertree Ln Colleyville TX 76034 2700 Summertree Ln Lynch, George C Etux Laurel 2702 Summertree Ln Colleyville TX 76034 2702 Summertree Ln Trinity River Authority Of Tx PO Box 60 Arlington TX 76004 Pool Rd Humiston, Mark M Etux Beverly 5501 Dusty Ct Colleyville TX 76034 5501 Dusty Ct 1130 N. Carroll Ave. Young, Curtis, applicant Suite 200 Southlake TX 76092 applicant Arbor Estates HOA 5506 Sycamore Dr. 2705 Summertree Colleyville TX 76034 courtesy notice Summertree HOA Ln. Colleyville TX 76034 courtesy notice Public hearing notices were mailed on Monday, Aug. 11, 2008 by Amy Shelley. Signature Amv Shelle Letters of Opposition From: Doug Harpe Sent: Friday, Augus , '- To: Amy Shelley Subject: Z-08-018 I've reviewed some of the details about the planned zoning change at Pool and Hall Johnson as outlined in the P&Z packet documentation available on the Colleyville website for P&Z case Z-08-018. I believe that the population density of the plan is way too high for this area. We are still waiting to see what the traffic results will be from the development of the old "plant shed" area along Hall Johnson. I also believe that a formal traffic study is required based on the proposed population density. Also the addition of Professional Office buildings (especially if used for Medical) at that corner is, in my opinion, a really bad idea. The population density proposed will be more like some of the areas in grapevine and Euless and I really don't want to drive past that every day to get to my home, not did I plan on that density when I purchased my home in Colleyville. I believe the net effect of this development will lower property values in our community and more specifically lower property values for me personally. I am outside the 200 ft notification area but am within a 500 ft notification area. Please consider this my official opposition to Zoning Case Z-08-018. Thanks for your time, Doug Harper 2405 Whitehaven St. N. Colleyville, TX 76034 817-329-5999 P.S. The Highland Meadows Homeowners Association was not on the notification list even though we have properties affected by this proposed change. 1 Amy Shelley From: Sent: Monday, August 25, 2008 6:48 AM To: Ron Ruthven; Amy Shelley Subject: My Address included[Fwd: Zoning Case # Z-08-018] >From: __ >Date: 2008/08/18 Mon AM 10:41:10 CDT >To: shelleya@ci.colleyville.tx.us >Subject: Zoning Case # Z-08-018 >Commission, >I would like to once again oppose any type of "Planned Unit Development" at this location. The zoning exhibit seems more like an apartment complex. Most of my homes living area and windows face toward the location in your notice. I am sure my property value would suffer and it would not be as appealing to prospective home buyers as a result. >Thank you, >Anthony Przano 2509 Ballantrae Drive Colleyville, TX 76034 Page 1 of 1 Amy Shelley From: Glenn Holt Sent: Saturday, August 23, 2008 3:44 PM To: Amy Shelley Subject: Zoning Case Z-08-018 I am opposed to the medical buildings being proposed. Glenn Holt 6400 Kenshire Ct. Highland Meadows. 8/25/2008 Aug. 22, 2008 Honorable Members Planning and Zoning Commission City of Colleyville, Texas 100 Main Street Colleyville, TX 76034 RE: Rezoning Request for 5500, 5600, 5604 & 5700 Pool Road Wildwood Estates Addition Dear Members, We, the Undersigned, residents of Colleyville living within 200 feet of the request, would like to express our deepest concern and oppose the proposal with regard to the above referenced rezoning request for the following obvious reasons: 1. The proposed change is not the best use of the property; 2. It will greatly impact home values in a negative way in the surrounding area and overall property values of the City, 3. In light of current status of economy and unstable housing market, and similar developments in the close proximity, the proposed development appears to be risky and unlikely to be successful, leaving another valuable Colleyville land wasted/abandoned. 4. Keeping referenced properties zoned as is, single Residential Estate, will preserve the environmental conformity of the surrounding area and the rustic, family oriented community reputation by which Colleyville is known. Please accept this letter as our opposition and protest to the proposed request. Your considerations are sincerely appreciated. Respectfully, Frank Yin and wife Agnes Yin 2501 Kings Court Colleyville, TX 76034 Page 1 of 1 Amy Shelley From: Pat Gray Sent: Monday, August 25, 2008 8:50 AM To: Amy Shelley Cc: ruthvenr@colleyville.tx.us Subject: Zoning case number Z-08-018 Please consider this email as written protest to the proposed zoning change of property located at 5500-5700 Pool Road (Lots 1A, 2, 3, and 4, Block 1, Wildwood Estates Addition. The subject properties current zoning is RE -Residential Real Estate and requested zoning is PUDR -Planned Unit Development Residential. My property is located at 5801 North Ballantrae Dr. and is within 200 feet of the subject property. I believe that this zoning change and proposed development will adversely affect the quiet enjoyment of my property and unnecessarily increase traffic levels in the area. T. Patrick Gray Executive Vice President TIB -The Independent BankersBank 972-650-6060 (Direct) 972-541-2211 (Fax) This message and any files transmitted with it are proprietary and confidential.They are intended solely for the use of the individual or entity to whom they are addressed. If the reader of this message is not the intended recipient, please notify the sender immediately and delete this message. Distribution or copying of this message is prohibited. 8/25/2008 September 25, 2008 Ron Ruthven, Community Development Coordinator 100 Main Street Colleyville, TX76034 Re: Re-zoning request for Pool Road /Hall Johnson; Addresses 5500, 5604, and 5700 Pool Road Planning and Zoning Committee Members: The home owners of Oak Creek Estates are strongly opposed to the PUD request to develop the above referenced acreage. This particular development plan would have a great negative impact of olu neighborhood. We do not want to live by a "transitional neighborhood" with zero lot patio homes and commercial buildings. Why should we want our homes to go down in value? This developer's plan is way too dense for the ten and a half acre parcel. There is no additional green space, except what is required for retention ponds and the run off drainage. The thirty-two homes and three commercial buildings would add about two hundred cars to the heavy congestion at the intersection of Pool Road and Hall Johnson. This is a bad plan for our neighborhood and for the other residents in Colleyville. Vote no to this zoning change and stop this developer from ruining Colleyville. The Residents of Oak Creek Estate f ~ :, ~~~ . ~~ ~~ ~3~ ..~ ~~ ~~- ~- ~- .~ .._ ~,` a ~~~~ Per .......~....~ September 25, 2008 ,~ ~ ~ "P ~° {' '~ '' _.: T )r ,~q yq ~ ~ ~~ 1 E ,~ . .-- ~/ P ,, ,; ~- ~;° ~~! r ~~. ~`.~ ~ , ~ .5:~` Page Two f ~ ~ F 7 l3 ~~ x ~~ Amy Shelley From: Sent: Monday, August 18, 200810:41 AM To: Amy Shelley Subject: Zoning Case # Z-08-018 Commission, I would like to once again oppose any type of "Planned Unit Development" at this location. Most of my homes living area and windows face toward the location in your notice. I am sure my property value would suffer and it would not be as appealing to prospective home buyers as a result. Thank you, Anthony Przano MACILEY REAL ESTATE TRUST 2800 Glade Road Colleyville, TX 76034 City of Colleyville August 19, 2008 Planning & Zoning Commission 100 Main Street Colleyville, Texas 76034 Dear Members, This letter is in response to the sign placed on the corner of the property on the southwest corner of Hall-Johnson and Pool Road requesting a zoning change. Maciley Real Estate Trust is a Trust that has purchased several properties in Colleyville, including 5810 Pool Road and 2800 Glade Road. We object to the proposed "condos" and commercial office space that have been presented by a developer in anon-transitional area. The City of Colleyville should stay focused on zoning approvals that are going to increase our tax base for the City, not just for the sake of development. The Trust has been purchasing properties in Colleyville in hopes that the City would be interested in larger estate property developments. If the City of Colleyville continues to make approvals, like the Heritage Development, then Maciley Real Estate Trust cannot support buying real estate in Colleyville as the City is not interested in increasing property values. Regards, Maciley Real Estate Trust ~t'~zu~ll, T~ Russell GTroy -Trustee Page 1 of 1 Amy Shelley From; Kevin Kline Sent: Tuesday, August 26, 2008 4:07 PM To: Amy Shelley Subject: Protest Against Zoning Case Z-OS-018 Amy- Please register this as our written notification of protest against the zoning change request listed below. We are not able to attend any of the upcoming meetings but we are very much against this request to allow for 3.67 homes/acre on this site. Colleyville is nice because we have always required .5 acre/home lot. Zoning Case Number: Z-08-018 Applicant: Curtis Young Location: 5500-5700 Pool Road Property Description: Lots 1A, 2, 3 and 4, Block 1, Wildwood Estates Addition Present Zoning: RE-Residential Estate Requested Zoning: PUDR-Planned Unit Development Residential Thank you very much - Kevin & Megan Kline 2200 Welsh Circle Colleyville, TX 76034 8/26/2008 Page 1 of 1 Amy Shelley From: Gaye Wimmer Sent: Tuesday, September 16, 2008 1:58 PM To: Amy Shelley Subject: Fw: City Council Meeting 9/16/2008 ----- Forwarded Message ---- From: Gaye Wimmer To: shelley@ci.colleyville.tx.us Sent: Tuesday, September 16, 2008 1:38:08 PM Subject: City Council Meeting 9/16/2008 City of Colleyville Council Members: My husband and I can not be at the public hearing tonight regarding the zoning changes for the corner of Hall Johnson and Pool Road. Unexpectedly my husband had to travel to Washington DC and I have to take care of our two small children. This does not mean that we are not very concern about the impact of the proposed development would have on our lives and neighborhood. I have met with Mr. Ward and Mr. Young three times, and have come to the conclusion that the proposed thirty- eighthouses and three commercial buildings is too dense for this neighborhood. Traffic on this corner is hideous in the morning because all of the parents dropping their kids offat three different schools along Pool Road. The flow of traffic is slowed by the twenty mile an hour speed limit, 7:30 am til 8:30 am, and then again from 2:30pm til 3:30pm. The city planner, Mr. Ruthven estimated just over 500 added trips per day to this intersection. I believe that this is a gross under estimation because Mr. Ward has included doctor offices for tenants. [think general traffic standards the city uses to evaluate this intersection is not sufficient to determine the impact of the traffic from this development. With the twenty a mile speed limit, coupled with people commuting to work and dropping their kids off at school, there needs to be a more detailed traff+c study done. Mr. Ward is using the water overflow wash for the mandatory twenty-five percent green space the city requires for PUD zoning. I don't think this should be allowed. It is bad enough have the zero lot lines, but then to not have any green space were dogs and kids can play. A drainage wash is a dangerous place for kids to play. The last issue that troubles me the most, is the water drainage itself. There is going to be seven to eight acres of building and asphalt in this development. What precautions have been taken to assure that the proposed drainage is sufficient? Mr. Duffy of the Planning and Zoning Committee ask for the engineering study during their meeting and there was not one. He was disturbed by this and so am I. [think the city needs reevaluate the need to have environmental impact study before the zoning is change. If you don't get this one right, flooding could effect three other developments. The big issues I hope you consider for the existing neighbors is the effect of the value of our homes and quality of our lives. I believe that Mr. Ward's development would have a negative impact on both. Sincerely, Martin and Gaye Wimmer 5700 Winding Trail Colleyville, TX 76034 9/16/2008 Page ] of 1 Amy Shelley From: Sean T. Lucart _ Sent: Tuesday, September 30, 2008 8:51 PM To: Amy Shelley Subject: NO to the CATALONIA DEV. Oak Creek neighbors are opposed to the Catalonia Development. It is dense and congested. This development is not consistent with our homes and would be detrimental to our neighborhood if it was constructed. Mr. R.E.WARD is looking for his own benefit and we would suffer as a result of this busy busy intersection. I am strongly opposed to this project. Sincerely, Linda Lucart 2504 Kings Court 1 0/1/2008 From: Sean T. Lucart Sent: Tuesday, September 30, 2008 8:47 PM To: Justin Bass Subject: Disapproval of Catalonia Project Attn: Justin Bass Mr. Bass, I want you to be aware that I am opposed to the Catalonia building project. This project brings severe congestion to our neighborhood and is extremely dense. There would be 4-5 small and expensive homes positioned along my personal back fence. I would like to see this building project totally aborted. The office buildings would also create a hectic pace for our tranquil and calm neighborhood. This is not good for Colleyville. My neighbors are a{so in agreement about the negative outcome of such a dense and congested housing development. We are opposed. Sincerely, Linda Lucart {2504 Kings Court, Colleyville) September z9, zoo8 Attention: Colleyville City Council Members C~C~~~ t1~C5 D 0CT ~ 1. ?Oii8 CITY SECRETARY'S RE: Property located at Pool Road &Hall-Johnson Proposed Catatonia Subdivision Dear Council Members: My family has been a resident at z5o4 Kings Courtin the Oak Creek Subdivision for ~3+ years. We have enjoyed the spacious housing developments in Colleyville as they provide a calm, peaceful and tranquil setting to live and raise a family. As you know, Mr. R.E.Ward wants to change the peaceful setting in which we now reside. His idea of cramming house upon house together in a small subdivision is not compatible and does not comply with the peaceful conditions of Colleyville. He even wants to include some busy offices on the borders to only increase the hectic pace of city living to make our living environment unbearable and congested. He does not have Colleyville residents' best interests, only those of his bank account. I cannot stand by and allow such a subdivision to be approved. It is unreasonable to expect us to now have to have four maybe five small expensive homes line up to our/my back fence and change the landscape of peaceful Colleyville forever. I am in protest of this project and would appreciate your wise consideration regarding this matter. ~. - tt ~ If If you would like to contact me by phone, you can reach me at (817) 545-3556- Thank you for your hard work and 1 trust you will be prudent and wise in this matter as you have demonstrated in the past. ~.~~- Linda A. Lucart Resident, Oak Creek Estates (z5o4 Kings Court, Colleyville, TX) Sincerely, ,,,, ~ G~-~ ~!~C. Page 1 of 1 Letter of Support Amy Shelley From: Mark Humiston Sent: Monday, September 01, 2008 10:16 PM To: Justin Bass; Amy Shelley Cc: 'Rob Ward' Subject: Colleyville Zoning Request at 5500 Pool road Ms. Shelly & Mr. Bass; Regarding the proposed zoning change for the 4 parcels at the Southeast corner of Hall-Johnson and Pool roads: Previously, I had signed my name to a petition opposed to the zoning of the parcels from current RA to PUD. I have given further thought about the proposed zoning change and possible future developments, and at this time wish to change my position. Please REMOVE my name from the opposition petition. At this time I do no wish to go on public record as opposed to the zoning change request. Mark Humiston 5501 Dusty Ct. Colleyville, TX 76034 (H)817-545-8019 (M) 817-681-8019 9/2/2008 Statement of Planning Objectives Cdtdlonid CoC(eyviCCe, Texas Statement of Planning Objectives: Catalonia is a proposed mixed-use development by PHJ Equity Partners, LLC ("Developer") utilizing the City of Colleyville's Planned Unit Development (PUD) regulations. The entire property consists of 10.4 acres located on the Southwest corner of Pool Road and Hall-Johnson Road ("Property"). The Property is currently zoned Single Family `Estate' Residential and is occupied by one residential home facing Pool Road on the southern portion of the Property at 5500 Pool Road.. The Future Landuse map currently has the Property designated for future Single Family Residential. The Property is surrounded by a variety of different land uses and zoning. The Property is adjacent to Oak Creek Estates along the entire West boundary line. Along the South boundary line is one estate home with an existing creek serving as a natural buffer between the two tracts. Compass Christian Church is adjacent to the North boundary line of the Property immediately across Hall-Johnson Road. Finally, the Property is adjacent to the City of Grapevine along the East boundary line. Currently, a television station and a day caze facility occupy the commercially zoned property within the City of Grapevine to the East immediately across Pool Road. The Grapevine commercial property (television station) is currently for sale and has sufficient space to add another commercial building in the future if desired. The Property currently consists of four (4) different tracts owned by two different owners. In addition, the Property is part of a defined subdivision known as Wildwood Estates which includes the estate home previously mentioned on a fifth parcel of land along the South boundary line which is not part of the proposed development plans. The subdivision of Wildwood Estates includes an existing set of deed restrictions that effectively limits any further dividing of lots within the subdivision among other restrictions. However, the Developer has obtained exclusive approval from all property owners (unanimous consent) within the subdivision to remove the deed restrictions at the time of purchasing and closing on the Property. The Property is located on the Eastern-most boundary of Colleyville providing a unique opportunity to brand the Southwest corner of Hall-Johnson and Pool as a distinct entrance to Colleyville. Catalonia includes a combination of landscaping/greenbelts, distinct signage, and architectural elements that will ultimately serve as an unmistakable landmark and recognizable entrance to Colleyville. In addition to uniquely branding the entrance to Colleyville, Catalonia will serve as a logical transition into the existing residential neighborhoods of Colleyville. The proposed plan for Catalonia includes luxury office space on the corner of Hall-Johnson and Pool transitioning to single-family residential on the South and West portions of the development. As proposed, Catalonia consists of 31 residential single family lots and 3 commercial lots with additional open space throughout the development. The commercial portion of Catalonia is d"i L., ~ YV~r ~ ' ~} accessed off of Pool Road, while the residential portion provides access to both Pool Road and Hall-Johnson Road by utilizing a single street to make the connection. The proposed design of Catalonia utilizes the natural features of the Property to create an environment ideal for a sense of community and casual recreation. Catalonia preserves the natural creek that runs through the Property by designing the residential in a manner that will leave the creek and surrounding area undisturbed. In addition, the design of Catalonia preserves select native trees by maintaining natural grades wherever possible in dedicated open spaces. Catalonia also provides a dedicated landscape buffer along the Western boundary ranging from ten (10) to twenty (20) feet in width providing a more effective transition into the existing residential homes in Oak Creek Estates. Finally, Catalonia will utilize select detention areas as constant-level water features primarily between the residential and commercial portions of the development and as an entry feature to the single family homes. Catalonia is designed to serve as a distinctive entry to Colleyville that will ultimately add economic value to the City and the surrounding areas similaz to our previous developments in Colleyville such as Rockrimmon, The Fountains, and Copperglen. Proposed Ownership: Catalonia as proposed will contain public streets and be managed by a homeowners association (HOA) for the residential portion of the development and a property owners association (POA) for the commercial portion. All common areas, residential front yards, and commercial landscaping will be maintained by the two associations. Development Schedule: Development of both the commercial and residential portions of Catalonia will commence after the approval of a final plat and will be constructed in a single phase. Construction of both homes and office buildings within Catalonia will begin after acceptance and approval by the City of Colleyville. Economic Development Information: Catalonia will have a total of thirty-one (31) homes and three (3} office buildings. The residential homes will have an average value of $600,000 and the office buildings will have an average value of $1,200,000 resulting in an overall taxable value in excess of $22,000,000. Assuming the current tax rates of the City and the Grapevine-Colleyville 1SD, Catalonia would generate an estimated $362,000 of taxes annually with approximately $78,000 going directly to the City of Colleyville each year after construction is complete. Development Standards Summary: ^ 2500 SF minimum or approval required ^ 15' front setback unless otherwise approved, 10' to 20' rear setback depending on specific lots and proximity to landscape buffer, 7' & 3' side setbacks ^ 80% of exterior will consist of masonry materials ^ No artificial stone or synthetic materials ^ Woad, wood clad, or vinyl clad windows with a simulated divided light or external grid pattern only on all windows visible from the street. No aluminum windows. Windows not visible from the street can be vinyl with a brick mold surround ^ Minimum roof pitch shall be 10 ft. of rise to 12 ft. of run anywhere ^ Visibility of all stacks and vents from street must be minimized ^ Roof materials and color require sample panel approval ^ All chimneys must be brick or stone ^ All gazage doors must face side lot line and be wood clad "coach" variety; Front-facing garages will be approved on an individual basis ^ 8ft tall front entry doors ^ At least 80% of roof plate must be l Oft or higher ^ Al] mechanical equipment must be placed in 7ft side yard and screened from public view or placed on 2"d floor mechanical deck ^ Driveway placement, dimensions, and material must be approved prior to construction; Driveway material must incorporate the use of enhanced paving or masonry accents and obtain approval prior to construction • Public sidewalks, where required, must be Sft wide and run uninterrupted 4 % ft from the back of the curb and parallel with the back of the curb ^ Fencing: All fencing along rear lot lines and between lots must be 8ft cedar with cap and placement approved prior to construction; Approved wrought iron only on street-visible fences and adjacent to open space. ^ All retaining walls require approval prior to construction ^ Landscape plan must be approved prior to installation Traffic Impact Analysis: The Developer is requesting a waiver from the requirement to conduct a traffic impact analysis due to the fact that Catalonia is estimated to generate less than 1000 trips per day. Neighborhood Letter ,4... ~ MASTER.. PLANNING ,URBAN DESIGN ARC_H_1_TECTURE LANDSCAPE ARCH]TECTURE SAGE GROUP, INC. August 14, 2008 Mr. & Mrs. Sean Lucart Mr. & Mrs. Andre Wullaert Mr. Mark Humiston Residents of Oak Creek Estates Colleyville, Texas 76034 Re: Catalonia Ladies and Gentlemen: Thank you for your ongoing help and efforts, and willingness to work with us to cI•eate a high quality development on the currently vacant property at the southwest corner of Hall-Johnson at Pool Road. While we understand that homeowners would often prefer adjacent properties to remain undeveloped, when development does occur it is our aim to create a plan that will be acceptable and beneficial to all of our surrounding neighbors. Therefore, pursuant to the agreements reached and finalized at our meeting last night, I would like to formally list the items discussed, indicating the commitments the developer is willing to make to address your concerns, and your acceptance. These items address proposed requirements to be placed upon all the future lots backing up to your existing homes in Oak Creek, as well as a couple of special requirements to address the unique conditions present along the rear of the Lucart and Wullaert properties. Should you confirm your agreement, we will voluntarily ask that these items be added to our PUD-R zoning application, and should this zoning be granted as proposed, they would all be requirements of that zoning, enforceable by the city. Specifically, the agreed upon requirements are as follows: 1. A minimum 20' Building Setback/ Landscape Buffer along the rear of all future lots adjacent to Oak Creek Estates (Adjacent Lots). 2. Two 3" caliper evergreen shade trees, with an approximate minimum height of 14' shall be installed in the rear yards of all Adjacent Lots, within 10' of the common property line. 3. Along the rear common property line of the Adjacent Lots, and in coordination and agreement with each of the neighboring homeowners, either the existing fence will be retained or new cedar fencing with metal posts, a board face and a solid wood cap shall be installed prior to the construction of the new homes. A new fence shall be installed with the "finished" side toward the yards of the Oak Creek neighbors. Such fencing will be a minimum height of 8', measured from the existing grade along the property line, except along the rear of the Lucart and Wullaert properties, where a greater grade-change diffexential requires a 10' minimum height fence to achieve a similar screening. 1130 N, CARROLL AVENUE ~ SUITE 200 SOUTHLAKE, TEXAS 76092 TEL 817.424.2626 fAX 817.424.2890 4. No rear (West) facing, transparent "view" windows shall be installed on the second story of any home built within the Adjacent Lots. Transparent "clerestory' windows (minimum height of 8' from the floor of such second story) or non-transparent windows (e.g. a frosted window, allowing light in but not a view out) below the S' height would be allowable. There would be no restriction to windows on the first floor. 5. The three most northern of the Adjacent Lots (those closest to Hall-Johnson Road) shall be restricted to one-story only. Two story homes shall be allowable on all other lots. It is our hope that this letter clearly states our mutual agreement and intentions to continue to work together in creating a wonderful development for this area of Colleyville. We would appreciate a confirmation back indicating your acceptance to these conditions. Thank you. Sincerely, 8J Curtis W. Young AIA On behalf of REWARD DEVELOPMENT, L1.,C, developer F~~G~?.~~CJ P~~~ ........w~ks~ Small Lot Development Comparison Subdivision Lots Min. Width Min. Depth Min. Size Ave. Size Densi Acres Open Space Approval Date Villas of Caldwell Creek 43 59 115 6594 7,408 3.7 dua 11.6 18.3% 4.1.97 Bridges at Riverwalk 32 56 106 6001 6,479 3.0 dua 10.0 24.0% 12.21.99 Riverwalk at Colleyville 53 60 115 6331 7,666 3.2 dua 20.0 20.0% 4.4.00 Rosewood Villas 53 59 110 6482 6,899 3.6 dua 14.8 21.4% 8.8.01 Emerald Park 72 60 120 7200 7,508 3.5 dua 20.2 19.6% 10.1.02 Tiffany Park 25 60 100 7200 7,580 3.5 dua 7.2 20.0% 10.21.03 Tuscan 35 60 110 6600 7,878 3.9 dua 8.8 6.6% 2.17.04 Cambridge Park 38 50 58 4500 5,300 4.2 dua 9.0 22.0% 7.6.04 Copperglen 22 55 105 5924 6,650 3.9 dua 5.6 20.0% 10.17.06 Spring Gardens Townhomes 45 36 70 2520 2,700 8.0 dua 5.4 31.3% 12.17.96 Heritage Oaks Townhomes 124 30 90 2700 2,787 5.5 dua 22.9 25.0% 03.21.06 Villas at Oak Pointe -Single Family Detached 49 56 95 6440 7,226 3.6 dua 13.6 22.0% 08.02.06 Villas at Oak Pointe -Townhomes 25 30 90 2700 2,850 4.2 dua 6.2 22.0% 08.02.06 Villas of Colle ville 67 59 115 6655 8,936 3.4 dua 19.8 21.0% 08.21.07 Enclave at Arbor Estates 16 65 120 8700 9,350 2.9 dua 5.6 19.3% 09.18.07 Creekside at Colle ville 269 50 105 5000 7,257 2.4 dua 108.5 20.0% 11.27.07 Somerset Manor 67 50 & 60 100 & 110 5000 5,500 & 7,200 3.67 dua 18.2 20.3% 05.06.08 Permits Issued as of 8.79.2008 Subdivision Lots Permits Villas at Caldwell Creek 43 41 Bridges at Riverwalk 32 32 Rivervvalk at Colleyville 53 53 Rosewood Villas 53 53 Emerald Park 72 72 Tiffany Park 25 25 Tuscany 35 32 Cambridge Place 38 10 Copperglen 22 2 Origli~nal Zoning Exhibit ~i€;iji I~ ;ff ;f~ i ;~ ip°o ~~~~YP~,~~~ ~ ~~ ~P N.iNm vl NN p ~ O ~ d ~ , , ~< i t.~~~il I~~Fi~ i~l ~~i E~ ;~ ~~ ~~~8~n ~~~~P~~s ~ ~ ~ ~~~ :~ a `~~la~y jliEl j;i ie~{Mi3 ~`• ~ $; _ ~~ ~~ °' lou o0 ~5~~~~91~ i(lijar~zj~i~~l~lili ~~ ~ a°C~~~ ° ,`3 ~ o~N ;•Ij t I} ~ t t i~t++ 1 1~~ `~~ it i~ l~ t~ ~it~ a~i Iq ~ y ~~ ~~ ~' d II ~'alj! ~'~ ~i~tt 3 ~ ~1!~~v !~ i e ' a i (E I6 ~ .$ °u~ t 1 f a y i 4q f pp 1 y j ~ 4 ~ Btlt~lt~]lite~ ~tiillu~{~~ [~atil ~il [t} ~t~~: llft ~ ~ » oC ~ ~ ~ o ~ a ~ S 8 ' rb o ~ ~ 3i g __ ~ - -'-~~ ~ E' ~ ~~ ~~1 ~ ~ r' x , ~ ~~~ - - r, r ~ - -i ~ i~ ~~ - - -,, - -- Y ~ ~ ,. }~ ~ - _ _ __ 1 ~ ~ ~ ~ ~ 1 n • ~ . .~ ~ t '~ E -, ~~ ' ~'~ s , .. ~d ~ , i : ~ ~ `~ ~ ' y ~) c ~"` ,, ~ ~ _ ;~ ~ X ~ ~ ~. ~ ~ ~ -.r ~ r roro t GG f ' ,-,. _, 1 ~ „'I ~` ~ ' W 1 / / \ ~ ~j ~ ~ ~O - = $ ~! i ~~\ ~ Y i , ! ~ ~ ~ ~~ ~, ~ ~y ~ ~ -_ ~ _,~ ~~ a ~ , ~ r ~ r,--- _ - t ~! ~ ~ i ~ .- f _ _ .~-..---~ I I I ~ ~ ~ ~ t I I 1 ~ - -, ~ I ti ~ I I ~ .~ ~ .~ ~ U .~a~~^^~~ i~apn ~~~ yy~ pp ie`~~ ~~ ~ ~~~ ~'~ ~~~ ~~~~ ~~~~~ ~~~~ ~~~~~~ @~ggY rd~F~ ~~~~~ ,~$, ~~~~ ~~~~~ ~~~~~ ~~ ~~~~ ~~ ~~ ~ d Ey~ ai (.~ gg~~; ~rw` ~5.~ s ORDINANCE 0-08-1696 AN ORDINANCE AMENDING THE ZONING ORDINANCE OF THE CITY OF COLLEYVILLE, TEXAS, BY AMENDING THE OFFICIAL ZONING MAP AND CHANGING THE ZONING OF APPROXIMATELY 10.4 ACRES ON LOTS 1A, 2, 3, AND 4, BLOCK 1 OF THE WILDWOOD ESTATES ADDITION, FROM THE RE- SINGLE FAMILY ESTATE RESIDENTIAL ZONING DISTRICT TO THE PUDR- PLANNED UNIT DEVELOPMENT RESIDENTIAL ZONING DISTRICT; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR INJUNCTIVE RELIEF; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A PENALTY OF FINE NOT TO EXCEED THE SUM OF TWO THOUSAND DOLLARS ($2,000.00) FOR EACH OFFENSE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of Colleyville has received an application for a rezoning under Case No. Z-08-018; and WHEREAS, the City of Colleyville deems it necessary, for the purpose of promoting the health, safety, morals, or general welfare of the City to enact a new zoning ordinance; and WHEREAS, the City Council has appointed a Planning and Zoning Commission to recommend the boundaries of the various original zoning districts and appropriate regulations be enforced therein and to recommend a new zoning ordinance; and WHEREAS, the Planning and Zoning Commission has divided the City into districts and has prepared regulations pertaining to such districts in accordance with a comprehensive plan, designed to lessen congestion in the streets; to secure safety from fire, panic, and other dangers; to promote health, general welfare; to provide adequate light and air; to prevent the overcrowding of land; to avoid undue concentration of population; to facilitate the adequate provision of transportation, water, sewerage, schools, parks and other public requirements; and WHEREAS, the Planning and Zoning Commission, has given reasonable consideration to, among other things, the character of the districts and their peculiar suitability for particular uses, with a view to conserving the value of buildings and encouraging the most appropriate use of land throughout the City; and WHEREAS, the Planning and Zoning Commission of the City of Colleyville and the City of Colleyville City Council, in compliance with the Charter of the City of Colleyville, and State Law with reference to changes to zoning classifications under the Zoning Ordinance Regulations and Zoning Map, having given the requisite notices by publication and otherwise, and after holding due hearings and affording a full and fair hearing to all the Ordinance 0-08-1696 Page 2 of 6 property owners generally, and to the persons interested and situated in the affected area and in the vicinity thereof, the governing body of the City of Colleyville is of the opinion that said change in zoning should be made. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT all the foregoing premises and findings are found to be true and correct and are incorporated into the body of this ordinance as if copied in their entirety. Sec. 2. THAT the Comprehensive Zoning Ordinance of the City of Colleyville, Texas, be, and the same is hereby amended by changing the zoning of approximately 10.4 acres on Lot 1A, 2, 3, and 4, Block 1 of the Wildwood Estates Addition, from the RE-Single Family "Estate" Residential zoning district to the PUDR-Planned Unit Development Residential zoning district, as depicted on Exhibit "A" and described in Exhibit "C". Sec. 3. THAT the Official Zoning Map of the City of Colleyville be amended to incorporate the zoning change approved herein. Sec. 4. THAT the above described tract of land shall be subject to the following conditions: 1. GENERAL a. The purpose of this PUDR is for a single-family residential development of detached dwelling units, constructed at a gross maximum density of 3.5 dwelling units per acre and three commercial lots. b. Any buildings constructed on the commercial lots shall meet all requirements for new commercial construction in the Land Development Code, except where amended herein. c. This property is subject to all the regulations contained in the Colleyville Land Development Code, except where amended by this ordinance. Ordinance 0-08-1696 Page 3 of 6 2. CONCEPTUAL PLAN AND PLATTING a. The subdivision shall be generally consistent with Exhibit "B", which shall not be considered the preliminary plat. The actual street and lot arrangement may differ from that shown on Exhibit "B" to accommodate topographic, drainage or other conditions. b. The developer shall submit and receive approval from the City, a Preliminary and Final Plat, approved as a single phase, in accordance with the requirements of the Land Development Code prior to development of this PUDR. 3. PERMITTED USES a. Single-family residences, detached b. Common open space areas c. All uses permitted in the CPO-Professional Office Commercial zoning district, with the inclusion of physician, dentist, optometrist, and chiropractic uses, only on the property designated as commercial on Exhibit "B". 4. RESIDENTIAL LOT REQUIREMENTS AND SETBACKS Residential lot requirements and setbacks shall comply with the following provisions. Building line setbacks established by Exhibit "B", shall control where such building line setback is different from the following requirements: a. Minimum Lot Size b. Minimum Lot Depth c. Minimum Lot Width d. Front Building Line e. Side Building Line f. Minimum Building Separation g. Side Building Line Along Street h. Rear Building Line 6,400 square feet 115 feet 56 feet at building line 15 feet 3 and 7 feet 10 feet 10 feet 10 feet, 25 feet for lots that back to the western edge of this development Ordinance 0-08-1696 Page 4 of 6 5. OPEN SPACE a. This development shall provide a minimum of 26.6% common open space, as shown on Exhibit "B", which shall be for the leisure and recreational use of the development's residents. The open space shall comply with the provisions contained in the Land Development Code. All open space areas shall be landscaped. b. Open space amenities shall include two benches to be located as shown in the attached Exhibit "B". c. Open space may be utilized for storm water retention not to exceed 25% of the common open space area. 6. PRIVATE SIDEWALKS AND STREETS a. Sidewalks along lot frontages shall be constructed by each homebuilder. All sidewalks shall be constructed in accordance with the requirements of the Land Development Code. b. The walking paths located within the open space areas shall be constructed of concrete. c. All street right-of-way and pavement widths shall meet the following requirements: the minimum right-of-way for streets shall be 50 feet and the minimum pavement width for street shall be 31 feet, measured from back of curb to back of curb. 7. SCREENING a. A minimum six (6) foot tall masonry fence shall be constructed along the northern residential lot boundaries adjacent to Hall Johnson Road and along the eastern residential lot boundaries adjacent to Pool Road, Lots 1 and 12, Block 1 and Lots 1 and 18, Block 2, as depicted in the attached Exhibit "B". b. A minimum eight (8) foot tall masonry panel fence shall be built along all rear residential property lines on Lots 1 through 12, Block 1, adjacent to the commercial lots as depicted in the attached Exhibit «B„ c. An eight (8) foot tall cedar board on board fence shall be built along the western property line of the development from Lot 6 to18, Block 2, as depicted in the attached Exhibit "B". Ordinance 0-08-1696 Page 5 of 6 d. A six (6) foot tall wrought iron fence shall be constructed along the rear property lines of Lots 1-5 and side property line of Lot 6, Block 2 and along the west property line of Lot 2 and south property of Lot 3, Block 2 as depicted in the attached Exhibit "B". $. OTHER a. Retention ponds shall include at least one aeration device per pond. b. The commercial properties, as depicted in the attached Exhibit "B", shall have a minimum front setback along Pool Road of 25 feet. c. The 25-foot rear setback along the properties adjacent to the Oak Creek subdivision shall include a minimum 25-foot landscape buffer. d. Two minimum 3-inch caliper evergreen trees, with a minimum height of 14 feet, shall be installed in the rear yards of all lots adjacent to the Oak Creek subdivision, within ten (10) feet of the common property line, prior to issuance of a building permit on the associated lots. e. Westward facing windows shall not be allowed on the second floor of any residence to be constructed on lots adjacent to the Oak Creek subdivision. Exception will be granted for transparent clerestory windows (minimum height of eight (8) feet from the floor of such second story) and non-transparent windows. f. The developer shall construct an entrance marker at the northeast corner of the development upon completion of an entry way and way finding study. The marker shall meet the design specifications as required by the entry way and way finding study. g. Exterior building materials shall be composed of a minimum of 80% masonry with no artificial stone or synthetic materials. All chimneys must be made of brick or stone. h. The minimum roof pitch shall be constructed at a 10:12 ratio. i. All mechanical equipment shall be screened from public view. j. Residential driveways shall incorporate the use of enhanced paving or masonry accents. Sec. 5. THAT the above described tract of land shall be used only in the manner and for the purposes provided by the Comprehensive Zoning Ordinance of the City of Colleyville as heretofore amended, and as amended herein. Ordinance 0-08-1696 Page 6 of 6 Sec. 6. THAT any person, firm or corporation violating any of the provisions or terms of this ordinance shall be subject to the same penalty as provided for in the Comprehensive Zoning Ordinance of the City of Colleyville, and upon conviction shall be punishable by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense. Sec. 7. THAT if any section, paragraph, subdivision, clause, phrase or provision of this ordinance shall be judged invalid or unconstitutional, the same shall not affect the validity of this ordinance as a whole or any portion thereof other than that portion so decided to be invalid or unconstitutional. Sec. 8. THAT in addition to and accumulative of all other penalties, the City shall have the right to seek injunctive relief for any and all violations of this ordinance. Sec. 9. THAT it has been found that there has been a change in conditions in the above described property, it is now necessary that it be given the above zoning classification in order to permit its proper development and in order to protect the public interest, comfort and general welfare, and requires that this ordinance shall take effect immediately from and after its passage. AND IT IS SO ORDERED. The first reading and public hearing being conducted on the day of 2008. The second reading and public hearing being conducted on the day of 2008. ATTEST: Cynthia Singleton, TRMC, CMC City Secretary CITY OF COLLEYVILLE David Kelly Mayor APPROVED AS TO FORM AND LEGALITY: Matthew C. G. Boyle City Attorney Exhibit "A" - Location and Zoning Map ~, 0 5800 2405 2407 2501 58 D7 1 5901 5804 5802 5805 5803 2600 2404 2406 2500 5800 5803 AG _ s W N ro N ~ m 2505 2507 v° °v ~ ~ 2509 C.It]/ Of N N N N N Grapevine 5D Site 5704 57u0 2500 250 25 D5 25 D5 2605 2509 2504 -~- - - ~ 5702 S S r, Ga 5760 2 501 2503 /~ 56 D5 Sr, GO 5604 REEKSI 5803 _~_ 2400 2402 2404 5602 2406 5600 5601 RE ~, ~r.~u 5508 5509 2401 2403 2407 2403 5506 5507 5505 5504 QU Y 2aeD zaD2 zaea 2ae6 .~~~ 7Dp z7D2 27Da z3w 2su2 2eD4 2a De 2303 z9DD 5503 5502 ~ `"' 5500 5501 __ J 2703 2705 2407 2804 5500 2805 2307 2309 2901 29 2401 2403 2500 2502 2504 2506 2800 2602 2405 2408 ~ 5402 2700 2702 2800 zeD2 PURR 2aeD 2aez 2aea 2a96 2501 5408 5405 5408 5x05 5400 2804 27 p9 2409 ~ 2703 2801 2E 00/ 28 D7 5403 > 2308 540a 5404 5403 5404 5310 5311 / 2a 05 9 2401 2403 2405 403 ~ 29 ~~~~~ 5308 6309 ( 280 ~ 902 ~\ 5402 54 D1 5402 5401 530P Exhibit "B" -Conceptual site Tian Exhibit "C" -Legal Description Calalc>nia ~ESCR~PTZOI~ O~~ PROPERTY: EiEING a lt).3yfi acre tract ol` land situated in the S.C,i~l. Witten Survey, .abstract No. f 7C~~, `Tarrant County, "Texas, said tract being a portion of that satire tract of land c;cynveyed to Richard Baca Jr. and Patricia l3<tca by deeds as recorded in Volume 7190, Page Safi and in Tarrant County Clerk's lnstrurnent Number (T.C.C.I.No.) U20S23f~7~8 of the geed Records of Tarrant County,. Texas tD.R.T.C.T.), said tract also being all of that same tract c>f land conveyed Billie .lnyce Sanders tntstee of The Billie Joyce Sanders Separate Property "T"rust'hy deed as recorded in T.C.C.1.No. IJ2060965(34 of the D.R.T.C.T., said tract also being all of the remaining portion ~~€' Leas 1 thru ~, I31t}ck 1, Wildwood Estates, being a^ addition to the City of Calleyvitlc, according to the plat thereof recorded in Valuerte 3&8-145, Page G7 of the Plat Records of Tarrant County, Texas (P,R.'I`.C:1".) said tract being herein. rnorc particularly described by n~tetes anei be~ttnds as ft~lltaws: BEGINI~L'r1G at a'lz" iron rod with nap stanipt;d "i~'IQAK" found at the southeast property comer of the saki Lc7t 4, said beginning point being the northeast property corner of Lot 5, Block 1, of the said Wildwood ]states, said beginning paint also being on the west. eight-af-way line: of Pool l~oaci, being <~ v4triablc; width right-of-wz~y; ~-HENC~~ S«uth !l)"20'46" West, along the south property line of the said l..at 4 and along the north praperfiy line of the said Lot S, 481.SS feet tee a ~Iz"' iron rod found at the southwest property corner of the saki Lnt 4, the northwest property corner of the said lot S and at the east property line of Block I, Oak Creek Estates, lacing an addition to the City of Colleyville according to the plat thereof rec:arded in Cabinet r'1, Slide ?58 of the P.Ii.T.C..T.; 'THEN~'.f~ l~torth 00~00'l0" West, aiong the west property lines of the sxtid l..ots 4 tlzru 1 and along the said east property line of Blcaek 1, Oak Creek Estates, 959.15 feet tta tiz' iron rod with cap stamped "SF'f)ONFR ,AND ~SSOCIA°T'ES" {'iz"C>!RS) set at the northwest property corner of the remainder of thc: said Block 1, Wildwood Estates, said point being an the sr}uth right-of-rvay lino of Hrsll-Johnson Road, ling a variable 1s~idth right-of ~,vay, 'C~l-IENCE ~'~lorth_ 59~26'3S" East, along the north property line ©f the said rc;naainder of 13lnck 1, Wildwood Estates and along the said south right.-caf-way tine raf Hall-Johnson road, 71,15 feet to a ~/z"C1RS; Exhibit "C" -Legal Description (continued) Tf-FENCE North 38C3~'Sf" East, continuing afoxtg the said property line and said right-uf- way line, 2r3').$8 feet to a 5/8'" iron. rod witkt cap stamped "CiC}RRU~3l7£7NA" foutYd for corner; `I'HFtCE South 4fi'fkf'~~9" East, continuing alc}ng the said property line and said right-of- way tine, f~Q.26 feet to a 518'" iron rod with cap st~trped "GORR(3NDONA" found dt tf~ie northeast property corner of the paid remainder ofBfock T, Vdildwood )/states, said point being on the said west. rigfrt-of-way line of Pool Road; THEtiCE South ~()°38'l8" East, along the east property Line of the ;paid rerraainder of I3iock 1, VVildwood Estates and along the said west right-of-way fine of Pool Road, 8bA.74 feet to thr; faint of t~eginning c«ntainng 10.~~C3fi acres (~52,8~7.2 Sq. ~'t.) of land rx~ore or less. Entry Exhibit a ~~~_ ?', =~ 4 ~' 1~~ ~, ~,1 x j ~ ~ rr-Y ~~; ~- ~,~ s, -~ ~ ~; :~ t ~ i'y~r ~' t .~. ~ ~~- ~ ~ w. T ~ .. ~ ~ V ~ ~, ~ s << i ~ i ~ _ ~ r"}+ ~ ~ ;~~ w-° ~ ~" ~~ ~ ... .K ~ .~ _ ._ ~ ~ 44 ~ , - 4 ~5 ~ ~~ 1 ~ `" -rr l n f ,~.. ~ '. ~" ~ ~ ~ ti r` j ~~•~ 0 ~^ # ~ Y a ~ J ie ~\ ~ /~ V _=~; ~ ~ Z a - Q z 3 ~ >z a, ~- ~ = w _ ,..~ o ~" ~ ~ N ~ W _ ` J W -~ W -~ ~' z.2 t '~~~ d _., o~ ~ +V ~ llJ ~ ~ ~ ~ ~"s; ~ ~ ~~ f ~~~ SPEAKER CARD Date: (( ~.S/D I will speak In Support of this item. I will speak In Opposition to this item. I do not wish to speak, but please record my Agenda Item Number: C~ti~r~`~ g. ^ Support ^ Opposition OrdinancelResolution Number: ©f ~ ~c ~vr~ f Name: ~oay ~`y3l-S Address: Z 3 ~ S /l~se~'//t-~~ City: Cd ~L `~ ~ lltf:~ f State: l ~ Zip Code: Telephone Number: ~'~ ~ S'¢.f' Z G ,S'~ ~ 7~03~ Representing: 5~~~-~R~~J~L' /'~/~ organization/self 1 understand 1 am limited to speaking for five minutes. .--- For business not listed on the agenda as a Public Hearing, City Council will not respond in accordance with the Texas Open Meeting Law, Chapter 551 of the Texas Local Government Code. Signed: 7 This information is a Public Record. ~. ,, City Hall ~. - r,py City of Colleyville 100 Main Street ~'" ' Colleyville, Texas 76034 ~~~~~~" Agenda Briefing 817.503.1000 vvww.col leyvi lle.com File Number: File Type: Report Version: 1 Agenda Date: Requester: Office of the City Agenda No.: 9 Secretary File Name: Reports -November 5, 2008 Status: Reports Controlling Body: City Council Final Action: Attachments: Celebrate Colleyville Steering Committee Minutes -August 27, 2008 Historical Preservation Committee Minutes -September 11, 2008 Senior Center Advisory Committee Minutes - September 18, 2008 Celebrate Colleyville Steering Committee Minutes -September 24, 2008 Commuter Rail Committee Minutes -September 25, 2008.pdf Commuter Rail Committee Minutes -October 13, 2008.pdf History of Legislative File Version: Date: Acting Body: Action Text: 11/05/2008 City Council Title Celebrate Colleyville Steering Committee Minutes -August 27, 2008 Historical Preservation Committee Minutes -September 11, 2008 Senior Center Advisory Committee Minutes -September 18, 2008 Celebrate Colleyville Steering Committee Minutes -September 24, 2008 Commuter Rail Committee Minutes -September 25, 2008 Commuter Rail Committee Minutes- October 13, 2008 City of Colleyville Page 1 Printed on 10/30/2008 Celebrate Colleyville Minutes of August 27, 2008 Meeting I. Call to order and roll call Michael Muhm called the meeting to order at 4:01 p.m. Present: Chuck Baudrau, Sherry Pipkin, Robin Waggoner, Tom Westerman, Michael Muhm, Shelley Johnson Absent: Nancy Carroll, Pete Challinor, Sue Anne Martinez, Jennifer Patterson, Faye Alldredge City Council: Carol Wollin Staff Liaison: Mona Gandy II. Approval of minutes: May 28, 2008 Tom Westerman made a motion to approve the minutes. Chuck Baudrau seconded the motion. The motion was approved. III. Event review a. Report on status of attractions, decorations, staging, site map, etc. Staff reviewed the status of quotes and costs for attractions the event has had in the past, as well as some possible new attractions. Tom Westerman and staff liaison reported on decorations that have been reserved for the event. Committee discussed the possibilities for revisions to placement of some of the activities at the site. Michael Muhm will meet with the staff liaison and appropriate city staff to review the site and determine any changes in the layout. b. Budget Report Staff presented a preliminary budget report and will have an updated report for the committee at the next meeting. IV. Committee reports and updates a. Entertainment - Sue Anne Martinez Sue Anne Martinez was absent. Staff supplied committee with responses from choir teachers contacted before the end of the last school year. Michael Muhm asked that staff have a preliminary entertainment grid prepared by the next committee meeting. b. Sponsorships -Chuck Baudrau Staff will resend the packet of sponsorship information to Chuck Baudrau. Chuck will be working on the different sponsor levels and what each package will include. c. Volunteers -Robin Waggoner Robin Waggoner suggested that all volunteers and committee members be supplied with nametag badges to make them easier to identify during the event. Celebrate Colleyville Minutes of August 27, 2008 Meeting Page 2 d. Booth vendors -Sherry Pipkin and Faye Alldredge There is a concern that enough lighting be provided for booth vendors, and the entire event, to compensate for moving the event from daytime to an evening event. The committee discussed the various pricing options for the booth vendor spaces. The booth space will be offered at three price points: space only, space + electricity, and a full booth package of space + electricity + table + two chairs. Staff will revise the booth vendor materials and forward them to the existing database of booth vendors and use them as fulfillment for booth vendor inquires. Booth space package pricing will be as follows: Package 1: Booth space only (10x10) - $25 Package 2: Booth space (10x10) + 1 electricity hook-up (110 only) - $40 Package 3: Event package 10x10 booth space + 1 electricity hook-up + 1 8'-table + 2 chairs - $50 e. Props -Tom Westerman and staff Tom Westerman and staff liaison reported on decorations that have been reserved for the event. Posters need to be complete and ready for distribution by November 15. If that deadline is met, Tom Westerman can distribute the posters along with the posters for Breakfast with Santa. V. Discussion of advertising and promotion options Committee members suggested utilizing the city trailer to park at various locations in town in the weeks leading up to the event. There was also discussion of selling glow sticks at the event. PARD staff will look at costs to buy the glow sticks, as well as the possibility of working with an outside service group to sell the product at the event (in exchange for some of the proceeds to be used for the service charity or cause). VI. Future meetings September 24 October 8, 22 November 5, 12, 19 December 3 VII. Citizen comments None. VIII. Adjournment Tom Westerman made a motion to adjourn. The motion was seconded by Robin Waggoner. Michael Muhm adjourned the meeting at 5:15 p.m. HISTORICAL PRESERVATION COMMITTEE MEETING Minutes from the Meeting September 11, 2008 Call to order and roll call Joe Deupree called the meeting to order at 6:30 p.m. Present: Joe Deupree, Ed Havran, Gerald Hartman, Rick Warner, Nelda Thompson, Mona Coulter, Louis Miller,' staff liaison: Mona Gandy Absent: Richard Jackson, Charles Hewitt, Jim Gotcher II. Approval of Minutes from July 10, 2008 meeting Ed Havran made a motion to approve the minutes; Mona Coulter seconded the motion. The motion was approved. III. Budget Staff the $17,000 allocation, derived from sales of Colleyville Then and Now IV. Discussion of Webb House exhibit a. Update on design and content research Gerald Hartman reviewed his efforts to date. Discussion ensued regarding current inventory of artifacts, floor plan, suggestions for furnishings (kitchen: dining table, hutch; bedroom: iron bed, chest; parlor: display items, artifacts; porches: swings; pantry: period items). The committee may consider putting a call out to the community through newspapers, city newsletter, outreach to participants at the Colleyville Senior Center, etc. An "Adopt-a-Room" program was also discussed. The time period for furnishings would range from 1900-1930. The committee will review the city's donation policy and explore any options that might be made possible through the Historical Foundation. V. Historical markers All markers have been received and are being stored. There was discussion about enlisting area school kids and groups to "adopt" a marker and take part in the ceremonies. Dedication for each of the markers will take place on the same date, probably in January. Joe Deupree directed staff to work with Charles Hewitt and Rick Warner to talk to various groups and plan for the dedication ceremony. VI. Hometown Heroes Nelda Thompson was appointed as the community liaison for Hometown Hero nominations. VII. Arcadia Publishing Joe shared the marketing materials submitted regarding publishing a small history piece. No action is planned regarding this item. VIII. Citizen Comments None. IX. Adjournment Joe Deupree adjourned the meeting at 7:35 p.m. G~tY of ~ IlC~ Texas SENIOR CENTER ADVISORY COMMITTEE MINUTES Thursday, September 18, 2008 1:30 p.m. The regular meeting of the Colleyville Senior Center Advisory Committee was called to order at 1:31 p.m. on Thursday, September 18, 2008 by Debra Minea, Chair of the Committee. ROLL CALL: Debra Minea, Wanda Johnson, Dorothy Parker, Jack Olsen, Connie Hampton and Patrecia Fox ABSENT: Lila Coley STAFF: Wanda Drexel, Park and Recreation Administrative Secretary and Renee Garrett, Senior Center Supervisor Call to Order and Roll Call 2. Approval of the August 21, 2008 Senior Center Advisory Committee Minutes Connie Hampton made a motion to approve the m inutes as read. Jack Olsen seconded. The motion carried with a unanimous vote. Senior Center Advisory Committee September 18, 2008 Page 2 of 3 Discussion and Consideration of Senior Advisory Committee Members This is the official last meeting of the present board. The new board which consists of the following individuals will take over in October: Debra Minea, Michelle Appling, Anne Gifford, Wanda Johnson, Diane Kohsmann, Dorothy Lee Parker and Molly Skinner 4. Discussion and Consideration of Senior Center Open Space Area Monica Walsh, Parks and Recreation Director, was not present to give a report so she will give one at the next meeting. Monica will also send out an email with an update on the Senior Center Ope n Space Area. Discussion and Consideration of Senior Center Library Debra Minea stated that the bookshelves were installed. She suggested that a committee be created for the library. They would be responsible for reviewing books and keeping it neat, clean and usable. After discussion of how the books were sorted and who made the decision to discard of books, Connie Hampton made a motion to establish a Senior Center library committee. Wanda Johnson seconded. The motion carried with a unanimous vote. 6. Discussion and Consideration of Senior Center Wish List Wanda Johnson wanted to know the status of the flag pole. Lila Coley is talking to someone about donating a pole. Dorothy Parker says she knows a member of the Senior Center that will donate the installation costs. Discussion on items of Interest for Potential Future Action None 8. Reports -Staff and Committees Jack Olsen stated that computer class attendance was down and he needs to advertise upcoming classes. An announcement will be made on Tuesday night and at Metroport on Wheels. Connie Hampton reported that Sunshine Committee sent out two or three cards in August. She also wishes to continue heading the Sunshine Committee for another year. Senior Center Advisory Committee September 18, 2008 Page 3 of 3 Dorothy Parker reported that the Welcome Committee would like to feature a member each month. She would take a photo and interview the member and then this would be featured in the display case. Wanda Johnson also suggested asking the new people who attend on Tuesday night where they are from as a way of getting to know them. Renee Garrett, Senior Center Supervisor, reported that the directory is ready and if approved will be sent to Kinko print front/back 8'/z x 11 on card stock. After discussion of how the directory should be distributed a motion was made by Connie Hampton to distribute one copy of the Senior Center Directory to everyone that is a Senior Center participant. Connie Hampton then amended the motion to state that the directory should be distributed to everyone that is an active Senior Center participant. The motion was seconded by Jack Olsen. The motion carried with a unanimous vote. Renee Garrett, Senior Center Supervisor gave an overview of the senior activities and programs. She discussed the Walk Across Texas challenge that starts September 22, 2008. The Colleyville Senior Center will be competing against Bedford and Grapevine Seniors. There will be traveling trophy awarded to the winning Senior Center. 9. Citizen comments/presentation regarding items not on the agenda" Ed Havaran from the Senior Leadership Northeast spoke regarding the "Passport for Healthcare" program the Visiting Nurse's Association is providing. He suggested th at each Senior Center have someone serve one day a month at the Center telling people about resources that are available. Dorothy Parker volunteered to do this at the Colleyville Senior Center. 10. Adjournment Connie Hampton moved to adjourn at 2:39 p.m. Patrecia Fox seconded the motion. The motion carried with a unanimous vote. Respectfully submitted: Wanda H. Drexel, Administrative Secretary Celebrate Colleyville Minutes of September 24, 2008 Meeting I. Call to order and roll call Michael Muhm called the meeting to order at 4:05 p.m. Present: Michael Muhm, Faye Alldredge, Robin Waggoner, Sherry Pipkin, Absent: Nancy Carroll, Pete Challinor, Sue Anne Martinez, Jennifer Patterson, Chuck Baudrau, Tom Westerman, Shelley Johnson City Council: Carol Wollin Staff Liaison: Mona Gandy II. Approval of minutes: August 27, 2008 Michael Muhm requested that the costs of the booth packages be added to the minutes. Robin Waggoner made a motion to approve the minutes with the requested change; Faye Alldredge seconded the motion. The motion was approved. III. Event review a. Report on status of attractions, decorations, staging, site map, etc. Michael Muhm reviewed the revised site map depicting the layout for the 2008 event Staff liaison reviewed the status of contracting for the various events. The major ride vendor for rides has offered a variety of attractions/price combinations for the committee to review. The committee chose to book the Mind Winder/Hippo2/Euro-bungee combination at a cost of $9895, cancelling the climbing wall from previous years for the 2008 event. In addition, the committee chose to forego the Micro-Reality Cars (cost $2550) for the 2008 event. Staff will proceed with the necessary contracts. Michael Muhm suggested hiring a photography service to provide photos from the event for sale from the public. Staff will handle contracting for the service and work with the service to promote the service at the event. Booking has been finalized for the following services: snow hill, inflatables, pony rides, Santa Paws All decorative rentals have been finalized. Hours in the VIP area will begin at 5:00 p.m., one hour after the start of the festival. Through the Shop Colleyville program, there may be an opportunity for an additional remote with KRLD or KLUV, at no charge to the event. Staff will check with the stations, including Radio Disney about their flexibility, and report back to the committee at the next meeting. b. Budget Report Staff presented a preliminary budget report and will have an updated report for the committee at the next meeting. IV. Committee reports and updates a. Entertainment - Sue Anne Martinez Sue Anne Martinez was absent. Staff supplied committee with the entertainment grid to date. Robin Waggoner volunteered to check with some additional groups she knows to see if they want to participate. b. Sponsorships -Chuck Baudrau Chuck Baudrau was absent. Staff reported that Jennifer Patterson has asked to be assigned duties that can be accomplished by phone while she awaits her baby. Since Jennifer handled sponsorships in previous years and has developed contacts, she will be asked to assist in these efforts. c. Volunteers -Robin Waggoner Robin Waggoner reported that she had signed up some volunteers and will continue with these efforts. d. Booth vendors -Sherry Pipkin and Faye Alldredge Two regular booth vendors have sent in checks to date. In addition to her current efforts, Faye Alldredge will conduct web searches to identify other vendors at various events in the area. Food vendors: ProCatering (funnel cakes, sausage on stick, tater twirls), Red Barn (barbecue), and Trusty's (popcorn, cotton candy) have committed to this year's event. e. Props -Tom Westerman and staff No additional update necessary. The selected props and decorations have been reserved. V. Discussion of advertising and promotion options Carol Wollin has spoken with the marketing director at the Star-Telegram and is working with them on a media sponsorship for the event. A suggestion was made that Celebrate Colleyville, Lions Club Breakfast with Santa, and the Colleyville Woman's Club Holiday Home Tour might consider a cooperative advertising piece in the Colleyville Courier. Staff will check on costs. As the posters need to be complete and ready for distribution by November 15, Michael Muhm reiterated the need to have details finalized no later than November 1. As long as the November 15 deadline is met, Tom Westerman can distribute the posters along with the posters for Breakfast with Santa. VI. Future meetings October 8, 22 November 5, 12, 19 December 3 VII. Citizen comments None. VIII. Adjournment Faye Alldredge made a motion to adjourn. The motion was seconded by Robin Waggoner. Michael Muhm adjourned the meeting at 5:15 p.m. COMMUTER RAIL COMMITTEE MINUTES September 25, 2008 1. Call to Order Chairman John Gooding called the meeting to order at 7:10 p.m. Present: John Gooding, Paul Vigiletti, Kristen O. Regan, Mike Muhm, James Day, Keath Hance, John Paul Burnett, Clif Davis Absent: Fred Mills, Linda Baker, Joyce Hammill, John Leeper, Bart Butler, Urmesh Shah, David Grimes, Roger Nelson, Rich Hendler Staff: Mike Johnston, Joyceinne Williams Citizens: Beverly Sonneborn, Natalie Genco, Louise Rosenfeld 2. Approval of Minutes: September 8, 2008 John Gooding made a motion to approve the September 8, 2008 minutes. Keath Hance seconded the motion, the motion carried. Presentation Chad Edwards, North Central Texas Council of Governments (NCTCOG), gave a power point presentation regarding the rail. Following the presentation, Mr. Edwards answered questions of the committee. The presentation emphasized information on present and future (Year 2030) comparison statistics involving population growth, regional impact on roadways and planning of future means for transportation. Questions concerning the proposed rail stop location and the amount of land allocated for parking spaces were discussed. The NCTCOG presentation is on the website for viewing at www. nctcoq. orq/trans 3. Committee Discussion • The committee's next steps were discussed. John Paul Burnett and Clif Davis discussed concern of having concise information for the presentation to the City Council and other organizations by the scheduled completion date. Mike Johnston stated that the committee needs to write down the pros and cons and work from the list to establish a plan to be presented to the different organizations and citizen groups. • Chairman John Gooding will prepare a draft presentation for review at the next meeting. All committee members were asked to provide 4 to 5 questions to be presented at the next meeting. 4. Citizen Comments There were two comments presented: Natalie Genco -Concerned about safety of the rail stop in Colleyville. She indicated an incident in St. Louis where a family was getting off of the rail system and was robbed. She ask the committee to google "metrolink" to read on some of the safety problems that St. Louis and other areas are having. Louise Rosenfeld - "When rail committee is designing a presentation to citizens, civic groups, etc., I'm concerned that the cost and effectiveness of RAIL will get lost in the favorable PR put out for "All Transit" factors." 5. Adjournment There being no further business, Chairman Gooding adjourned the meeting at 9:15 p.m. Minutes taken and prepared by Joyceinne Williams C..itY ~~!• _ _ _ ,_ TexKS COMMUTER RAIL COMMITTEE Minutes -October 13, 2008 1. Call to Order Chairman John Gooding called the meeting to order at 7:05 p.m. Present: John Gooding, Fred Mills, Paul Vigiletti, Linda Baker, Joyce Hammill, John Leeper, Urmesh Shah, John Paul Burnett, Clif Davis Absent: Kristen O'Regan, Roger Nelson, Rich Hendler, Mike Muhm, James Day, Keath Hance, Bart Butler, David Grimes Staff: Mike Johnston, Joyceinne Williams 2. Approval of Minutes: September 25, 2008 Paul Vigiletti made a motion to approve the September 25, 2008 minutes. Clif Davis seconded the motion, the motion carried. 3. Presentation Fred Mills, Co Chair, presented to the Committee a concise version of the slide presentation that was presented at the September 25, 2008 meeting by North Central Texas Council of Governments. The presentation was for consideration to be used as a model presentation to the City Council and other organizations. 4. Committee Discussion There was extensive discussion, by the committed, regarding what information was really needed to be presented, proposed site plan needed updating, how much parking needed, type of sound barriers, and how much area would be left for economic development. Mike Johnston advised the Committee to refer back to what the committee's goal was and questioned how much additional information could/should be gathered to submit their final recommendation to the City Council. Linda Baker expressed concern regarding the necessity of conducting public polls since a lack of new information was not available to be presented. A motion was made by Linda Baker not to go out and do any additional public polls. The motion was seconded by Clif Davis, the motion was carried. 5. Committee Next Steps The Committee agreed that their next steps would include a special meeting to be held October 27, 2008 at 6:00 p.m. The purpose of the meeting would be preparation of a final report and recommendations to the City Council. Each Committee member is encouraged to review all information that has been presented and list all pros and cons regarding the rail system and should incorporate alt citizen feedback previously discussed, along with their own opinions. Each Committee member will have three minutes to voice their points. All points would be gathered and summarized. The committee will meet again on November 10, 2008, to review and approve the presentation and recommendations to the City Council, which will then conclude the committee's work. 6. Citizen Comment No citizen comments were made. 7. Adjournment A motion was made by John Gooding to adjourn the meeting and seconded by Linda Baker. The motion was approved and the meeting adjourned at 9:00 p.m. Minutes taken and prepared by Joyceinne Williams RESOLUTION R-08-3029 A RESOLUTION APPROVING COUNCIL ACTION UNDER BUSINESS AT THE REGULAR COUNCIL MEETING OF NOVEMBER 5, 2008 WHEREAS, Council has taken action on certain items on the agenda under Business. NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COLLEYVILLE, TEXAS: Sec. 1. THAT the agenda decisions approved by Council action under Business this date and not otherwise adopted by Ordinance and/or separate Resolution as follows are hereby adopted: a. THAT AND IT IS SO RESOLVED. APPROVED BY A VOTE OF AYES, NAYS AND ABSTENTIONS ON THIS THE DAY OF _ 2008. ATTEST: Cynthia Singleton, TRMC, CMC City Secretary CITY OF COLLEYVILLE David Kelly Mayor