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CP 2009-10-13 NOTICE OF CITY COUNCIL MEETING AND AGENDA OCTOBER 13, 2009 JAYNE PETERS, KAREN HUNT, Place 7 Mayor Mayor Pro Tem TIM BRANCHEAU, Place 1 MARSHA TUNNELL, Place 4 BOB MAHALIK, Place 2 BILLY FAUGHT, Place 5 BRIANNA HINOJOSA-FLORES, Place 3 MARVIN FRANKLIN, Place 6 CLAY PHILLIPS, City Manager MEETING TIME AND PLACE: Call to Order 5:30 p.m. Council Chambers (Open to the Public) Executive Session Immediately Following 1st Fl. Conf. Room (Closed to the Public) Work Session Immediately Following 1st Fl. Conf. Room (Open to the Public) Regular Session 7:30 p.m. Council Chambers (Open to the Public) Notice is hereby given that the City Council of the City of Coppell, Texas will meet in Regular Called Session on Tuesday, October 13, 2009, at 5:30 p.m. for Executive Session, Work Session will follow immediately thereafter, and Regular Session will begin at 7:30 p.m., to be held at Town Center, 255 Parkway Boulevard, Coppell, Texas. As authorized by Section 551.071(2) of the Texas Government Code, this meeting may be convened into closed Executive Session for the purpose of seeking confidential legal advice from the City Attorney on any agenda item listed herein. The City of Coppell reserves the right to reconvene, recess or realign the Work Session or called Executive Session or order of business at any time prior to adjournment. The purpose of the meeting is to consider the following items: ITEM # ITEM DESCRIPTION 1. Call to order. ag101309 Page 1 of 7 ITEM # ITEM DESCRIPTION EXECUTIVE SESSION (Closed to the Public) 2. Convene Executive Session A. Section 551.071, Texas Government Code - Consultation with City Attorney. 1. Discussion regarding the Northlake Property/Settlement Agreement. 2. Discussion regarding the status of the Community Center. B. Section 551.087, Texas Government Code – Economic Development Negotiations. 1. ED Prospects south of Bethel Road, west of S. Coppell Road and east of Freeport. 2. ED Prospects south of Bethel Road and west of Royal Lane. 3. Oil and Gas lease north of Ruby Road and south of Sandy Lake Road. C. Section 551.074, Texas Government Code - Personnel Matters. 1. Discussion regarding the City Manager Evaluation Process. WORK SESSION (Open to the Public) 3. Convene Work Session A. Discussion regarding the 08/09 and 09/10 Work Plans. B. Discussion regarding the Council Budget Calendar for 2010. C. Discussion of Agenda Items. REGULAR SESSION (Open to the Public) 4. Convene Regular Session. 5. Invocation. 6. Pledge of Allegiance. 7. Consider approval of a proclamation naming the month of October National Breast Cancer Awareness Month, and authorizing the Mayor to sign. 8. Consider approval of a proclamation naming the month of November Coppell ISD Education Foundation Month, and authorizing the Mayor to sign. 9. Citizens' Appearances. ag101309 Page 2 of 7 ITEM # ITEM DESCRIPTION CONSENT AGENDA 10. Consider approval of the following consent agenda items: A. Consider approval of minutes: September 22, 2009. B. Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $1,103,438.00 for 13 Literacy Intervention support teachers in 2009-2010 and 6 Literacy Intervention support teachers in 2010-2011, and authorizing the City Manager to sign. C. Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $2,579,515.00 for 23 campus level personnel units and one-half administrative personnel unit in 2009-10 and 25 personnel units in 2010-2011 for Limited English Proficient (LEP) students, and authorizing the City Manager to sign. D. Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $1,987,162.00 for 17 Spanish teachers, and authorizing the City Manager to sign. E. Consider approval of an Annual Report from the Coppell Education Development Corporation. F. Consider approval of a License Agreement between the City of Coppell and Arbor Manors of Coppell Homeowners Association; and authorizing the City Manager to sign and execute any necessary documents. G. Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for the construction of a communication conduit crossing the DART owned Cotton Belt Railroad within the South Coppell Road right-of-way; and authorizing the City Manager to sign and execute any necessary documents. H. Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for a Public Road ag101309 Page 3 of 7 ITEM # ITEM DESCRIPTION Crossing of the DART owned Cotton Belt Railroad of South Coppell Road at a cost of $2,400.00 and authorizing the City Manager to sign and execute any necessary documents. I. Consider approval of a Crossing Agreement with Fort Worth and Western Railroad (FWWR) for reconstruction of the existing railroad crossing located on South Coppell Road at a cost of $157,107.84, and authorizing the City Manager to sign and execute any necessary documents. J. Consider approval of an Ordinance abandoning a 15' utility easement on the west side of Arbor Manors Subdivision, as described in exhibits "A" and "B" attached hereto; reserving all existing easement rights of others if any, whether apparent or non- apparent, aerial, surface, underground or otherwise; providing for the furnishing of a certified copy of this ordinance for recording in the real property records of Dallas County, Texas as a Quitclaim Deed; and authorizing the Mayor to sign and execute any necessary documents. K. Consider approval of renewing the service agreement with Motorola, Inc. for the maintenance of all city radios and the communication network in the amount of $61,653.24; and authorizing the City Manager to sign. L. Consider approval of a resolution authorizing the filing of a project funding application with the North Central Texas Council of Governments for a regional solid waste management local project, and authorizing the Mayor to sign. M. Consider approval of a consulting services contract for health benefit consulting services and other related benefit/wellness programs with Brinson Benefits, Inc. in the amount of $144,080.00 and authorizing the City Manager to sign. N. Consider approval of an administrative services agreement with United Medical Services (UMR, formerly known as Fiserv Health) for third party administrative services for the City of Coppell medical plan in the amount of $144,155.00 and authorizing the City Manager to sign. ag101309 Page 4 of 7 ITEM # ITEM DESCRIPTION O. Consider approval of awarding a Request for Proposal (RFP) #0095 for the procurement of medical stop loss insurance to ING in the amount of $311,252. P. Consider approval of a 90-day extension to the expiration date of September 10, 2009 for the Northlake Woodlands Center Addition, Lot 4R, Block A, Replat & Minor Plat, being a replat of the Northlake Woodlands Center Addition, Lot 4, Block A, to incorporate 0.35 acres of unplatted property to allow the expansion of the pet care outdoor play area, on 1.01 acres of property located at 120 E. Bethel School Road. Q. Consider approval of an Ordinance for a text amendment to Chapter 12-Zoning, of the Code of Ordinances, Section 12-31-7.4, “Rules for computing number of parking spaces”, to revise the existing regulation to require additional parking for any enlargement of floor area, number of employees, dwelling units, seating capacity and other enlargements and authorizing the Mayor to sign. R. Consider approval of an Ordinance for Case No. PD-181R2-SF-12, Bethel Road Estates, Lot 2, Block 1, a zoning change from PD-181-SF- 12 (Planned Development-181-Single Family-12) to PD-181R2-SF-12 (Planned Development-181-Revision 2-Single Family-12) to allow for a stucco finish instead of masonry as required in Section 12-11-5 of the Zoning Ordinance and to allow an additional detached, two- story residential structure on 2.348 acres of property located at 256 West Bethel Road and authorizing the Mayor to sign. END OF CONSENT 11. PUBLIC HEARING: Consider approval of Case No. PD-242-HC, Holiday Inn Hotel & Suites, a zoning change request from LI (Light Industrial) to PD-242-HC (Planned Development District-242-Highway Commercial) for a Concept Plan on 9.078 acres for retail/office/hotel and restaurant uses within the City of Coppell (this does not include the 7.043 acres in the City of Grapevine) and to attach a Detail Plan on 3.03 acres of property to allow a six-story, 128-room, Holiday Inn Hotel & Suites to be located on the south side of Northpoint Drive, east of S.H. 121. ag101309 Page 5 of 7 ITEM # ITEM DESCRIPTION 12. PUBLIC HEARING: Consider approval of Case No. PD-199R5-HC-S-1211R2, Service Star, a zoning change request from PD-199R4-HC-S-1211R2 (Planned Development-199-Highway Commercial Revision 4-Special Use Permit- 1211 Revision 2) to PD-199R5-HC-S-1211R2 (Planned Development-199- Highway Commercial Revision 5-Special Use Permit-1211 Revision 2), to revise the detail site plan to allow the subdivision of Lot 4 into two lots, recognizing the existing developments and adding PD conditions, on 2.2 acres of property located at the southwest corner of S.H. 121 and MacArthur Blvd. 13. Consider approval of the Vista Point II, Lots 4R1 & 4R2, Block A, Replat, being a replat of Lot 4, Block A, of the Vista Point II Addition, to subdivide Lot 4 to allow the conveyance of two separately platted lots on 2.2 acres of property located at the southwest corner of S.H. 121 and MacArthur Blvd. 14. Consider approval of the Red Hawk, Final Plat, a request for 54 single- family lots and two commercial lots on 16.42 acres of property, located along the west side of S. Denton Tap Road, north of Bethel School Road. 15. Consider approval of a Resolution approving the terms and conditions for procurement of four (4) MICU Ambulances with Horton / Professional Ambulance, through the HGAC Contract #AM04-08 provided to the City through interlocal agreement, in the amount of $643,084.00; authorizing the City Manger to execute all appropriate documents. 16. Consider approval of adoption of 2009-2010 Work Plan. 17. City Manager's Report. A. Project Update and Future Agendas. 18. Mayor and Council Reports. A. Report by Mayor Peters regarding the Metroplex Mayors’ Meeting. B. Report by Mayor Peters regarding Oak Fest to be held on October 17 from 5 p.m. to 10 p.m. at Andy Brown East. C. Report by Mayor Peters regarding National Night Out. 19. Public Service Announcements concerning items of community interest and no Council action or deliberation is permitted. 20. Necessary action resulting from Work Session. ag101309 Page 6 of 7 ITEM # ITEM DESCRIPTION 21. Necessary action resulting from Executive Session. Adjournment. ____________________________________ Jayne Peters, Mayor CERTIFICATE I certify that the above Notice of Meeting was posted on the bulletin board at the City Hall of the City of Coppell, Texas on this 9th day of October, 2009, at __________________. ____________________________________ Libby Ball, City Secretary DETAILED INFORMATION REGARDING THIS AGENDA IS AVAILABLE ON THE CITY'S WEBSITE (www.ci.coppell.tx.us) UNDER PUBLIC DOCUMENTS, COUNCIL PACKETS. PUBLIC NOTICES STATEMENT FOR ADA COMPLIANCE The City of Coppell acknowledges its responsibility to comply with the Americans With Disabilities Act of 1990. Thus, in order to assist individuals with disabilities who require special services (i.e. sign interpretative services, alternative audio/visual devices, and amanuenses) for participation in or access to the City of Coppell sponsored public programs, services and/or meetings, the City requests that individuals make requests for these services forty-eight (48) hours ahead of the scheduled program, service and/or meeting. To make arrangements, contact Vivyon V. Bowman, ADA Coordinator or other designated official at (972) 462-0022, or (TDD 1-800-RELAY, TX 1-800-735-2989). ag101309 Page 7 of 7 KEY TO COUNCIL GOALS ICONS COPPELL VISION 2030 Sustainable City Government • Excellent City Services with high level of Customer Satisfaction • “Green” City Operations and Facilities • Excellent and Well-maintained City Infrastructure and Facilities • Top Quality City Workforce • Financial Resources to Support City Services Business Prosperity • Retention and Attraction of Businesses that generate revenues for the City • Major Retail and Top Quality Business Office Park along I-635 and SH 121 • Old Coppell as a Small Town Village • Community Commercial Centers • House Offices and Home-Based Businesses Community Wellness and Enrichment • Community Gathering Places • Recreation Programs and Services for all Generations • Expand Cultural Arts Amenities and Opportunities • Residents’ Wellness and Longevity • Community Education Programs and Support of Top Quality Schools • Multi-Use Trail Systems Connecting the City Sense of Community • Residents and Businesses Engaging and Contributing to the Coppell Community • Strong Community Events and Festivals • New Residents Welcome and Involved • Effective Community Partnerships • Future Civic Community Leaders’ Development Special Place to Live • Quality Housing for Family Generations • Beautiful Green City • Revitalizing Neighborhoods • Mobility within Coppell • Easy Access to Dallas-Fort Worth Regions AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: ES-2 EXECUTIVE SESSION A. Section 551.071, Texas Government Code – Consultation with City Attorney. 1. Discussion regarding Northlake Property/Settlement Agreement. 2. Discussion regarding the status of the Community Center. B. Section 551.087, Texas Government Code – Economic Development Negotiations. 1. ED Prospects south of Bethel Road, west of S. Coppell Road and east of Freeport. 2. ED Prospects south of Bethel Road and west of Royal Lane. 3. Oil and Gas lease north of Ruby Road and south of Sandy Lake Road. C. Section 551.074, Texas Government Code – Personnel Matters. 1. Discussion regarding the City Manager Evaluation Process. Agenda Request Form - Revised 02/04 Document Name: %exsessn AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: WS-3 WORK SESSION A. Discussion regarding 08-09 and 09/10 Work Plans. B. Discussion regarding the Council Budget Calendar for 2010. C. Discussion of Agenda Items. Agenda Request Form - Revised 02/07 Document Name: %wksessn 08-09 Council Goal WorkplanRevised 10/07/091234567891011121314151617181920212223242526AB C DEFGoal PriorityWork Plan ElementResponsibility Projected Date StatusBusiness ProsperityPolicy - High Priority Abatements - Policy direction & claw back EDC, Council September-09 CompleteWIP Resolution of Carter Crowley property: Evaluation and Direction CMO, Council On Going EffortsPolicy - Top Priority Old Coppell Revitalization Plan Planning On Going EffortsWIP Continue to facilitate the development of the Leslie tract CMO, Planning On Going EffortsCommunity WellnessWIP Expansion of Tennis Center Plan - Direction and Funding Parks June-09 CompleteWIP Expansion of Aquatic & Recreation Center Plan - Direction & Funding Parks June-09 CompleteWIP Trail amenities/signage Parks July-09 CompleteMgmt - Top Priority Hike and Bike Trail Master Plan update Parks September-09 CompleteSense of CommunityPolicy - High Priority Town Center Plaza - Event program and funding Parks January-09 CompleteMajor Projects Finalize cemetery operational plans and Phase I construction Parks July-09 CompleteWIPPlan, coordinate and execute the July 4th Community Parade and Fireworks.Parks July-09 CompleteMgmt - High Priority Leadership Coppell Program: Evaluation, Direction, Refinement CMO September-09 CompleteMajor Projects Complete rennovations to Kirkland House & Minyards Store CMO September-09 CompleteWIP Report to Council RE: Initiatives Involving Coppell Youth Parks September-09 CompleteWIP Plan, coordinate and execute Oak Fest for Oct 2009 Parks September-09 CompleteWIP Complete the CARE diversity training for all staff HR September-09 CompleteWIPImplement Coppell 2030 findings incorporating needed service delivery changes to meet changes in demand and expectationsCMO COPPELL 2030WIPEmploy Coppell 2030 recommendations regarding how to better communicate with an increasingly diverse populationCMO COPPELL 2030Mgmt - Top Priority Demographics: Analysis and Impact on City Services Planning On Going EffortsPolicy - Top Priority Service Plan for Northlake Eng On Going EffortsWIPCity staff will continue Citizen Emergency Response Teams (CERT) and RACES by providing continuing education opportunities for existing membersFire On Going EffortsWIPCity staff will utilize HOA’s to educate the public and provide information regarding emergency incidents in the community and how neighborhoods can better prepare for emergenciesFire On Going EffortsPage 1 of 3 08-09 Council Goal WorkplanRevised 10/07/091AB C DEFGoal PriorityWork Plan ElementResponsibility Projected Date Status272829303132333435363738Sense of CommunityWIPCity staff will maintain information for the City’s website designed to assist citizens in making preparations to deal with an emergency or disasterFire On Going EffortsWIPContinue, and expand where needed, public safety education classes offered through the Police and Fire Departments including Self-Defense for Women, CPR, First Aid, and othersFire, Police On Going EffortsWIPEnhance library E-branch to increase flexibility for library patrons and streamlined operations for staffLibrary On Going EffortsWIPContinue to develop and disseminate information to the community regarding the Code Red system. QuarterlyFire On Going EffortsWIPTraffic Report - Activities of the Traffic and Patrol Units regarding citations, warnings, DWI/DUI arrests and education programs regarding traffic safety. QuarterlyPolice On Going EffortsWIPCommunity Services Report - Activities of the Community Services Unit regarding educational programs, National Night Out, Women's Self Defense, Women's Self Defense for High School Seniors, Citizens Police Academy, Drug & Alcohol Education in CISD. QuarterlyPolice On Going EffortsWIPOrganized Crime Unit Report - Activities of the Organized Crime Unit (OCU) regarding narcotic and alcohol violations in the Metroplex. QuarterlyPolice On Going EffortsWIP Monitor the progress of the Kolberg development CMO On Going EffortsWIPWork with Old Town interest groups to develop a clear understanding of City role and perspective on future of Old CoppellPlanning On Going EffortsWIPMaintain library programs including Volunteen, Summer Reading and Homework Center programsLibrary On Going EffortsWIPDevelop methods to use various points of contact as a means to reach out to diverse populations, particularly the Library and the Aquatics & Recreation CenterParks/Library On Going EffortsPage 2 of 3 08-09 Council Goal WorkplanRevised 10/07/091AB C DEFGoal PriorityWork Plan ElementResponsibility Projected Date Status39404142434445464748495051525354555657585960616263646566676869707172737475Special Place to LiveMajor Projects Wayfinding signs Eng January-09 CompleteMajor Projects Town Center Plaza Trail (Connection to Library) Parks January-09 CompleteWIP Provide annual update to the Infrastructure Maintenance Plan Eng April-09 CompleteMajor Projects ROW and Design - Bethel Rd Phase B (Penfolds to Freeport) Eng May-09 CompleteWIP Traffic/signal analysis: Progression/Light Synchronization Study Eng June-09 WIPMajor Projects Begin construction of Southwestern Blvd (Coppell Rd. to Belt Line) Eng June-09 CompleteMajor Projects Begin construction of South South Coppell (Bethel to Southwestern) Eng June-09 CompleteWIP Video Wireless Traffic Network - Phase I Eng July-09 CompleteMajor Projects Secure ROW for remaining portions of Bethel Roads Eng July-09 CompletePolicy - Top Priority Comprehensive Master Plan - seek direction & funding Planning September-09 CompleteMajor Projects Continue to work on constraints for Freeport Pkwy (SH 121 to Ruby) Eng On Going EffortsMajor Projects Funding and design for Freeport extension Eng On Going EffortsMgmt - Top Priority Code Enforcement - Evaluation/Improvements - Summit Fire On Going EffortsMajor Projects Complete annual street, sidewalk, alley maintenance program Eng On Going EffortsMajor Projects Initiate debris removal program to lessen creek flood potential Eng On Going EffortsMajor ProjectsContinue communication efforts with HOA’s and other neighborhoods to ensure HOA common area responsibilities are maintained per zoning requirementsFire On Going EffortsSustainable City GovernmentWIP Solid Waste contract extension Parks November-08 CompleteWIP Development of Legislative Agenda CMO January-09 CompleteWIP Implement "Green" product purchasing CMO March-09 CompleteMgmt - Top Priority Infrastructure Condition Assessment & Cost Benefit Analysis Eng March-09 CompleteWIP 5-Year Financial Planning effort presenting update to City Council Finance April-09 CompleteWIP Conduct annual review of outstanding & proposed debt Finance April-09 CompletePolicy - High Priority Conduct water use study - Long-term needs and Northlake Eng May-09 CompleteWIP Salary/Benefits survey HR June-09 CompleteWIP Health Insurance/Wellness Program HR June-09 CompleteWIP Review and Update City Technology Plan IS August-09 CompleteWIP H.R. Policies/Handbook: Review and Update HR September-09 CompleteWIP Alternative Fuel sources Eng On Going EffortsWIP Continue city-wide & departmental satisfaction surveys All On Going EffortsWIP Continue organizational succession planning efforts CMO, HR On Going EffortsWIP Continue sales tax audit program Finance On Going EffortsWIP Evaluate various “green” & sustainability programs for implementation CMO On Going EffortsWIPContinue use of Program/Policy financial impact analysis for new programs and servicesFinance On Going EffortsWIP Monitoring Legislative Process: Track State & Federal Legislation All On Going EffortsWIP Police Radio System Interoperability Police On Going EffortsPage 3 of 3 Memorandum TO: Clay Phillips, City Manager FROM: Kathleen P. Metz Edwards, Library Director DATE: October 6, 2009 SUBJECT: Teen/YA (Young Adult) Programs The library provides ongoing on-site Teen/YA programs primarily during the summer with a special program in March. The library also offers online venues for Teens. Don’t forget the popular “Live Homework Help” service which the library has offered for several years. In FY2008, 859 students mostly middle and high school students logged into Live Homework Help. In FY 2009, 914 students were served. March 2009 – Teen Tech Week – From Virtual to Reality special program 41 attendees Summer Reading Program 2009 Volunteens serving Summer Reading Program: 89 Volunteens (between the ages of 12 and 17) who volunteered a total of 845.5 hours. The teens staffed the table to sign up children for the reading club, and they distributed prizes as the children achieved milestones in their reading. Additionally, the teens worked at the programming—moving furniture, acting as crowd control, serving popcorn at the movies—as well as monitoring the board games on Monday afternoons. The Volunteens were rewarded with an end-of-summer party. They also receive personal letters that record their hours for various service organizations such as National Honor Society. YA Summer Reading Club – reading contest. June signups – 178 July signups - 86 Teen Summer Reading Workshops: Friday afternoons limited to teens. These are registered and size limited Juggling - 13 Learn to Draw Comic Book Characters – 20 Balloon Animals – 21 Jewelry Making – 19 Zooniversity – 21 Dog Training – 29 YA Music Camp: teens practiced and performed song and dance vignettes from 1950s musicals. 8/3 – 21 8/6 – 19 8/4 – 19 8/7 – 54 (including family members) 8/5 – 19 YA Book Club 2nd and 4th Mondays at 7:00pm last program included a WII Tournament 6/13 – 13 7/27 – 5 6/25 – 12 8/3 – 13 7/6 – 9 8/10 – 15 Un-Lame Games 2nd and 4th Tuesdays at 10:30am (new program this summer). 6/9 – 6 7/28 – 2 6/23 – 4 8/11 – 5 7/14 – 5 Harry Potter Movie Mania Wednesday evenings – cross over programs for teens and older elementary students. Showed all five movies in anticipation of final movie release. 6/10 – 45 6/24 – 30 6/13 – 6 7/1 – 14 6/17 – 22 7/8 – 27 Bilbo and Frodo Baggins – all ages but primarily targeted teens: 41 attendees http://www.coppellstudentmedia.com/2009/09/25/hobbits-unite-at-library-party/ September 2009 Festival of Nations: Coppell MS choir participated in the citizenship ceremony – estimate 20 students Junior World Affairs Council from the HS and China Booth: estimate 50-60 students. Fall 2009: TIG: We are planning a new initiative which we are calling TIG (Teen Interest Group – see attached). The kick off meeting will be on October 16, 2009 with a major program on Friday October 30, 2009 - Teen After Hours Halloween Party. It will meet the 3rd Friday of each month from 4:00pm to 6:00pm and focus on Teen activities. The TIG will allow the library to parlay the success of the Volunteen program into a year-round program. It will also be a “succession plan” for those seeking to become Youth Advisors to the Library Board. Read for the Record: We are going for a “world’s record” for a literary awareness on October 8th with cooperation from the ISD and our Volunteens. From one of the middle school teachers: The public library is trying to help set a world reading record and we'd love for you guys to participate! On Thursday, October 8th, we all need to try and have our students read The Very Hungry Caterpillar, by Eric Carle. You may read to your whole class if you'd like. After you read, please send me your school count of how many students & teachers participated in the reading. I will total it and send it to the public library for us! Teen Picks and online Teen Book Clubs: This is component of the online Teen Book Club. Go to www.ci.coppell.tx.us click on Public Library, click on On-line Catalog, click on Subscriptions Online links, click on Booknews, click on Teen Picks – this is also “advertised” from the Library Programs page on the City’s website. Creation of a Teen Interest Group at Coppell Public Library Membership in the teen advisory group would be open to all Coppell teens from the ages of 12 to 18. The group would meet monthly and assist the library staff with programming ideas and make suggestions as to materials selection. Why should we have a Teen Interest Group? • It gives teens an opportunity to have a voice in their library, to become more involved, leading to higher program attendance and higher circulation of Young Adult materials. • It will create more efficient program planning for teens through direct communication with them. • It would serve as a way to reach teens not currently using the library through word of mouth. • It will engender in the community a sense of openness towards teens. What will our marketing plan be? • We will create flyers to distribute at the information desk and to display at various businesses in the Coppell area. • We will create a press release for the local media. • We will talk to teens in the library including those attending YA book club and the Summer Reading Volunteens. • We will create a survey regarding the Teen Interest Group which will also serve as marketing. • We will look into visiting local schools and community groups. What will our goals be? • To have a regular monthly meeting starting in the fall that includes a book club • To create a list of guidelines for the group with the teens • To create an email list of teens • To plan monthly teen programs with our group • To create a Web 2.0 point of access to the library (such as a blog, Twitter, etc.) in the IPAC. • To gather teen input for materials selection • To listen to the group and help make the library more accessible to teens • To collaborate with local school librarians (see attached) PARKS AND RECREATION DEPARTMENT Date: October 5, 2009 To: Clay Phillips, City Manager Mario Canizares, Deputy City Manager From: Brad Reid, Director of Parks and Recreation Re: Youth Initiatives The question about whether or not the youth of Coppell have been offered enough activities to keep them busy during off-school hours has been on the minds of civic and community leaders, the YMCA, local churches and city management for several years. Many of these well intended groups are holding activities and events which target the 13- 18 year olds with efforts to divert their attention from less desirable activities. To this point in time, no entity has attempted to take an inventory of the offerings available in the community for the teens. By contacting various organizations in the city and throughout the metroplex area, we have discovered that many entities are focused on the positive development of teens by offering social activities and any number of events. There are over 5,000 teenagers living within the Coppell city limits, who attend Coppell Independent School District. For the 2009-2010 school year there are 2,410 middle school students and 2,888 high school students registered at CISD. Within the City there are programs offered by several City of Coppell Departments, various organizations, schools, churches, which mentor the youth and allow them to expand their knowledge, develop social skills, instill confidence, build leadership, and help the youth to become responsible self reliant adults. The City of Coppell offers various programs through its Parks and Recreation Department, Library, Police, and Courts. The Parks and Recreation Department offers programs throughout the year that include sports, leisure, education, wellness and fitness, as well as art and music. The department also offers Community Service opportunities for students to earn credit for school while working and assisting at special events such as Clean Coppell, July 4th Celebration, Community Gardens, and the Holiday Celebration, just to mention a few. The Parks Operation’s division has been instrumental in assisting teens with Boy Scout Eagle Projects within the various city parks. The Recreation division offers a Teen Counselor program that allows teens to learn responsibility, patience, and working with others while attending the Summer Camp Do-It-All Program. At the Aquatic and Recreation Center teen punch passes are offered to the facility allowing them access without having families to purchase memberships. This allows the youth to have a place to gather with their friends enjoying swimming, basketball, playing pool, or working out in the weight room. The center also offers game-room type activities in the lobby. The Coppell Library offers numerous programs as well for the youth. At the library there is a Teen Book Club and new for Fall 2009 a Teen Interest Group which will assist library staff in programming ideas such as movie, gaming, and craft nights. The Book Club chooses books of their interest and has detailed discussions on the contents. The library also has a very successful teen volunteer program that assists with the summer reading and youth programs. For summer of 2009 the library had over 80 teens assisting with the younger children. The Coppell Police and Courts Departments both offer programs as well for teens. The Coppell Police Department's J.P.A.C. (Junior Police Academy Coppell) is a two-week program that allows the teens an opportunity to learn what is required to be a police officer. They also work with CISD in providing programs in the schools on Alcohol and Drug Education. Municipal Court offers a Teen Court as a voluntary alternative to the "sentencing arm," of Municipal Court. Young people under the age of seventeen (and others enrolled in high school) charged with a Class C misdemeanor offense entering a plea of guilty or nolo contendere, may request permission of the court to go before a jury of their peers to receive their "sentence." The verdicts rendered in Teen Court include a specific number of community service hours and at least one jury term, in lieu of paying the fine and having the offense go on their record. This program provides an educational opportunity through which youths may take responsibility for their actions while receiving a "second chance." The Coppell YMCA offers various programs similar to the Aquatic and Recreation Center in sports, leisure, education, and community service based. The YMCA offers a location for teens to meet with their friends and have fun. The Teen Room is specifically designated for teen activities but is not widely used by the teens. Teen advisory groups have assisted in programming this area. They have offered dances, battle of the bands, themed parties, computer and study times, etc. The teen room has not been successful for any length of time partially due to changing of teens on the committee and changing of staff. The YMCA is planning a new initiative for the Fall of 2009. It is a state wide youth led, civic engagement program called the Y Youth and Government Program. It will be offered to Middle School and High School students who may desire hands-on experience in the mechanics of the state legislative and judicial process of government along with print and broadcast media. They will have the opportunity to study and debate public issues, experience the judicial branch of Texas government, and work with other youth across the state participating in the same program in other cities. An initiative called the Coppell Youth Advisory Council (YAC) was created in 2005 with the express goal of developing an avenue for youth interaction, involvement and community leadership. The group was formed and represented by individuals from various organizations including the YMCA, City of Coppell, community activists, and the CISD. This group worked with certain teens to create awareness of youth related issues with community leaders, hold youth forums, participate in service projects, training of peers, and to develop leadership skills. The program only lasted a couple of years due to insufficient directives, lack of interest or time from the youth and a shift in leadership at the organization. Support of the YAC at the CISD waned as the perception was that there are a number of similar programs ongoing at the various school campuses. The City, YMCA and community leadership involvement remained dedicated until the youth representatives lost enthusiasm for the initiative and found other avenues for involvement. The Coppell Independent School District is a mainstay in providing the majority of the activities for teens in the community. The hard working CISD teachers and staff dedicate numerous hours each week and their own resources to assist teens in their growth and maturity through extracurricular activities and sports. There are over 81 student organizations and athletic teams at Coppell High School. (Exhibit 1) All three of the Middle Schools has its own list of organizations from athletics, band, honor clubs, dance, drama and music. Each organization works with the youth to build character, sportsmanship, leadership, responsibility, and gives them the opportunity to share like interests with their peers. Many of the local churches offer teen programming that gives teens opportunities to learn and grow based on spiritual beliefs and support. These programs offer education in life through family, community involvement, and helping others. Local churches offer group camps, over night excursions, social events, sport programs, and educational classes such as the St. Ann’s Teen Life Program. Another program is Young Life: Coppell-Valley Ranch. This is an effort of parents, Young Life alumni and civic leaders to provide a foundation of financial, administrative and moral support for the local Young Life team. Other local organizations that focus on youth activities include Boy Scouts, Girl Scouts, the Coppell Youth Sports Associations, and Theatre Coppell, among others. Across North Texas one can find similar programs offered by other municipalities (Exhibit 2), schools, churches and local organizations that have been established specifically to address the needs of youth. Each community offers a variety of programs which gives opportunity for collaboration and to share ideas between constituents. As one can see, the Coppell community is blessed to have a number of organizations offering support for our youth. Most of these organizations have very similar goals – to lay the groundwork for raising self reliant and responsible youth that will one day become productive adult leaders in the community. Unfortunately, there has been little effort to coordinate the efforts of these individual entities. Each group operates in a silo of their own, with goals, programs, and initiatives that they independently generate. It seems that if anything is missing from the existing mix, it may be that there is not a single organization where our youth can go to look for involvement. As described above, there are any number of choices for different tastes and personalities, but where does one go to find out what is going on, how to get involved, and perhaps how to create their own opportunities? There is no clearing house to which our youth can turn where they are accepted for who they are, encouraged to speak their minds, allowed to follow through and explore ideas, and get involved in the community. This was a goal of the YAC of years ago, but unfortunately, because no single entity really took on ownership of this project, it began to falter and slip away. Around the State of Texas several communities have started effective Youth Advisory Councils over the past years. The successful YAC’s seem to be those that have strong adult leadership who are employed by an entity that takes on the role of bringing the youth together by coordinating the efforts and resources of the larger community. This person (or persons) taps into talents and enthusiasm to create a core group of youth who become the leaders of a much larger support group. The YAC becomes the voice, the conduit through which the youth express themselves and place their collective mark on the community. The adults simply become facilitators in guiding the youth to set and accomplish their goals. Some effective youth programs have been brought forth from initiatives established by the office of the Mayor, City Council, City Manager or ISD representatives of the community, with funding and support stemming from that particular entity. The Coppell community cares a great deal for the youth of the city. Many people have dedicated their life to creating opportunities for teens and giving them the tools necessary to become productive citizens. They have much to be proud of based on the successes and appropriate decisions made by the majority of students. There remain some teens, however, who do not find a positive outlet to express their creativity, causing the adults of the community to rightly become concerned about some of the choices that are being made. These teens refuse to see that they have the ability to become part of the community and do not hold themselves accountable for becoming a part of the positive future development of the community. Is this the result of a lack of available activities, or will some teens simply not find structured activities and events a desirable outlet? This is a question best answered by the teens of the community and many adults are attempting to reveal that answer. Exhibit 1 Coppell J-figli Schooi Student Organizations 2008-2009 5tCademic 'Decathlon 5tnime .JlSTnJt Band. Basebaii 13oy's 13asket6a[[ 13oy's (jo(f 13oy's Soccer 13oy's Track 13P5t Cheerieadinq Chess ctu» Choir Circle of :friends CL.JUYl Cow60y Spirit Cluh Crime Stoppers Criticai Theory Cross Country cufinary 5trts c[u6 'D'EC5t 'Drama c[u6 'Ecofogy c[u6 :fCCL5t :foot6a[[ :freefance Society :frencfi Ciub :fresfimen Class (jerman c[u6 (jirfs Basketball' (jirCs (jo(f (jirCs Soccer (jirCs Track (jPS :J{ockey Hope for 5tfrica :J{OS5t Interact International Thespian.Society J'ETS Junior Worra 5tffairs Councii XC13Y Lariettes Latin c[u6 .:Matfi .:Mock Triai .:Mode[VN National'5trt Honor Society Nationa[:frencfi Honor Society tNationai (jerman Honor Society Nationai tHonor Society Nationa[Spanish.Honor Society Newspaper,/Stdekick One cfii[e{One \1oice Peace in the Cities pfiifosoyfiy/Current 'Events Ping Pong/Intramurafs 'Recycfing Club Red Cross 'Ree{Jackets S5t'D'D Scra66fe/S5tT\1ocaGufary Prey Seniors Shutterbuqs Sierra c[u6 Siiver Spurs Soft6a[[ Sophomores Spanish.C[u6 Speciai O[ymyics speech and Debate Student Councii Student Worra 5twareness Team Swimming/'Diving T5t:f'E Tennis Track Trainers \10[fey6a[[ "votunteers in Performance Wrestfing year600k Coppell High School "Time and Time Again.Cowboy Pride Until the End" Exhibit 2 City Advisory Council Teen CenterTeen Rec RoomRecreationLibraryPoliceFireTeen CourtNotes Allen x xxxxxTeen Center located at Skate Park Frisco x x x x Mayor's Youth Council, by the Mayor's office and ISD Plano x x x x Richardson xxxx Farmers Branch xxxxx Recreation Dept. has dedicated staff for teens that coordinates programs and oversees area Carrollton x x x Youth Task Force, appointed by Council, through the Mayor and Council. Coordinated by Recreation Dept. Southlake x x x x Advisory Council "SPARKS" chaired by Council member with school officials, police, and community representatives on the committee. Colleyville x x x x Joint Teen Court with Grapevine Grapevine x x x x Joint Teen Court with Colleyville Lewisville x x x Flower Mound x x x x Youth Action Council coordinated by combined effort of City Departments and Boards Mesquite x x Budget cut n 2008 for Teen Advisory Council funding - program disband. Highland Park No Teen Program Offered Irving x x x x x Teen Center just opened in the last couple of months with a skate park. Irving also has an active teen program within their Arts Center. The Colony x x x Corinth x Denton x x Teen Area Department Programs Municipal Teen Programs Chart March 201 0 Monthly Planner 9:00 AM Director Staff Meeting 7 8 9 10 11 12 5:30 PM City 9:00 AM Director 13 Council Staff Meeting Meeting Distribute Budget Prep Information 14 15 16 17 18 19 20 Spring Break - Spring Break - 9:00 AM Director Spring Break - 5 Year Plan to CISD & LISD CISD & LISD Staff Meeting CISD & LISD Council & CFBISD & CFBISD Distribute & CFBISD Spring Break - Town Hall Flyers CISD & LISD & CFBISD Spring Break - CISD & LISD & CFBISD 21 22 23 24 25 26 27 5:30 PM City 9:00 AM Director Letter #1 to Council Staff Meeting Service Orgs - Meeting Due 04- 12- 10 Requests due to US, HR and Facilities 28 29 30 31 6:00 PM Budget 9:00 AM Director Workshop Staff Meeting S-MT WT F S 123456 5 Year Plan 7 8 9 10 11 12 13 14 I5 16 17 18 19 20 21 22 23 24 25 26 27 I April SMTWTFS 11 12 I3 14 IS 16 17 IS 19 20 21 22 23 24 25 26 27 28 29 30 Printed by Calendar Creator Plus on 10/7/2009 April 2010 Monthly Planner S MTWTF S 2345678 9 10 11 12 13 14 15 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 7l 1 2 3 MTWTF 12345 7 8 9 10 I1 I2 13 14 I5 16 17 18 19 20 21 22 23 24 25 26 27 - - 4 5 6 1 8 9 10 7:00 PM Town 9:00 AM Director 5 Year Plan to Employee Request due Hall Meeting Staff Meeting Staff Banquet from HR and Facilities 11 12 13 14 15 16 17 5:30 PM City 9:00 AM Director Service Orgs Council Staff Meeting request due Meeting Budget Service Org Requests due summary due 18 19 20 21 22 23 24 9:00 AM Director Staff Meeting I/S confirms requests 25 26 27 28 29 30 5:30 PM City 9:00 AM Director Salary Council Staff Meeting Projection #l Meeting Council give direction on Service Orgs Printed by Calendar Creator Plus on 10/6/2009 May 2010 Monthly Planner 2 3 4 5 6 7 9:00 AM Director 8 Letter #2 to Staff Meeting Service Orgs - Presentation Time 9 10 11 12 13 14 15 5:30 PM City 9:00 AM Director Departmental C~uncil StaflFMeeting Departmental Departmental Budget Meeting Budget Budget Hearings Departmental Hearings Hearings Budget Budget Hearings Hearings 16 17 18 19 20 21 22 6:00 Ph/l Budget 9:00 AM Director Crime Control Mayor and Workshop Staff Meeting Publish Public council Service Orgs - Hearing Retreat Mayor and Mayor and Council Council Budget Retreat - 23 24 25 26 27 28 29 5:30 PM City 9:00 AM Director Council Staff Meeting Meeting 30 31 Holiday Printed by Calendar Creator Plus on 10/6/2009 SMTWTF S 4 5 6 7 8 910 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 SMTWTFS 12345 6 7 8 910 11 12 .3 14 15 16 17 18 19 20 21 22 23 24 25 26 June 2010 Monthly Planner 6:00 PM Budget Workshop WaterISewerl Special Reven- ue Funds Crime Control Public Hear- infludget Approval 8 5:30 PM City Council Meeting 9:00 AM Director Staff Meeting Staff Retreat 9:00 AM Director Staff Meeting 9:00 AM Director Staff Meeting 9:00 AM Director Staff Meeting 9:00 AM Director Staff Meeting 3 4 5 Staff Retreat Staff Retreat CFBISD Graduation July SMTWTFS 123 4 5 6 7 8 910 11 12 13 14 I5 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 Printed by Calendar Creator Plus on 1 Off12009 July 2010 Monthly Planner August 3. rvl T_.W T l= S 22 23 24 25 26 27 28 29 30 31 Printed by Calendar Creator Plus on 10/6/2009 August 2010 Monthly Planner 9:00 AM Director Publish Notices Crime Control 9:00 AM Director 9:00 AM Director SMTWTF S 45 6 78910 I1 12 I3 14 IS 16 17 #2 on Tax Rate 18 19 20 21 22 23 24 Printed by Calendar Creator Plus on 10/6/2009 September 20 10 Monthly Planner SMTWTFS 1234567 8 9 10 11 12 13 14 I5 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 31 9:00 AM Director Meeting Adopt Budget and Tax Rate 19 20 21 22 23 24 25 9:00 AM Director Staff Meeting 26 27 28 29 30 5:30 PM City 9:00 AM Director Council Staff Meeting Meeting - II Printed by Calendar Creator Plus on 10/6/2009 S MTWTF S 3456789 10 11 12 13 14 IS 16 17 18 19 20 21 22 23 24 25 26 27 28 29 30 WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 7 ✔ PROCLAMATION Consider approval of a proclamation naming the month of October NATIONAL BREAST CANCER AWARENESS MONTH, and authorizing the Mayor to sign. Staff recommends approval. !Breast - 1 AR PROCLAMATION WHEREAS, National Breast Cancer Awareness Month educates women about the importance of early detection for breast cancer; and WHEREAS, since the inception of National Breast Cancer Awareness Month, mammography use has doubled, and breast cancer death rates have declined; and WHEREAS, many women still do not utilize mammography at regular intervals; and WHEREAS, in recognition of the fact that mammography is the best available method of detecting breast changes that may be cancer, long before physical symptoms can be seen or felt; and WHEREAS, breast cancer deaths could decline further if all women age 40 and older received mammograms at regular intervals. NOW, THEREFORE, I, Jayne Peters, Mayor of the city of Coppell, do hereby proclaim the month of October 2009 as “National Breast Cancer Awareness Month” IN WITNESS THEREOF, I have set my hand and caused the seal of the city of Coppell to be affixed this ___________ day of October 2009. _____________________________________ Jayne Peters, Mayor ATTEST: _______________________ Libby Ball, City Secretary WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 8 ✔ PROCLAMATION Consider approval of a proclamation naming the month of November COPPELL ISD EDUCATION FOUNDATION MONTH, and authorizing the Mayor to sign. Staff recommends approval. !CISD - 1 AR PROCLAMATION WHEREAS, the Coppell ISD Education Foundation believes that all parents and community members can participate with the school district to enrich public education; and WHEREAS, the Foundation seeks to encourage all students to work to their highest potential by providing opportunities for unique educational experiences; and WHEREAS, the Foundation encourages Coppell ISD teachers to implement innovative instructional strategies by funding original programs and projects; and WHEREAS, the Foundation believes in recognizing staff members for exemplary teaching; and WHEREAS, the Foundation is resolved, through the administration of its gifts, to support education in Coppell ISD. NOW, THEREFORE, I, Jayne Peters, Mayor of the city of Coppell, do commend the directors of the Coppell Independent School District Education Foundation, and proclaim the month of November as "COPPELL ISD EDUCATION FOUNDATION MONTH" and call upon all citizens to join me in recognizing the valuable work of the Education Foundation and to work with them to support the staff and students of Coppell public schools. IN WITNESS THEREOF, I have set my hand and caused the seal of the city of Coppell to be affixed this ______day of October 2009. ____________________________________ Jayne Peters, Mayor ATTEST: _______________________ Libby Ball, City Secretary AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 9 CITIZENS' APPEARANCES ORDINANCE NO. 2001-964 AN ORDINANCE OF THE CITY OF COPPELL, TEXAS, ESTABLISHING RULES, TIMES AND PROCEDURES FOR CONDUCTING CITY COUNCIL MEETINGS. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, THE FOLLOWING ARE HEREBY ADOPTED AS THE RULES, TIMES AND PROCEDURES FOR CONDUCTING COUNCIL MEETINGS OF THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS: The City of Coppell Code of Ordinances, Article 1-10 "Rules, Times and Procedures for Conducting City Council Meetings," be, and the same is hereby, amended to read as follows: "ARTICLE 1-10 RULES, TIMES AND PROCEDURES FOR CONDUCTING CITY COUNCIL MEETINGS ". . . 1-10-6.2.1 CITIZENS APPEARANCE Persons wishing to speak on any matter other than an item scheduled for a public hearing on the agenda, must sign a register and list their residence address, provided by the City Secretary on a table outside the Council Chambers, and such persons may be heard only at the "Citizens Appearance" portion of a regular meeting or special meeting. Each speaker must state his or her name and address of residence. Presentations by individuals during the "Citizens Appearance" shall be limited to two (2) minutes each. An individual speaker's time may be extended for an additional two (2) minutes with the approval of a majority of the Council members present. There shall be a cumulative limit of twenty (20) minutes allotted of any regular or special Council meeting. Those persons who signed up to speak at the "Citizens Appearance" shall be called upon in the order that they have signed the provided register. No personal attacks by any speaker shall be made against any member of the Council, Mayor, individual, group or corporation (Charter Article 3, Section 3.12). Agenda Request Form - Revised 09/02 Document Name: %citapp.doc WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Secretary October 13, 2009 10/A ✔ PROCEDURAL Consider approval of minutes: September 22, 2009. Minutes of the City Council meetings held on September 22, 2009. Staff recommends approval. %minutes cm092209 Page 1 of 8 MINUTES OF SEPTEMBER 22, 2009 The City Council of the City of Coppell met in Regular Called Session on Tuesday, September 22, 2009 at 5:30 p.m. in the City Council Chambers of Town Center, 255 Parkway Boulevard, Coppell, Texas. The following members were present: Jayne Peters, Mayor Karen Hunt, Mayor Pro Tem Tim Brancheau, Councilmember Bob Mahalik, Councilmember Marsha Tunnell, Councilmember Billy Faught, Councilmember Marvin Franklin, Councilmember (late arrival) Councilmember Brianna Hinojosa-Flores was absent. Also present were City Manager Clay Phillips, City Secretary Libby Ball and City Attorney Robert Hager. 1. Call to order. Mayor Peters called the meeting to order, determined that a quorum was present and convened into Executive Session. EXECUTIVE SESSION (Closed to the Public) 2. Convene Executive Session A. Section 551.071, Texas Government Code - Consultation with City Attorney. 1. Discussion regarding Northlake Property. Mayor Peters convened into Executive Session at 5:48 p.m. Mayor Peters adjourned the Executive Session at 6:15 p.m. and opened the Work Session. Councilmember Franklin arrived during Work Session. WORK SESSION (Open to the Public) 3. Convene Work Session A. Discussion regarding Fee Schedule. B. Discussion regarding 08-09 Work Plan. cm092209 Page 2 of 8 C. Discussion regarding Public Service Announcements and Mayor and Council Reports. D. Discussion of Agenda Items. RECEPTION FOR BOARD/COMMISSION/COMMITTEE MEMBERS IN ATRIUM FROM 6:30 PM TO 7:30 PM. REGULAR SESSION (Open to the Public) 4. Convene Regular Session. 5. Invocation. Councilmember Faught led those present in the Invocation. 6. Pledge of Allegiance. Mayor Peters led those present in the Pledge of Allegiance. 7. Consider approval of a proclamation naming September 22, 2009 as Jesse Thurman Appreciation Day, and authorizing the Mayor to sign. Presentation: Mayor Peters read the Proclamation for the record and presented the same to Jesse Thurman. Action: Councilmember Faught moved to approve a proclamation naming September 22, 2009 as Jesse Thurman Appreciation Day, and authorizing the Mayor to sign. Councilmember Tunnell seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. cm092209 Page 3 of 8 8. Consider approval of a proclamation proclaiming "National Night Out" on Tuesday, October 6, 2009, and providing City Council Support and endorsement of National Night Out festivities, and authorizing the Mayor to sign. Presentation: Mayor Peters read the Proclamation for the record and presented the same to Officer R. J. Harr, Captain Tony Pletcher, McGruff and The Knight. Action: Councilmember Franklin moved to approve a proclamation proclaiming "National Night Out" on Tuesday, October 6, 2009, and providing City Council Support and endorsement of National Night Out festivities, and authorizing the Mayor to sign. Mayor Pro Tem Hunt seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. 9. Consider approval of a proclamation proclaiming the week of October 4 through 10, 2009, as Fire Prevention Week, and authorizing the Mayor to sign. Presentation: Mayor Peters read the Proclamation for the record and presented the same to Fire Chief Kevin Richardson. Action: Councilmember Mahalik moved to approve a proclamation proclaiming the week of October 4 through 10, 2009, as Fire Prevention Week and authorizing the Mayor to sign. Councilmember Franklin seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. 10. Consider approval of a proclamation naming October 2009 as Disability Employment Awareness Month In Coppell, and authorizing the Mayor to sign. cm092209 Page 4 of 8 Presentation: Mayor Peters read the Proclamation for the record. Action: Councilmember Tunnell moved to approve a proclamation naming October 2009 as Disability Employment Awareness Month In Coppell, and authorizing the Mayor to sign. Councilmember Brancheau seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. 11. Presentation by Kenneth A. Mayfield, Dallas County Commissioner, District 4. Presentation: Commissioner Mayfield presented a plaque to Lindy Thomas for her service on the Dallas County Historical Society and announced that Pete Wilson would be her replacement. Commissioner Mayfield then discussed the County’s new prescription drug card. 12. Swearing in of newly appointed Board/Commission/Committee members. Mayor Peters swore in the newly appointed Board/Commission members. Item 14 was heard next. 13. Report by Keep Coppell Beautiful. Tom Hudon, Chair, made the Board’s semi-annual report. Cristal Rollins, Staff Liasion, advised that Coppell was awarded 1st place in the "Incredibly Effective Education Techniques" category in the North Texas Corporate Recycling Association's annual Green Awards for the Make Your Cart Count campaign. cm092209 Page 5 of 8 14. Citizens' Appearances. 1. Paul Roth, 722 Armstrong, spoke regarding Toll Brothers Construction, privacy and noise. CONSENT AGENDA 15. Consider approval of the following consent agenda items: A. Consider approval of minutes: September 8, 2009. B. Consider approval of a Resolution amending Resolution No. 010996.3 as heretofore amended, with regard to animal control fees, library fees; and recreational fees and authorizing the Mayor to sign. C. Consider approval of a contract for the renewal of the Dallas County Health Services Agreement, effective October 1, 2009 through September 30, 2010, in the amount of $3,131.00 and authorizing the mayor to sign. Action: Councilmember Tunnell moved to approve Consent Agenda Items A, B carrying Resolution No. 2009-0922.1 and C. Councilmember Mahalik seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. 16. City Manager's Report. A. Project Update and Future Agendas. A. City Manager Clay Phillips reported that documents on Old Coppell and Mineral Leases will be coming forward soon. Planning is conducting an RFP on the Comprehensive Land Use Plan. A Joint Meeting between the City Council and the Planning and Zoning Commission and Economic Development Committee will be held on November 4. Multiple street projects are underway. Oak Fest will be held on October 17. cm092209 Page 6 of 8 17. Mayor and Council Reports. A. Report by Mayor Peters regarding the Farmers’ Market Old Town Event to be held October 10th. B. Report by Mayor Peters regarding the Patriot Day Ceremony held on September 11th. C. Report by Mayor Peters regarding the Festival of Nations held on September 12th. D. Report by Councilmember Brancheau regarding Grapefest/Grape Stomp. A. Mayor Peters announced the Farmers’ Market Old Town Event will be held on October 10 from 8am – 2pm with a pie eating contest, free face painting, Dublin Dr. Pepper, strolling musicians and arts and craft vendors. She encourages everyone to stop by. B. Mayor Peters reported on the Patriot Day Ceremony held on September 11 at Town Center Plaza. She thanked the Police and Fire Departments for their presentation and City Manager Clay Phillips on his singing performance. C. Mayor Peters next spoke about the Festival of Nations event held on September 12. She thanked the Library and Parks and Recreation Departments for putting on a great gathering. The US Citizenship and Immigration Department hosted a Naturalization Swearing-In Ceremony for 19 kids between the ages of 7-17 from 12 different countries. She said it was a very moving ceremony. D. Finally, Councilmember Brancheau reported on Grapefest and the Grape Stomp performance with Councilmember Faught. They won Best Costume and proudly represented the City of Coppell. 18. Council Committee Reports. A. Carrollton/Farmers Branch ISD/Lewisville ISD – Tunnell B. Coppell ISD – Mahalik and Hinojosa-Flores. C. Coppell Seniors – Brancheau and Faught. D. Dallas Regional Mobility Coalition – Peters and Hunt. E. DFW Airport Board – Peters. F. International Council for Local Environmental Initiatives (ICLEI) – Brancheau G. Metrocrest Hospital Authority – Tunnell. H. Metrocrest Medical Foundation – Mahalik. I. Metrocrest Medical Services – Hinojosa-Flores. J. Metrocrest Social Services – Franklin. K. North Texas Council of Governments – Tunnell. cm092209 Page 7 of 8 L. NTCOG/Regional Emergency Management – Faught. M. North Texas Commission – Hunt. N. Senior Adult Services – Franklin. A. Councilmember Tunnell reported that CFBISD will be hosting a Red Ribbon Breakfast at the Hilton Garden Inn on October 23. The Dallas County Judge ruled in favor of the School Board Member elected to position in the last election but did not live in the district. The School Board Member has since moved into the district, therefore the upcoming November election is pending. Also, the new online parents’ system has debuted. As for LISD, Fair Day is October 12. B. Councilmember Mahalik announced five of Coppell ISD schools ranked in the Top 20 of the Children at Risk Ranking. The Homecoming Game will be held on September 25 with the Dance on September 26. C. Councilmember Faught informed Council that the Texas Creative Arts Academy will preview classes on September 30 with classes beginning on October 7. Book Club will be held on the 3rd Mondays beginning October 19. The next luncheon is scheduled for September 23. D. Nothing to report. E. Mayor Peters announced that it was Coppell’s last month to serve on the Board with the City of Irving stepping in for the next term. F. Councilmember Brancheau reported that he returned from a trip to Galveston for the State of Texas Alliance for Recycling Conference. There were several interesting sessions which will be shared with staff for future ideas. G. Councilmember Tunnell announced that the Egyptian twins who underwent a conjoined twin separation procedure eight years ago stopped by the Texas Hospital for Advanced Medicine for their check up with Dr. Kenneth Sawyer, who is leading the Craniofacial Surgical Center. H. Councilmember Mahalik informed Council that the Metrocrest Medical Foundation will be having its 30th Anniversary Gala at Sam Pack’s Auto Warehouse in Carrollton on September 25. I. Nothing to report. J. Councilmember Franklin said the next Board Meeting will be held on September 24 to approve the 2009-2010 Budget. K. Nothing to report. L. Councilmember Faught was proud to announce that the Regional Emergency Management Committee invited him to Corpus Christi on October 6. M. Mayor Pro Tem Hunt attended the Annual Luncheon at the Dallas Cowboys Stadium. On October 6 a free webinar will be held to cm092209 Page 8 of 8 discuss the region’s transportation needs, challenges and solutions. O. Councilmember Franklin announced the Board met on September 15. They are preparing for their new space at the Texas Hospital for Advanced Pain. Also, the Tee It Up For Seniors Golf Tournament will be held on October 12 at Indian Creek. 19. Necessary action resulting from Work Session. There was no action necessary under this item. 20. Necessary action resulting from Executive Session. Action: Councilmember Brancheau moved to authorize the City Manager to execute the necessary documents to close the acquisition of the North Sliver Tract, which is the northwestern tract adjacent to the property the city already owns, with Trammell Crow No. 43 Ltd. and Billingsley under the terms of a settlement agreement of the North Lake litigation signed in September 2008. Councilmember Franklin seconded the motion; the motion carried 6-0 with Mayor Pro Tem Hunt and Councilmembers Brancheau, Mahalik, Tunnell, Faught and Franklin voting in favor of the motion. There being no further business to come before the City Council, the meeting was adjourned. ____________________________________ Jayne Peters, Mayor ATTEST: ____________________________________ Libby Ball, City Secretary WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 10/B ✔ CONTRACT/BID or PROPOSAL Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $1,103,438.00 for 13 Literacy Intervention support teachers in 2009-2010 and 6 Literacy Intervention support teachers in 2010-2011, and authorizing the City Manager to sign. Funds are available in the CEDC fund for this grant. Staff recommends approval. !CEDC 2010-L01 - 1 AR STATE OF TEXAS 8 COPPELL EDUCATION DEVELOPMENT CORPORATION § COUNTY OF DALLAS $j GRANT AGREEMENT This Educational Development Grant Agreement ("AGREEMENT) is made by and between the City of Coppell, Texas ("CITY"), Coppell Education Development Corporation ("CEDC") and the Coppell Independent School District (the "CISD"), acting by and through their respective authorized officers. WITNESSETH: WHEREAS, the CITY is authorized by TEX. LOC. GOV'T CODE 5 379A to provide educational development grants to publicly funded institutions through the CEDC for the promotion of literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CITY seeks to support programs for promoting literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CISD has submitted a grant application No. 2010-LO1 to provide funding for hiring thirteen (13) Literacy Intervention support teachers in 2009-2010 and six (6) Literacy Intervention support teachers in 2010-201 1 (the PROJECT), which is designed to serve students who are identified as struggling readers in K-12; and WHEREAS, the PROJECT will provide one teacher per campus, assist targeted students in grades K-12 to develop literacy skills needed for academic success; and WHEREAS, CISD is in need of funding the salaries for thirteen (13) Literacy Intervention support teachers in 2009-2010 and six (6) Literacy Intervention support teachers in 2010-201 1, and seeks the assistance of the CEDC for such assistance; and WHEREAS, the CITY has determined that making an education development grant to the CISD in accordance with this AGREEMENT will further the objectives of the CITY, will benefit the CITY and the CITY'S inhabitants and will promote literacy in the CITY. NOW THEREFORE, in consideration of the foregoing, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged on the terms and conditions hereinafter set forth, the parties agree as follows: GENERAL PROVISIONS 1. Subject to availability of funds collected from the 379A sales tax, the CITY agrees to provide the CISD an education development grant (the "GRANT") in the amount of One Million One Hundred Thirty-one Thousand One Hundred Thirty-two Dollars and no cents ($1,131,132.00). COPPELL EDUCATION DEVELOPMENT GRANT Page 1 2. CISD agrees to utilize the GRANT to fund the salaries for thirteen (13) Literacy Intervention support teachers in 2009-2010 and six (6) Literacy Intervention support teachers in 2010-201 1. 3. CITY agrees to provide the GRANT of One Million One Hundred Three Thousand Four Hundred Thirty-eight Dollars and no cents ($1,103,438.00) funds payable on a quarterly basis with the first payment to be made in November 2009. 4. No later than May 3 1, 2010 the CISD shall submit a detailed list of expenditures for this GRANT to the CEDC. The detailed expenditures shall include, but not limited to, all personnel costs, the number of students served, grade levels actually served, and any changes in personnel during the period covered by this GRANT. 5. In the event the CISD breaches any of the terms of this AGREEMENT or fails to use the GRANT for the purposes set forth herein, then the CISD, after expiration of the notice and cure period described herein, shall be in default of this AGREEMENT. As liquidated damages in the event of such default, the CISD shall, within thirty (30) days after demand, repay to the CITY, the GRANT with interest at the rate of eight percent (8%) per annum from the date of receipt of the GRANT until paid. The parties acknowledge that actual damages in the event of default would be speculative and difficult to determine. Upon breach by CISD of any obligations under this AGREEMENT, the CITY shall notify the CISD in writing, who shall have thirty (30) days from receipt of the notice in which to cure such default. If CISD fails to cure the default within the time provided herein, or, as such time period may be extended, then the CITY at its sole option, shall have the right to terminate this AGREEMENT without further notice to the CISD. 6. The terms and conditions of this AGREEMENT are binding upon the successors and assigns of all parties hereto. This AGREEMENT may not be assigned without the express written consent of CITY and CEDC. 7. It is understood and agreed between the parties that CISD, in the use of the GRANT and in satisfying the conditions of this AGREEMENT, is acting independently, and that the CITY and/or the CEDC assumes no responsibilities or liabilities to third parties in connection with these actions. CISD agrees to indemnify and hold harmless the CITY and the CEDC from all such claims, suits, and causes of action, liabilities and expenses, including reasonable attorney's fees, of any nature whatsoever arising out of the CISD's performance of the conditions under this AGREEMENT. 8. Any notice required or permitted to be delivered hereunder shall be deemed received when sent by United States mail, postage pre-paid, certified mail, return receipt requested, addressed to the party at the address set forth opposite the signature of the party. 9. This AGREEMENT shall be governed by the laws of the State of Texas; and venue for any action concerning this AGREEMENT shall be in the State District Court of Dallas County, Texas. COPPELL EDUCATION DEVELOPMENT GRANT Page 2 10. In the event any one or more of the provisions contained in this AGREEMENT shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not effect the other provisions, and the AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. EXECUTED this day of ,2009 CITY OF COPPELL, TEXAS By: CLAY PHILLIPS, CITY MANAGER 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 750 19 ATTEST: By: EXECUTED this day of ,2009. COPPELL EDUCATION DEVELOPMENT CORPORATION By: BRIAN LETZKUS, VICE PRESIDENT 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 ATTEST: By: COPPELL EDUCATION DEVELOPMENT GRANT Page 3 SIGNED this day of ,2009. COPPELL INDEPENDENT SCHOOL DISTRICT By: DR. JEFF TURNER, SUPERINTENDENT Coppell Independent School District 200 S. Denton Road Coppell, Texas 75019 ATTEST: By: CITY'S ACKNOWLEDGMENT STATE OF TEXAS 0 6 COUNTY OF DALLAS 6 This instrument was acknowledged before me on the day of , 2009, by Clay Phillips, City Manager of the City of Coppell, Texas, a Texas municipality, on behalf of said municipality. Notary Public, State of Texas My Commission Expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 4 COPPELL EDUCATION DEVELOPMENT CORPORATION STATE OF TEXAS 8 § COUNTY OF DALLAS 8 This instrument was acknowledged before me on the day of , 2009, by Brian Letzkus, Vice President of the Coppell Education Development Corporation, on behalf of said Corporation. Notary Public, State of Texas My Commission expires: COPPELL INDEPENDENT SCHOOL DISTRICT STATE OF TEXAS 8 8 COUNTY OF DALLAS 8 This instrument was acknowledged before me on the day of , 2009, by Dr. Jeff Turner, Superintendent of Coppell Independent School District, on behalf of said District. Notary Public, State of Texas My Commission expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 5 Coppell Education Development Corporation Grant Application Project Title: Literacy Intervention Support Program Principal Applicant Mrs. Jill Haltom Title of Principal Applicant ELAIReading Director TSD Representative in Application Coppell Project Period (Start & Finish of Entire August 2009-May 20 1 1 Project) Total Amount Requested $1, 103,438 (for 2009-10 and 2010-1 1) Printed Names & Title of Grant Approvers; Si~natures; & Dates: (Required) v Team Member Signature Date Title (Optional) Team Member Signature Date Title (OptionaQ Principal of School Involved Signature Date Title (Optional) Dr. Jeff Turner Superintendent of Schools 9-2.6$-64 District Superintendent Date Title (Required) v Cindy Warner President, Board of Trustees 9-41-07 * * School Board President Date President (Required) **Signifies approval by the School Board of Trustees Section I: Abstract of ProjectIActivity The Coppell ISD Literacy Intervention Support Program is designed to serve students who are identified as struggling readers in K-12 at nine elementary campuses and four secondary campuses. Literacy Intervention support teachers, one teacher per campus, assist targeted students in grades K-12 to develop literacy skills needed for academic success. The amount of support each student receives is dependent on the results of their individual assessments. Coppell ISD is applying under the literacy provision of the Coppell Education Development Corporation for a total of $1,103,438 in salaries: $765,611 for these thirteen personnel units in 2009-2010, and $337,827 for six personnel units in 20 10-20 1 1. Students must achieve highly developed literacy and thinking skills in order to work toward the Coppell ISD Profile of the Graduate goals that, (I.) "A scholar of high reputation (b) transfers and applies knowledge and skills in meaningful ways that lead to further learning opportunities, (e) utilizes critical reading and thinking skills, and (g) seeks knowledge independently, responsibly and purposefully." Section 11: Description of Proposal and Nature of Request: Goals for the elementary program are based upon the Twelve Essential Components of Research-Based Programs for Beginning Readers from the Texas Education Agency. Essential components (goals) are as follows: Children will have the opportunities.. . 1. to expand their use and appreciation of oral language. 2. to expand their use and appreciation of printed language. 3. to hear good stories and informational books read aloud daily. 4. to understand and manipulate the building blocks of spoken language. 5. to learn about and manipulate the building blocks of written language. 6. to learn the relationship between the sounds of spoken language and the letters of written language. 7. to learn decoding strategies. 8. to write and relate their writing to spelling and reading. 9. to practice accurate and fluent reading in decodable stories and pattern-type readers. 10. to read and comprehend a wide assortment of books and other texts. 1 1. to develop and comprehend new vocabulary through wide reading and direct vocabulary instruction. 12. to learn and apply comprehension strategies as they reflect upon and think critically about what they read. Goals for the secondary program are based on the Reading Next: A Vision for Action and Research in Middle and High School Literacy (2004). The fifieen key elements are: 1. Direct, explicit comprehension instruction 2. Effective instructional principles embedded in content 3. Motivation and self-directed learning 4. Text-based collaborative learning 5. Strategic tutoring 6. Diverse texts 7. Intensive writing 8. A technology component 9. Ongoing formative assessment of students 10. Extended time for literacy 1 1. Professional development 12. Ongoing summative assessment of students and programs 13. Teacher teams 14. Leadership 15. A comprehensive and coordinated literacy program To effectively meet these goals the literacy teachers will: Provide intensive, focused literacy instruction to identified students on a daily basis and constantly monitor students' literacy growth. Assist regular classroom teachers in identifying students at-risk of reading failure based upon assessment results and work cooperatively with classroom teachers to plan effectively for these identified students. Coordinate state mandated Early Reading Assessments in grades kindergarten, first and second grade three times a year. Coordinate local reading diagnostics and progress monitoring to identify at-risk adolescent readers. Provide model teaching in the classroom in literacy skills development. Work cooperatively with teachers and principals to promote literacy at each campus and participate in literacy study sessions with other literacy support teachers and the ELAIReading Director to keep current on reading and writing research and effective literacy program implementation. Provide additional interventions for struggling readers. In order to meet the reading goal set by then Governor George W. Bush in 1996 stating that, "All students will read on or above level or higher by the end of third grade and continue reading on or above grade level throughout their schooling," literacy support is imperative in the early grades and is an essential necessity for the continuation of literacy development at the secondary level. As a result of the reading goal set by then Governor Bush, guidelines were given to educators. Guidelines for the mandated Accelerated Instruction included the following: Identify target students and instructional priorities based upon assessment results. Provide for at least 30 minutes of additional systematic and explicit literacy instruction. Provide small group instruction in the areas of phonemic awareness (elementary), phonics, reading fluency, reading comprehension and writing. Use highly trained professionals to deliver instruction and provide interventions. While CISD7s TAKS scores indicate overwhelming success by remaining in the 9oth percentiles in reading and writing, these scores are misleading. A recent study shared with the State Board of Education in July 2007 reveals that the text demands for a student meeting met standard (a scale score of 2 100) on the grade 1 1 ELA TAKS merely indicates that the student can pass the test. A commended score (a scale score of 2400), however, ensures that the student can meet the myriad of text demands required post-high school from the workplace to the university (see attached graph). It is imperative to not only close the gap with our struggling readers but also to prepare ALL of CISD's students for the text demands of the 21" century. This can be accomplished through the literacy coach's work with struggling students as well as content area teachers. Without the requested funds, the CISD will need to reexamine current student teacher ratios. Denial of CEDC funds may also result in a decrease in specialized programs for all students in the district. If CISD is not able to adequately fund this program at the current level, a decrease in the district's state accountability rating could result. Coniniunity College (n=5C] V;or%p ace (r=l-lO'] SAT I. ACT. AP (n=20! Plgh School 1:: 1-12') (n=75') - Standard. - - - 2100TAKS .- r -.#. : - -L Id 101 5 Lex~le 1,-, . _ - A 1 R TAKS Performance Standards Overlay on Text Demands (adapted from Williamson, 2006a) Lexile Text Measures Section 111: Budget $Budget request for salaries Section IV: Project Measurement and Evaluation Salaries Estimated number of students to be served in this program K-12th grade: 1245 (12.5 % of the student population in 2009-20 10). Dollars per student proposed: $614.95 Evaluation of Project's Success A valid measure of a student's progress in learning to read is the result of the TAKS tests administered in the spring. PROGRAM GOAL Increase the percent of students who meet standard and reach commended on TAKS exams in ReadingELA STANDARD Reading: 100% ELA: 100% MOST RECENT MEASURE (MSIC) 3rd Grade Reading: 99% 4'h Grade Reading: 96% 5"' Grade Reading: 97% 6th Grade Reading: 99% 71h Grade Reading: 97% 8th Grade Reading: 99% 9th Grade Reading: 99% 1 oth Grade ELA: 98% 1 1 th Grade ELA: 98% EVALUATION rNSTRUMENT Reading TAKS ELA TAKS 3rd Grade Reading: 76% Increase the percent of students who reach commended on TAKS exams in ReadingJELA. 41h Grade Reading: 5 8% 5th Grade Reading: 60% 61h Grade Reading: 72% 71h Grade Reading: 60% 81h Grade Reading: 77% 9th Grade Reading: 50% 1 oth Grade ELA: 49% 1 lth Grade ELA: 64% Reading: 85% ELA: 80% Reading TAKS ELA TAKS In order to continue to adjust instruction and address changing needs of our students we respectfully apply for this grant. References Coppell Portrait of a Graduate, Coppell ISD, 2003 Reading Next: A Vision for Action and Research in Middle and High School Literacy (2004) Rohfhus, E., Ph.D. (2007, July 1 8). Specificity, Clarity, and Lexiles: Approaches to Defining Standards. Presented to State Board of Education in Austin, TX. Texas Education Agency, (2003), Austin, Texas. Retrieved June 1 1,2003 from www.tea.state.tx.us WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 10/C ✔ CONTRACT/BID or PROPOSAL Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $2,579,515.00 for 23 campus level personnel units and one-half administrative personnel unit in 2009-10 and 25 personnel units in 2010-2011 for Limited English Proficient (LEP) students, and authorizing the City Manager to sign. Funds are available in the CEDC fund for the grant. Staff recommends approval. !CEDC 2010-L02 - 1 AR STATE OF TEXAS 6 COPPELL EDUCATION DEVELOPMENT CORPORATION 6 COUNTY OF DALLAS 6 GRANT AGREEMENT This Educational Development Grant Agreement ("AGREEMENT") is made by and between the City of Coppell, Texas ("CITY"), Coppell Education Development Corporation ("CEDC") and the Coppell Independent School District (the "CISD"), acting by and through their respective authorized officers. WITNESSETH: WHEREAS, the CITY is authorized by TEX. LOC. GOV'T CODE 5 379A to provide educational development grants to publicly funded institutions through the CEDC for the promotion of literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CITY seeks to support programs for promoting literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CISD has submitted a grant application No. 2010-LO2 to provide funding for twenty (20) certified teachers and three (3) instructional aides in 2009-10 and twenty-five (25) personnel units in 2010-1 1 for Limited English Proficient (LEP) students (the PROJECT), which is designed to develop proficiency in the English language for those students who enter the district as either non-English speaking or limited English speaking; and WHEREAS, the PROJECT will provide daily instruction for approximately 638 pre- kindergarten through twelfth grade students representing more than thirty-six language groups; and WHEREAS, the PROJECT will provide daily instruction by bilingual teachers to 120 pre-kindergarten through fourth grade Spanish speaking students enrolled in dual language and bilingual classes; and WHEREAS, CISD is in need of funding the salaries for twenty-three (23) campus level personnel units and one-half (112) administrative personnel unit in 2009-10 for a total of $1,245,744 and twenty-five (25) personnel units in 20 10-1 1 for a total of $1,333,77 1, and seeks the assistance of the CEDC for such assistance; and WHEREAS, the CITY has determined that making an education development grant to the CISD in accordance with this AGREEMENT will further the objectives of the CITY, will benefit the CITY and the CITY'S inhabitants and will promote literacy in the CITY. NOW THEREFORE, in consideration of the foregoing, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged on the terms and conditions hereinafter set forth, the parties agree as follows: COPPELL EDUCATION DEVELOPMENT GRANT Page 1 GENERAL PROVISIONS 1. Subject to availability of funds collected from the 379A sales tax, the CITY agrees to provide the CISD an education development grant (the "GRANT) in the amount of Two Million Five Hundred Seventy-nine Thousand Five Hundred Fifteen Dollars and no cents ($2,579,5 15.00). 2. CISD agrees to utilize the GRANT to fund the salaries for twenty-three (23) campus level personnel units and one-half (112) administrative personnel unit in 2009-10 and twenty-five (25) personnel units in 2010-1 1 for approximately 638 pre-kindergarten through twelfth grade students. 3. CITY agrees to provide the GRANT of Two Million Five Hundred Seventy-nine Thousand Five Hundred Fifteen Dollars and no cents ($2,579,515.00) funds payable on a quarterly basis with the first payment to be made in November 2009. 4. No later than May 31, 2010 the CISD shall submit a detailed list of expenditures for the 2009-10 portion of this GRANT and no later than May 3 1, 201 1 the CISD shall submit a detailed list of expenditures for the 2010-1 1 portion of this GRANT to the CEDC. The detailed expenditures shall include, but not limited to, all personnel costs, the number of students served, grade levels actually served, and any changes in personnel during the period covered by this GRANT. 5. In the event the CISD breaches any of the terms of this AGREEMENT or fails to use the GRANT for the purposes set forth herein, then the CISD, after expiration of the notice and cure period described herein, shall be in default of this AGREEMENT. As liquidated damages in the event of such default, the CISD shall, within thirty (30) days after demand, repay to the CITY, the GRANT with interest at the rate of eight percent (8%) per annum from the date of receipt of the GRANT until paid. The parties acknowledge that actual damages in the event of default would be speculative and difficult to determine. Upon breach by CISD of any obligations under this AGREEMENT, the CITY shall notify the CISD in writing, who shall have thirty (30) days from receipt of the notice in which to cure such default. If CISD fails to cure the default within the time provided herein, or, as such time period may be extended, then the CITY at its sole option, shall have the right to terminate this AGREEMENT without further notice to the CISD. 6. The terms and conditions of this AGREEMENT are binding upon the successors and assigns of all parties hereto. This AGREEMENT may not be assigned without the express written consent of CITY and CEDC. 7. It is understood and agreed between the parties that CISD, in the use of the GRANT and in satisfying the conditions of this AGREEMENT, is acting independently, and that the CITY andlor the CEDC assumes no responsibilities or liabilities to third parties in connection with COPPELL EDUCATION DEVELOPMENT GRANT Page 2 these actions. CISD agrees to indemnify and hold harmless the CITY and the CEDC from all such claims, suits, and causes of action, liabilities and expenses, including reasonable attorney's fees, of any nature whatsoever arising out of the CISD's performance of the conditions under this AGREEMENT. 8. Any notice required or permitted to be delivered hereunder shall be deemed received when sent by United States mail, postage pre-paid, certified mail, return receipt requested, addressed to the party at the address set forth opposite the signature of the party. 9. This AGREEMENT shall be governed by the laws of the State of Texas; and venue for any action concerning this AGREEMENT shall be in the State District Court of Dallas County, Texas. 10. In the event any one or more of the provisions contained in this AGREEMENT shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not effect the other provisions, and the AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. EXECUTED this day of ,2009 CITY OF COPPELL, TEXAS By: CLAY PHILLIPS, CITY MANAGER 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 750 19 ATTEST: By: EXECUTED this day of ,2009. COPPELL EDUCATION DEVELOPMENT CORPORATION By: BRIAN LETZKUS, VICE PRESIDENT 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 COPPELL EDUCATION DEVELOPMENT GRANT Page 3 ATTEST: By: SIGNED this day of ,2009. COPPELL INDEPENDENT SCHOOL DISTRICT By: DR. JEFF TURNER, SUPERINTENDENT Coppell Independent School District 200 S. Denton Road Coppell, Texas 7501 9 ATTEST: By: CITY'S ACKNOWLEDGMENT STATE OF TEXAS 6 6 COUNTY OF DALLAS 6 This instrument was acknowledged before me on the day of , 2009, by Clay Phillips, City Manager of the City of Coppell, Texas, a Texas municipality, on behalf of said municipality. Notary Public, State of Texas My Commission Expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 4 COPPELL EDUCATION DEVELOPMENT CORPORATION STATE OF TEXAS 9 9 COUNTY OF DALLAS 9 This instrument was acknowledged before me on the day of , 2009, by Brian Letzkus, Vice President of the Coppell Education Development Corporation, on behalf of said Corporation. Notary Public, State of Texas My Commission expires: COPPELL INDEPENDENT SCHOOL DISTRICT STATE OF TEXAS 9 9 COUNTY OF DALLAS 9 This instrument was acknowledged before me on the day of , 2009, by Dr. Jeff Turner, Superintendent of Coppell Independent School District, on behalf of said District. Notary Public, State of Texas My Commission expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 5 Coppell Education Development Corporation Grant Application Project Title: Pre-K - 12~ Grade English as a Second Language/Bilingual Princi~al A~~licant Teresa Tate Title of Principal Applicant Director of ESLBE ISD Representative in Application Coppell Project Period (Start & Finish of Entire August 2009-May 20 1 1 Project) Total Amount Requested $1,245,744 (2009-1 0) + $1,333,771 (1 0-1 1) = $2,579,515 Printed Names & Title of Grant Approvers; Signatures; & Dates: Teresa Tate Director of ESLBE q02 1-07 Principal Applicant Date Title (Required) Team Member Signature Date Title (Optional) Principal of School Involved Signature Date Title (Optional) Dr Jeff Turner Superintendent of Schools 929-07 District Superintendent Date Title (Required) Cindy Warner CISD Board President (i-29- o 9 ** School Board President ugnature Date President (Required) **Signifies approval by the School Board of Trustees Section I: Abstract of ProjectIActivity The programs for Limited English Proficient (LEP) students are designed to develop proficiency in the English language for those students who enter the district as either non- English speaking or limited English speaking. Through this grant, twenty certified teachers and three instructional aides will provide daily language acquisition instruction for approximately 638 pre-kindergarten through twelfth grade students representing more than thirty-six language groups. Bilingual teachers will provide daily instruction for approximately 120 pre-kindergarten through fourth grade Spanish speaking students enrolled in dual language and bilingual classes, while English as a Second Language teachers provide daily instruction for the remaining English Language Learners. Coppell ISD is applying under the literacy provision of the Coppell Education Development Corporation for a total of $1,245,744 to fund salaries for twenty-three campus level personnel units and one-half administrative personnel unit in 2009- 10 and $1,333,77 1 to fund salaries for twenty-five personnel units in 20 10-1 1. Use of the grant funds over the two-year period will allow the teachers to offer English language instruction which is critical for the long-term personal, social, and economic development of our English Language Learners. Developing literacy skills through second language instruction allows these students to attain academic success in the classroom while contributing towards the mission of CISD as a global leader in educational excellence. The grant funds will also allow for the development of bilingual and bi-literacy skills for both Spanish and English speaking students in dual languages. The English Language Learners contribute immensely to the strong academic climate in CISD as evidenced by their performance on the recent Texas Assessment of Knowledge and Skills. These international students also contribute to the enrichment of the lives of our monolingual students by sharing insights into their language and culture. In turn, our native English speakers have an opportunity to develop positive attitudes towards people of other countries and cultures. The world's economy is now interdependent to such a degree that professional interaction is seldom possible on anything but an international basis. Our students are in a unique position to develop an understanding of other cultures which will only stand to serve them well as they develop into 21St century learners and global citizens. Section 11: Description of Proposal and Nature of Request: The purpose of the ESOL Program in CISD is to provide limited English proficient students skills that will enable them to "successfully complete or make appropriate progress toward personal educational goals identified in hislher customized learning program". Three broad literacy goals for ESOL learners have been established by Teachers of English to Speakers of Other Languages, Inc., (TESOL) to provide guidance for language teachers as well as mainstream teachers as they meet the challenges of providing effective education for the ESOL students from pre-kindergarten through twelfth grade. These goals include personal, social, and academic uses of English. Goal 1: Students will use English to communicate in social settings. o Objective: Use English to participate in social settings. o Objective: Interact in, through, and with spoken and written English for personal expression and enjoyment. o Objective: Use learning strategies to extend communicative competence. Goal 2: Students will use English to achieve academically in all content areas. o Objective: Use English to interact within the classroom. o Objective: Use English to obtain, process, construct, and provide subject matter information in spoken and written form. o Objective: Use appropriate learning strategies to construct and apply academic knowledge. Goal 3: Students will use English in socially and culturally appropriate ways. o Objective: Use the appropriate language variety according to audience, purpose and setting. o Objective: Use nonverbal communication appropriate to audience, purpose and setting. o Objective: Use appropriate learning strategies to extend sociolinguistic and sociocultural competence. To effectively meet these goals the ESOL teachers will: Assess students upon entry into the program to determine their academic needs Provide appropriate instruction in the Texas Essential Knowledge and Skills Consult with mainstream classroom teachers to monitor student progress Annually assess student progress using appropriate measurements This is an existing program that is required by the Texas Education Code Commissioner's Rules Concerning Limited English Proficient Students (Chapter 89. Adaptations for Special Population subchapter BB.) In order to comply with state requirements, CISD offers daily instruction in English at the elementary and secondary level. Program implementation ranges from separate courses at the secondary level and a pullout program at designated elementary campuses as well as a collaborative content- based instructional model at all elementary campuses. The bilingual program is required by the Texas Education Code, 19 TAC 89.1205 (a). A bilingual program provides for learning basic skills in the primary language of the student. The CISD is responsible for providing opportunities for students to become competent in speaking, reading, writing and comprehending the English language. To effectively meet these goals the bilingual teacher will: Assess students upon entry into the program to determine their academic needs Provide appropriate instruction in the Texas Essential Knowledge and Skills Annually assess student progress using appropriate measurements In CISD, the bilingual programs currently serves pre-kindergarten kindergarten, first grade, second grade, third grade, and fourth grade students with the intent of expanding the program through grade 5 during the 201 0-1 1 school year. Without the requested funds, the CISD will need to reexamine current student teacher ratios in all classes in order to provide district funding for this program. Denial of CEDC funds may also result in a decrease in specialized programs for all students in the district in order to provide this required program with district funds. In addition, if CISD is not able to adequately fund this program at the current level, a decrease in the district's state accountability rating could result. The 2009-10 ESOL Program will require thirteen teachers/facilitators and two instructional aides to deliver a quality program. The bilingual program will require seven teachers and one instructional aide. The 20 10-1 1 ESOL Program is expected to require thirteen teachers/facilitators and two instructional aides; however, the bilingual program in 2010-1 1 will require nine bilingual teachers and one instructional aide in order to advance the bilingual and dual language immersion program through the elementary years. All training of ESOLIBilingual staff as well as training for regular classroom teachers will take place at regularly scheduled faculty meetings and district workshops. This program will receive approximately $70,000 from Title I11 funds. These monies are used to supplement ESOL and bilingual education program needs. During the 2009-201 1 academic years this money will be used to: Provide additional training for ESOLIBilingual and mainstream teachers at Region X Educational Service Center and other designated training sessions within CISD and the state Provide additional program materials Provide adult ESL classes to the community so parents can become partners in their student's education The following charts show the number of ESOLIBilingual students served by this project* 2009- 20 10 ESLIBILINGUAL PROJECTIONS *Only schools within city limits of Coppell are included in this proposal Section 111: Budget for 2009-10 $ 1,245,744 Total budget request for salaries and benefits (24 personnel units) Section IV: Project Measurements and Evaluation Project Statistics Total number of Coppell Limited English Proficient students covered under this grant: 638 (6.41 % of total Coppell student population) Dollars per student proposed: $1,952.57 (2009-1 0) Evaluation of Project's Success A valid measure of a non-English speaking student's progress in acquiring the TEKS (Texas Essential Knowledge and Skills) are the results of the TAKS (Texas Assessment of Knowledge and Skills). Increase the percent of ESL students who pass the TAKS exams in Reading and Writing. PROGRAM GOAL Reading Grades 3-9: 100% Writing Grades 4'7: 100% STANDARD ELA Grade 10 and Exit Level: 100% EVALUATION INSTRUMENT Reading TAKS Writing TAKS ELA TAKS I I MOST RECENT MEASURE - TAKS RESULTS SUMMARY for 2008-09 I GRADE I # OF ESLIBE Participants I % who met standard I % who met I 3 [ EXIT level / 11 73% met standard on complete ELA *Some English Language Learners are exempt from TAKS based on state criteria for 10 number ofyears in the U.S. and linguistic preparedness. * 5 1 The linguistic and cognitive knowledge that English Language Learners bring to school are a solid base for building their future as speakers of English. Only if ESOL instruction is part of a rigorous educational program will the promising futures of these students be 5 on Reading 98% 100% met standard on com~lete ELA standard on Writing NA realized. The CISD respectfully applies for this grant in order to provide this quality education. References CISD Strategic Plan 2009-20 13. Coppell: 2009. ESL Standards for Pre-K-12 Students. Bloomington, Illinois: Pantagraph Printing, 1997. Texas Education Agency. 2005 Austin, Texas. June 2005. <www.tea.state.tx.us> WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 10/D ✔ CONTRACT/BID or PROPOSAL Consider approval of a grant agreement between the City of Coppell, the Coppell Education Development Corporation, and the Coppell Independent School District in the amount of $1,987,162.00 for 17 Spanish teachers, and authorizing the City Manager to sign. Funds are available in the CEDC Fund for this grant. Staff recommends approval. !CEDC 2010-S01-1AR STATE OF TEXAS 8 COPPELL EDUCATION DEVELOPMENT CORPORATION 8 COUNTY OF DALLAS § GRANT AGREEMENT This Educational Development Grant Agreement ("AGREEMENT") is made by and between the City of Coppell, Texas ("CITY"), Coppell Education Development Corporation ("CEDC") and the Coppell Independent School District (the "CISD"), acting by and through their respective authorized officers. WITNESSETH: WHEREAS, the CITY is authorized by TEX. LOC. GOV'T CODE 5 379A to provide educational development grants to publicly funded institutions through the CEDC for the promotion of literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CITY seeks to support programs for promoting literacy, foreign language and career technology for a skilled workforce; and WHEREAS, the CISD has submitted a grant application No. 2010-SO1 to provide funding for hiring eleven (1 1) Spanish teachers for grades 9 through 12 at Coppell High School, three (3) Spanish teachers at New Tech High, and one (1) Spanish teacher each at the three middle schools (the PROJECT), to provide daily instruction in order to satisfy a state graduation requirement; and WHEREAS, the CISD has developed the PROJECT using certified Spanish teachers who specialize in such field; and WHEREAS, CISD is in need of funding the salaries and benefits for eleven (1 1) Spanish teachers for grades 9 through 12 at Coppell High School, three (3) Spanish teachers at New Tech High and one (1) Spanish teacher each at the three middle schools, and seeks the assistance of the CEDC for such assistance; and WHEREAS, the CITY has determined that making an education development grant to the CISD in accordance with this AGREEMENT will further the objectives of the CITY, will benefit the CITY and the CITY'S inhabitants and will promote foreign language in the CITY. NOW THEREFORE, in consideration of the foregoing, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged on the terms and conditions hereinafter set forth, the parties agree as follows: GENERAL PROVISIONS 1. Subject to availability of funds collected from the 379A sales tax, the CITY agrees to provide the CISD an education development grant (the "GRANT) in an amount not to exceed COPPELL EDUCATION DEVELOPMENT GRANT Page 1 One Million Nine Hundred Eighty-seven Thousand One Hundred Sixty-two Dollars and No Cents ($1,987,162.00). 2. CISD agrees to utilize the GRANT to fund salaries and benefits for eleven (1 1) Spanish teachers at Coppell High School, three (3) Spanish teachers at New Tech High, and one (1) Spanish teacher each at the three middle schools. 3. CITY agrees to provide the GRANT of One Million Nine Hundred Eighty-seven Thousand One Hundred Sixty-two Dollars and No Cents ($1,987,162.00), funds payable on a quarterly basis with the first payment to be made in November 2009. Funds to be expended in accordance with the budget categories set forth in the GRANT application. 4. No later than May 3 1, 2010 the CISD shall submit personnel costs for this GRANT to the CEDC. The detailed expenditures shall include, but not limited to, salaries, number of students served, grade levels actually served, copies of contracts, and any changes in personnel during the period covered by this GRANT. 5. In the event the CISD breaches any of the terms of this AGREEMENT or fails to use the GRANT for the purposes set forth herein, then the CISD, after expiration of the notice and cure period described herein, shall be in default of this AGREEMENT. As liquidated damages in the event of such default, the CISD shall, within thirty (30) days after demand, repay to the CITY, the GRANT with interest at the rate of eight percent (8%) per annum from the date of receipt of the GRANT until paid. The parties acknowledge that actual damages in the event of default would be speculative and difficult to determine. Upon breach by CISD of any obligations under this AGREEMENT, the CITY shall notify the CISD in writing, who shall have thirty (30) days from receipt of the notice in which to cure such default. If CISD fails to cure the default within the time provided herein, or, as such time period may be extended, then the CITY at its sole option, shall have the right to terminate this AGREEMENT without further notice to the CISD. 6. The terms and conditions of this AGREEMENT are binding upon the successors and assigns of all parties hereto. This AGREEMENT may not be assigned without the express written consent of CITY and CEDC. 7. It is understood and agreed between the parties that CISD, in the use of the GRANT and in satisfying the conditions of this AGREEMENT, is acting independently, and that the CITY andlor the CEDC assumes no responsibilities or liabilities to third parties in connection with these actions. CISD agrees to indemnify and hold harmless the CITY and the CEDC from all such claims, suits, and causes of action, liabilities and expenses, including reasonable attorney's fees, of any nature whatsoever arising out of the CISD'S performance of the conditions under this AGREEMENT. 8. Any notice required or permitted to be delivered hereunder shall be deemed received when sent by United States mail, postage pre-paid, certified mail, return receipt requested, addressed to the party at the address set forth opposite the signature of the party. COPPELL EDUCATION DEVELOPMENT GRANT Page 2 9. This AGREEMENT shall be governed by the laws of the State of Texas; and venue for any action concerning this AGREEMENT shall be in the State District Court of Dallas County, Texas. 10. In the event any one or more of the provisions contained in this AGREEMENT shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not effect the other provisions, and the AGREEMENT shall be construed as if such invalid, illegal, or unenforceable provision had never been contained in it. EXECUTED this day of ,2009. CITY OF COPPELL, TEXAS By: CLAY PHILLIPS, CITY MANAGER 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 750 19 ATTEST: By: EXECUTED this day of ,2009. COPPELL EDUCATION DEVELOPMENT CORPORATION By: BRIAN LETZKUS, VICE PRESIDENT 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 ATTEST: By: COPPELL EDUCATION DEVELOPMENT GRANT Page 3 EXECUTED this day of ,2009. COPPELL INDEPENDENT SCHOOL DISTRICT By: DR. JEFF TURNER, SUPERINTENDENT Coppell Independent School District 200 S. Denton Road Coppell, Texas 7501 9 ATTEST: By: CITY'S ACKNOWLEDGMENT STATE OF TEXAS 0 8 COUNTY OF DALLAS 0 This instrument was acknowledged before me on the day of , 2009, by Clay Phillips, City Manager of the City of Coppell, Texas, a Texas municipality, on behalf of said &unicipalityI Notary Public, State of Texas My Commission Expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 4 COPPELL EDUCATION DEVELOPMENT CORPORATION STATE OF TEXAS 0 § COUNTY OF DALLAS 5 This instrument was acknowledged before me on the day of , 2009, by Brian Letzkus, Vice President, Coppell Education Development Corporation, on behalf of said Corporation. Notary Public, State of Texas My Commission expires: COPPELL INDEPENDENT SCHOOL DISTRICT STATE OF TEXAS 8 § COUNTY OF DALLAS 5 This instrument was acknowledged before me on the day of , 2009, by Dr. Jeff Turner, Superintendent of Coppell Independent School District, on behalf of said District. Notary Public, State of Texas My Commission expires: COPPELL EDUCATION DEVELOPMENT GRANT Page 5 Coppell Education Development Corporation Grant Application Project Title: Principal Applicant Title of Principal Applicant ISD Representative in Application Project Period (Start & Finish of Project) Amount Requested for 2009-2010 Amount Requested for 2010-2011 Total Amount Requested Coppell ISD's Spanish Program Mechelle Bryson, Ed.D. Director of School Improvement Coppell August 2009 - May 20 1 1 $978,898 $ 1,008,265 $ 1,987,162 Printed Names & Title of Grant Approvers; Signatures; & Dates: Mechelle Bryson, Ed.D. Director of School Improvement Principal Applicant Title (Required) Team Member Title (Optional) Signature Date Principal of School Involved Signature Date Title (Optional) Dr. Jeff Turner Superintendent 9-8 f- dS District Superintendent Date Title (Required) Cindy Warner President, Board of Trustees 4- 28-97 * * School Board President I/Signature Date President (Required) ~ ~p - **Signifies approval by the School Board of Trustees Section I: Abstract of ProjectIActivity The Coppell Independent School is applying for $ 1,987,162.00 under the foreign language provision of the Coppell Education Development Corporation to furnish salaries for eleven Spanish teachers at Coppell High School, three Spanish teachers at New Tech High and one Spanish teacher at Coppell Middle School North, one Spanish teacher at Coppell Middle School East and one Spanish teacher at Coppell Middle School West during the 2009-2010 academic year as well as the 2010-201 1 academic year. These teachers provide daily instruction to students in grades eight through twelve who have elected to study the Spanish language and culture in order to satisfy a state graduation requirement. Students enrolled in Spanish language classes are realizing the mission of the district to become a global leader in educational excellence (see Appendix A) as well as fulfilling an indicator of the Portrait of the Coppell ISD Graduate (see Appendix B). Section 11: Description of Proposal & Nature of Request All U.S. students need to be proficient and literate in English. In addition, students will need competence in at least one additional language to meet the demands of global competition. The need for such competence, both in our current economy and in the one in which today's students will live and work, has been well documented. Research shows that multilingual societies have a competitive advantage over monolingual societies in international trade (Halliwell, 1999). The state of Texas requires that students complete two years of the same foreign language in order to receive a diploma under the Recommended Plan. In addition, students desiring to graduate under the Distinguished Achievement Program (DAP) must complete a sequence of three years of the same language (see Appendix C). In addition, the Coppell ISD Strategic Plan specifies that the district will "integrate 21'' century learning skills" into the curriculum. As such, multilingual skills and the complex, critical thinking required to successfully acquire a second or third language is vital. A Texas Framework for Languages Other Than English is tied to the Texas state student content and performance standards, the Texas Essential Knowledge and Skills for Languages Other Than English. The goals for the Spanish program reflect these standards: Goal 1 : The students communicate in Spanish using the skills of listening, speaking, reading and writing. Goal 2: The student gains knowledge and understanding of other cultures. Goal 3: The student uses the language to make connections with other subject areas and acquire information. Goal 4: The student develops insight into the nature of language and culture by comparing the student's own language and culture to another. Goal 5: The student participates in communities at home and around the world by using languages other than English. To effectively meet the goals of the program the Spanish teachers will: Utilize the Texas Essential Knowledge and Skills for Language Other Than English in lesson planning. Provide experiences that will enhance the understanding of other cultures Provide multiple opportunities for students to interact with native speakers Annually assess student progress using appropriate measurements Without these funds CISD would be unable to fund other programs that contribute towards student success. In order to best serve our student population we respectfully apply for this grant. Section 111: Budget The $ 1,987,162.00 grant request will provide salaries and benefits for eleven Spanish teachers at Coppell High School, three Spanish teachers at New Tech High and one Spanish teacher at Coppell Middle School North, one Spanish teacher at Coppell Middle School East and one Spanish teacher at Coppell Middle School West during the 2009- 20 10 academic year as well as the 201 0-20 1 1 academic year. Section IV: Project Measurements and Evaluation: The effectiveness of this project can be qualitatively measured by student work samples and projects along with anecdotal records from students, teachers and parents. Program goals can be quantitatively measured by the proper identification and effective application of appropriate evaluation instruments. Project Statistics Number of students served by this project Coppell High School: 1273 New Tech High: 276 Coppell Middle School North: 157 Coppell Middle School East: 100 Coppell Middle School West: 154 Total 1960 (See Appendix D for a detailed breakdown of enrollment) Dollars per student proposed: $499.43 This year's dollars per student is a decrease from last year's dollars per student of $534.65. The dollars per student decrease can be attributed to the decrease in the number of Spanish Teacher in the district. Evaluation of Project's Success: CISD had a 7% increase in PreAPIAP Spanish Courses. See charts below. PROGRAM GOAL Increase the percent of students enrolled in PreAPIAP Spanish Language STANDARD 25% 2007- 08 1,196 2008- 09 1,280 EVALUATION INSTRUMENT Pentamation Report Appendix A Mission Statement The mission of the Coppell Independent School district, as a committed and proven leader in educational excellence, is to ensure our learners achieve personal success, develop strong moral character, and become dynamic leaders and global citizens with a zeal for service by engaging each individual through innovative learning experiences led by a visionary staff and progressive community. Appendix B Who is the Coppell ISD Graduate? A scholar of high reputation ... . . .prioritizes to achieve personal academic goals. . . .transfers and applies knowledge and skills in meaningful ways that lead to further learning opportunities. ... understands and appreciates the arts and their impact on the other disciplines and life. . . .discriminates in the use of consumer information. . . .utilizes critical reading and thinking skills. . . .practices non-traditional and original problem-solving skills. . . .seeks knowledge independently, responsibly, and purposefully. . . .practices self-advocacy and self-determination. An articulate communicator.. . . . .possesses multilingual skills. . . .effectively conveys information in written, oral and visual forms. . . .learns through listening. . . .improves through self-reflection. . ..expresses ideas in ways that inspire progress toward the shared resolution of a problem. A person of strong, moral character.. . . . .values humanity, oneself, and one's environment. . . .models healthy life choices. . . .abstains from inappropriate social behavior. . . .balances personal and professional pursuits. A dynamic citizen.. . . . .practices informed patriotism. ...p articipates and contributes actively in the local and global community. ...p ossesses an understanding of international relations and the impact of global dynamics. . . .collaborates proficiently. . . .contributes to a sense of unity within a community. . . .strives toward specific goals that lead to personal success. A flexible, resilient pacesetter.. . . . .maximizes rapidly-changing technologies. . . .adapts to shifting paradigms. . . .leads in a bold and daring manner. . . .shows courage while using good judgment in decision-making. The Coppell ISD Graduate is marketable to global interests. Appendix C Texas State Graduation Requirements (For students entering grade 9 in the 2001-02 school year and thereafier) *College Board Advanced Placement and International Baccalaureate courses may be substituted for requirements in appropriate areas. 10 Discipline Social Studies* Economics, with emphasis on the free enterprise system and its benefit* Academic Elective Physical Education Languages Other Than English* Health Education Minimum Graduation Plan (22 credits) Two and one-half credits: World History Studies (one credit)or World Geography Studies (one credit), U.S. History Studies Since Reconstruction (one credit), and U.S. Government (one-half credit). One-half credit One credit selected from: World History Studies, World Geography Studies, or any science course approved by SBOE. (If substituting Chemistry or Physics for IPC, must use one of these as the academic elective credit.) One and one-half credits to include Foundations of Personal Fitness (one-half credit). (Limit two credits.) Can substitute: drill team, marching band, cheerleading, Junior Reserve Officer Training Corps (JROTC), athletics, Dance I-IV, approved private programs, or certain career and technology education courses. None One-half credit or Health Science Technology (one credit). Recommended High School Program (24 credits) Three and one-half credits: World History Studies (one credit), World Geography Studies (one credit), U.S. History Studies Since Reconstruction (one credit), and U.S. Government (one-half credit). One-half credit See Elective Courses. One and one-half credits to include Foundations of Personal Fitness (one-half credit). (Limit two credits.) Can substitute: drill team, marching band, cheerleading, JROTC, athletics, Dance I-IV, approved private programs, or certain career and technology education courses. Two credits: Level I and Level 11 in the same language. One-half credit or Health Science Technology (one credit). Distinguished Achievement Program (24 credits plus advanced measures) Three and one-half credits: World History Studies (one credit), World Geography Studies (one credit), I1.S. History Studies Since Reconstruction (one credit), and U.S. Government (one-half credit). One-half credit See Elective Courses. One and one-half credits to include Foundations of Personal Fitness (onehalf credit). (Limit two credits.) Can substitute: drill team, marching band, cheerleading, JROTC, athletics, Dance I-IV, approved private programs, or - certain career and technology education courses. Three credits: Level I. Level 11, and Level 111 in the same language. One-half credit or Health Science Technology (one credit). Appendix D Coppell ISD 2008 - 2009 Spanish Enrollments Spanish 1 Spanish 1 Pre-AP Spanish 2 Spanish 2 Pre AP Spanish 3 Spanish 3 Pre AP Spanish 4 Pre-AP Spanish Language APIIB Spanish Literature AP Total Grand Total CHS 236 74 319 23 3 148 139 16 92 16 1273 1960 NTH 0 82 0 114 0 50 3 0 0 0 276 North 0 157 0 0 0 0 0 0 0 157 East 0 100 0 0 0 0 0 0 0 100 West 0 154 0 0 0 0 0 0 0 154 References Halliwel1,J. (1 999). Language and trade. In A. Breton (Ed.), Exploring the Economics of Language. Ottawa, Ontario: Department of Cultural Heritage. Coppell Portrait of a Graduate, Coppell; 2003 Coppell Independent School District Mission Statement, Coppell; 2003 Southwest Educational Development Laboratory., A Texas Framework for Languages Other Than English. Austin, Texas: Texas Education Agency, 1997. WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 10/E ✔ PROCEDURAL Consider approval of an Annual Report from the Coppell Education Development Corporation. Only four meetings were held with seven grant applications being submitted. The school districts involved have received written communication requesting they spend the outstanding revenue. Staff recommends approval. !CEDC Annual Report - 1 AR COPPELL EDUCATION DEVELOPMENT CORPORATION ANNUAL REPORT FYO8-09 ANNUAL PERFORMANCE REVIEW FY09-10 PROJECTION OF GOALS FY 10 BUDGET OCTOBER 8, 2009 ANNUAL CORPORATE BUDGET FY08-09 ANNUAL PERFORMANCE REVIEW, FY09- 10 PROJECTION OF GOALS AND FYlO BUDGET FY08-09 ANNUAL PERFORMANCE REVIEW FY08-09 (October 1, 2008 through September 30, 2009) was the eighth fiscal year for the Coppell Education Development Corporation (CEDC). The following seven individuals comprised the CEDC Board of Directors: 1) Antonio Altemus 467 Clear Creek Lane, Coppell, TX 75019 2-yr. term 2) Gina Mote 1523 Falls Road, Coppell, TX 750 19 1-yr. term 3) Bill Elieson 369 E. Parkway Blvd., Coppell, TX 70519 2-yr. term 4) Marilyn Kibler 306 Buttonwood Court, Coppell, TX 75019 2-yr. term 5) Brian Letzkus 105 Branchwood Trail, Coppell, TX 75019 1-yr. term 6) Thomas Massimi 1018 Gibbs Crossing, Coppell, TX 75019 1 -yr. term 7) April Terry 164 Bricknell Lane, Coppell, TX 75019 2-yr. term The CEDC Board of Directors met on Wednesday, October 8, 2008 at Coppell Town Center. At this first meeting the CEDC Board voted unanimously to reappoint the current officers as allowed per its bylaws: Antonio Altemus, President Brian Letzkus, Vice President Gina Mote, Secretary With these officers presiding, staff liaison Jim Witt, Coppell City Manager, and Kathy Bowling, Recording Secretary joined the CEDC Board of Director meetings on October 8, 2008 and November 12, 2008; staff liaison Clay Phillips, Coppell City Manager, and Kathy Bowling, Recording Secretary joined the CEDC Board of Director meeting on February 11, 2009; and staff liaison Clay Phillips, Coppell City Manager and Debbie Cravey, Recording Secretary joined the CEDC Board of Director meeting on September 9,2009 throughout FY08- 09. The regularly scheduled December 2008, January, March, April, May, June, and July, 2009 meetings were cancelled because there were no grants to review. The regularly scheduled August 12,2009 meeting was cancelled due to a lack of a quorum. The agenda did not include any grants to review. GRANT APPLICATIONS AND REVIEW At the October 8, 2008 meeting the Board unanimously approved four grants from the Coppell Independent School District. They included: A grant in the amount of $1,113,132 for 90 ESOL teachers; a grant in the amount of $724,614 for 12 literacy intervention support teachers; a grant in the amount of $1,046,326 for 13 Spanish teachers at the Coppell High School, 2 Spanish teachers at New Tech High, and 1 Spanish teacher each at the 3 Coppell Middle Schools; and a grant in the amount of $126,000 for library materials. At the November 12, 2008 meeting the Board unanimously approved two grants from the Lewisville Independent School District. They included: A grant in the amount of $9,754 for licenses for test preparation software at Lewisville High School and a grant in the amount of $8,871 for technology at the Durham Middle School. At the February 11, 2009 meeting the Board unanimously approved a grant from the Carrollton-Farmers Branch Independent School District in the amount of $540,524 for technology; approved the distribution of additional funds to Lewisville Independent School District and The North Hills Preparatory School; and approved an amendment to the Professional Service Agreement with Kasner and Associates. At the September 9, 2009 meeting the Board approved allowing the school districts the ability to submit multiple year grants. There were no grants submitted for approval. SUMMARY OF FY 2008-09 GRANT AWARDS 2009-LO 1 CISD ESOL Teachers $ 1,131,132.00 2009-LO2 CISD Literacy $ 724,614.00 2009-SO1 CISD Spanish Teachers $ 1,046,326.00 2009-LO3 CISD Library Materials $ 126,000.00 SCHOOL Coppell ISD Carrollton/Farmers Branch ISD North Hills School Lewisville ISD TOTAL % OF FUNDS 92.68% 5.76% 0.94% 0.63% 100.00% # OF STUDENTS 8,578 3 63 55 2 5 9,021 BUDGET ALLOCATION AS OF 08/31/09 PLUS CARRYOVERS $5,867,374.42 $ 180,247.28 $ 4,575.19 $ 3,336.46 $6,055,533.36 2009-TO1 LISD Licenses $ 9,754.00 2009-TO2 LISD Technology $ 8,871.00 2009-TO3 CFBISD Technology $ 540,524.00 TOTAL $3,587,221.00 FY09-10 PROJECTION OF GOALS The purpose and overriding goal of the Coppell Education Development Corporation, a nonprofit, non-stock corporation with no members, is to finance programs to publicly funded institutions which will promote literacy, foreign language and career technology for a skilled workforce, as authorized by Section 379A of the TEXAS LOCAL GOVERNMENT CODE, as amended. The collection of a half-cent sales tax for education ended on March 31, 2008. Current board members will continue to serve until all funds have been expended. In support of this goal, the objectives of the CEDC Board of Directors for FY09-10 (October 1, 2009 through final disbursement in 2010) are represented in brief by the following bulleted list: Continue to convene the CEDC Board of Directors at regularly scheduled meetings throughout FYlO to faithfully administer the CEDC grant application, review and award funding in accordance with the bylaws, and the grant review policy adopted by the Mayor and Council. Process FY 10 Grant Applications from October 2009 through final distribution of all remaining revenue. Finalize FY 10 Grant Agreements from October 2009 through final disbursement of all funds. Develop and submit final CEDC Annual Report to Council after September 30, 2009 and the Fiscal Year is completed. Work with school districts to expend all remaining funds in as expedient a manner as possible. FYlO BUDGET The CEDC FY 10 Budget included herein is based on the most current available estimate of FY09 collectable 379A sales tax revenues as provided by the Coppell Finance Director. This budget is also simply modeled to reflect the four (4) top-level account categories used as a standard in the budgets of the city of Coppell. Grant Award Services $3,000,000 This Annual Corporate Budget report is respectfully submitted in accordance with the Bylaws of the Coppell Education Development Corporation (CEDC) this gth day of October 2009. ON BEHALF OF THE CEDC BOARD OF DIRECTORS By: Brian Letzkus, Vice President WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Engineering October 13, 2009 10/F ✔ CONTRACT/BID or PROPOSAL Consider approval of a License Agreement between the City of Coppell and Arbor Manors of Coppell Homeowners Association; and authorizing the City Manager to sign and execute any necessary documents. The License Agreement will allow a screening wall and decorative poles and signs to be installed in the right-of-way and require the Homeowners Association to maintain them. Staff will be available to answer any questions. Staff recommends approval of this agreement with Arbor Manors of Coppell Homeowners Association. #Arbor Manors Agreement "CITY OF COPPELL ENGINEERING - EXCELLENCE BY DESIGN" MEMORANDUM FROM THE DEPARTMENT OF ENGINEERING TO: Mayor and City Council VIA: Kenneth M. Griffin, P.E., Director of Engineering/Public Works FROM: Michael Garza, E.I.T. DATE: October 13, 2009 RE: Consider approval of a License Agreement between the City of Coppell and Arbor Manors of Coppell Homeowners Association; and authorizing the City Manager to sign and execute any necessary documents. David Weekly, the developer of Arbor Manors, is required by the zoning ordinance to place a screening wall on the perimeter of the subdivision. The screening wall that is being constructed adjacent to the south property line of the Verizon property at 197 W. Sandy Lake Road is in the right-of-way of Juniper Drive due to space constraints. The License Agreement will be for the use of the right-of-way and the maintenance of the wall by the Homeowners Association (HOA). The developer has installed decorative street signs and poles and decorative regulatory signs and poles that are not in compliance with City of Coppell standards. This License Agreement also assigns the maintenance and responsibility of the street signs to the HOA. If a sign and pole is damaged the City of Coppell will install a standard pole and sign. The HOA will be responsible to replace our standard pole and sign with a decorative one and return the standard pole and sign to the City of Coppell. Staff recommends approval of the License Agreement between the City of Coppell and Arbor Manors of Coppell Homeowners Association and will be available to answer questions at the Council meeting. Proposed ROW License Agreement for Screening Wall and Sidewalk. Arbor Manors Subdivision Created in LDDT 1 INCH = 1 MILE 0 11/2 S:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ARBOR MANORS WALL Created on: 07 October 2009 by Scott Latta 1/2 1 INCH = FT. 0 50 50 25 Proposed ROW License Agreement for Screening Wall and Sidewalk. Arbor Manors Subdivision Created in LDDTS:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ARBOR MANORS WALL Created on: 07 October 2009 by Scott Latta 2/2 PROPOSED SCREENING WALL PROPOSED SIDEWALK SANDY LAKE ROAD 7 I o 9 L Z i L GRAPHIC SCALE I A1 I i LECtlQ WILD PLUM DRIVE IVI STREETNILE SIGN a I o w I I I JUNIPER DRIVE tt o I z I I v o Ioz a w m p Na m tt I U C I I 4y4 z sMns Q I no P a ifuCnOn Puri NENF sRfvuio ni62nr I BENtl1YARK5 SWARF aiON T1E rpP OF CUf 11 iRYyR ypVIIIccnVncoFmirwAownrnlawunnirrOSOUIwRAl1NEINIERSECTONOFmnnrrn3vnTomcwc a 2 SWnFF dra 1ME LOP OF mR9 CW rNE SIIIIH xoc a suiov uxc rano on nF rsr voF of RF VrPwMCE p9irS9r FWtE gOno WriITE SPRUCE DRIVE a 1WAY F VE51 BR AEWDDD DRIVE StONAOEPLAN ARBOR MANORS i zT an orcovrai onws couNrvras I i DOWDEY ANDERSON ASSOCIATES INC mswrudusm nnTrwn snaw ruT ve a ____________________________________ License Agreement - Page 1 STATE OF TEXAS § § LICENSE AGREEMENT COUNTY OF DALLAS § THIS AGREEMENT is made by and between the City of Coppell, Texas (hereinafter referred to as “CITY”) and Arbor Manors of Coppell Homeowners Association, Inc. (hereinafter collectively referred to as “LICENSEE”) acting by and through their authorized representatives. WITNESSETH: WHEREAS, LICENSEE desires to construct a seven foot high masonry screening wall within the fifty-foot CITY right-of-way easement of Juniper Drive final plat of Arbor Manors, Volume_______, Page _______, as shown on the attached plat marked Exhibit ‘A’, and shown on attached Exhibit ‘B’, and incorporated herein for all purposes; and WHEREAS, LICENSEE has requested the CITY allow the construction and continued use and occupancy of the right-of-way for LICENSEE IMPROVEMENTS; WHEREAS, LICENSEE has installed decorative street signs and decorative regulatory signs within the right-of-way of Arbor Manors Subdivision and requests continued use and occupancy of the right-of-way for LICENSEE IMPROVEMENTS; WHEREAS, LICENSEE will maintain the screening wall, decorative street signs and decorative regulatory signs within the right-of-way of Arbor Manors subdivision and requests continued use and occupancy of the right-of-way for LICENSEE IMPROVEMENTS; WHEREAS, LICENSEE acknowledges that if any permitted sign within the subdivision is damaged, the CITY will replace it with a standard CITY sign and pole. Any decorative sign and pole installed as a result of damage will be the sole responsibility of the LICENSEE. If installed, LICENSEE shall return the standard CITY sign and pole to the CITY’s service center at 816 S. Coppell Rd.; NOW THEREFORE, in consideration of the covenants contained herein and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the parties agree as follows: 1. Purpose: CITY hereby grants LICENSEE a revocable license, for the purpose of construction and maintenance of the screening wall and decorative street signs and regulatory signs within the CITY right-of-way easement (the “PERMITTED IMPROVEMENTS”) and being more particularly depicted on Exhibit ‘B’ attached hereto and incorporated herein for all purposes. With the exception of the screening wall and signs, no additional permanent structures shall be allowed within the CITY right-of-way easement. 2. Term: The term of this License shall be perpetual, subject, however, to termination by the CITY as provided herein. ____________________________________ License Agreement - Page 2 3. Non-exclusive: This License is nonexclusive and is subject to any existing utility, drainage or communications facilities located in, on, under or upon the right-of-way or property owned by CITY, any utility or communication company, public or private, to all vested rights presently owned by any utility or communication company, public or private for the use of the CITY right-of-way for facilities presently located within the boundaries of the right-of-way and to any existing lease, license, or other interest in the easement granted by CITY to any individual, corporation or other entity, public or private. 4. Environmental Protection: LICENSEE shall not use or permit the use of the property for any purpose that may be in violation of any laws pertaining to the health of the environment, including without limitation, the comprehensive environmental response, compensation and liability act of 1980 (“CERCLA”), the resource conservation and recovery act of 1976 (“RCRA”), the Texas Water Code and the Texas Solid Waste Disposal Act. LICENSEE warrant that the PERMITTED use of the property will not result in the disposal or other release of any hazardous substance or solid waste on or to the property, and that it will take all steps necessary to ensure that no such hazardous substance or solid waste will ever be discharged onto the property or adjoining property by LICENSEE. The terms “hazardous substance and waste” shall have the meaning specified in CERCLA and the term solid waste and disposal (or dispose) shall have the meaning specified in the RCRA; provided, however, that in the event either CERCLA or RCRA is amended so as to broaden the meaning of any term defined thereby, such broader meaning shall apply subsequent to the effective date of such amendment; and provided further, at the extent that the laws of the State of Texas establish a meaning for hazardous substance, release, solid waste, or disposal which is broader then that specified in the CERCLA or RCRA, such broader meaning shall apply. LICENSEE shall indemnify and hold CITY harmless against all costs, environmental clean up to the property and surrounding CITY property resulting from LICENSEE’ use of the property under this License. 5. Mechanic’s liens not permitted: LICENSEE shall fully pay all labor and materials used in, on or about the property and will not permit or suffer any mechanic’s or material man’s liens of any nature be affixed against the property by reason of any work done or materials furnished to the property at LICENSEE’ instance or request. 6. Duration of License: This License shall terminate and be of no further force and effect in the event LICENSEE shall discontinue or abandon the use of the PERMITTED IMPROVEMENTS or in the event LICENSEE shall remove the PERMITTED IMPROVEMENTS from the property or upon termination by CITY whichever event first occurs; or, in the event that the City abandons the property depicted as an easement on Exhibits ‘A’ and ‘B’, then this agreement shall be of no further effect. 7. Compliance with laws: LICENSEE agrees to abide by and be governed by all laws, ordinances and regulations of any and all governmental entities having jurisdiction over the LICENSEE. 8. Indemnification: LICENSEE shall defend, protect and keep CITY forever harmless and indemnified against and from any penalty, or any damage, or charge, imposed for any violation ____________________________________ License Agreement - Page 3 of any law, ordinance, rule or regulation arising out of the use of the property by the LICENSEE, whether occasioned by the neglect of LICENSEE, its employees, officers, agents, contractors or assigns or those holding under LICENSEE. LICENSEE shall at all times defend, protect and indemnify and it is the intention of the parties hereto that LICENSEE hold CITY harmless against and from any and all loss, cost, damage, or expense, including attorney’s fee, arising out of or from any accident or other occurrence on or about the property causing personal injury, death or property damage resulting from use of property by LICENSEE, its agents, employees, customers and invitees, except when caused by the willful misconduct or negligence of CITY, its officers, employees or agents, and only then to the extent of the proportion of any fault determined against CITY for its willful misconduct or negligence. LICENSEE shall at all times defend, protect, indemnify and hold CITY harmless against and from any and all loss, cost, damage, or expense, including attorney’s fees arising out of or from any and all claims or causes of action resulting from any failure of LICENSEE, their officers, employees, agents, contractors or assigns in any respect to comply with and perform all the requirements and provisions hereof. 9. Action upon termination: At such time as this License may be terminated or canceled for any reason whatsoever, LICENSEE, upon request by CITY, shall remove all PERMITTED IMPROVEMENTS and appurtenances owned by it, situated in, under or attached to the CITY right-of-way and shall restore such property to substantially the condition of the property prior to LICENSEE’ encroachment at LICENSEE sole expense. 10. Termination: This Agreement may be terminated in any of the following ways: a. Written agreement of both parties; b. By CITY upon failure of LICENSEE to perform its obligations as set forth in this Agreement; c. By the CITY abandoning any interest in the right-of-way easement. 11. Notice: When notice is permitted or required by this Agreement, it shall be in writing and shall be deemed delivered when delivered in person or when placed, postage prepaid in the United States mail, certified return receipt requested, and addressed to the parties at the address set forth opposite their signature. Either party may designate from time to time another and different address for receipt of notice by giving notice of such change or address. 12. Attorney’s fees: Any signatory to this Agreement, who is the prevailing party in any legal proceeding against any other signatory brought under or with relation to this Agreement shall be entitled to recover court cost and reasonable attorney’s fees from the non-prevailing party. 13. Governing law: This Agreement is governed by the laws of the State of Texas; and venue for any action shall be in Dallas County, Texas. 14. Binding effect: This Agreement shall be binding upon and inure to the benefit of the executing parties and their respective heirs, personal representatives, successors and assigns. ____________________________________ License Agreement - Page 4 15. Entire Agreement: This Agreement embodies the entire agreement between the parties and supersedes all prior agreements, understandings, if any, relating to the property and the matters addressed herein and may be amended or supplemented only by written instrument executed by the party against whom enforcement is sought. 16. Recitals: The recitals to this Agreement are incorporated herein by reference. 17. Legal construction: The provisions of this Agreement are hereby declared covenants running with the property and are fully binding on all successors, heirs, and assigns of LICENSEE who acquire any right, title, or interest in or to the property or any part thereof. Any person who acquires any right, title, or interest in or to the property, or any part hereof, thereby agrees and covenants to abide by and fully perform the provisions of this agreement with respect to the right, title or interest in such property. EXECUTED this ______ day of _________________, 2009. CITY OF COPPELL, TEXAS By: CLAY PHILLIPS, CITY MANAGER ATTEST: By: ____________________________________________ LIBBY BALL, CITY SECRETARY ACCEPTANCE ACKNOWLEDGED BY: LICENSEE: ARBOR MANORS HOMEOWNERS ASSOCIATION By: _____________________________________________________ NAME TITLE ____________________________________ License Agreement - Page 5 CITY’S ACKNOWLEDGMENT STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of _______________, 2009, by Clay Phillips, City Manager of the City of Coppell, Texas, a Texas municipality, on behalf of said municipality. ___________________________________ Notary Public, State of Texas My Commission Expires: _________________________ ____________________________________ License Agreement - Page 6 ACKNOWLEDGMENT STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____________________ day of ____________________, 2009, by _______________________________________________ , ____________________________ of Arbor Manors of Coppell Homeowners Association, a __________________________ , corporation, on behalf of said corporation. __________________________________________ NOTARY PUBLIC, State of Texas My Commission Expires: _________________________ WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Engineering October 13, 2009 10/G ✔ CONTRACT/BID or PROPOSAL Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for the construction of a communication conduit crossing the DART owned Cotton Belt Railroad within the South Coppell Road right-of-way; and authorizing the City Manager to sign and execute any necessary documents. Entering into this agreement with DART will allow the city’s contractor to proceed with construction of this communication conduit under the DART owned rail line. This connection will connect several city facilities, and will greatly increase the speed of data transfer between them. Staff will be available to answer any questions. Staff recommends approval of this License Agreement with DART. #DART Communication Agreement MEMORANDUM TO: Mayor and City Council VIA: Kenneth M. Griffin, P.E., Director of Engineering/Public Works FROM: Keith R. Marvin, P.E., Project Engineer DATE: October 13, 2009 REF: Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for the construction of a communication conduit crossing the DART owned Cotton Belt Railroad within the South Coppell Road right-of-way; and authorizing the City Manager to sign and execute any necessary documents. On June 9, 2009 council awarded a contract for the reconstruction of South Coppell Road from Bethel Road to Southwestern Blvd. Included in this project was a communication conduit that will provide a link between the City Service Center and the City Animal Services Facility and the Fire Administration Building. This link will allow the City Information Systems Department to place a fiber optic connection between these three facilities thereby greatly increasing the speed of data transfer from these facilities to Town Center. The cost of the construction of this conduit is included in the contract that was awarded for South Coppell Road. This License Agreement between the City and DART will allow us to proceed with construction. Entering into this agreement with DART will allow the City’s contractor to proceed with construction of this communication conduit under the DART owned rail line. This connection will connect several city facilities, and will greatly increase the speed of data transfer between them. Staff recommends approval of this agreement and will be available to answer any questions at the Council meeting. Proposed DART License Agreement Communication Conduit City of Coppell Project ST07-02 Created in LDDT 1 INCH = 1 MILE 0 11/2 S:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR CONDUIT Created on: 30 September 2009 by Scott Latta 1/2 1 INCH = FT. 0 100 100 50 Created in LDDTS:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR CONDUIT Created on: 30 September 2009 by Scott Latta 2/2 AREA OF PROPOSED RAILROAD CROSSING AGREEMENT Proposed DART License Agreement Communication Conduit City of Coppell Project ST07-02 Coppell at Coppell Road 1 of 6 Mile Post 609.01 4-Inch Communication Line AGREEMENT NO. ______ LICENSE AGREEMENT THIS Agreement (“License”), by and between DALLAS AREA RAPID TRANSIT ("Licensor"), a regional transportation authority, created, organized and existing pursuant to Chapter 452, Texas Transportation Code, as amended (the "Act") and CITY OF COPPELL ("Licensee"), a Texas municipal corporation acting herein by and through its duly authorized official, whose mailing address is 255 Parkway Boulevard, Coppell, Texas 75019. Pursuant to an agreement between Licensor and Fort Worth & Western Railroad, (hereinafter the "Railroad"), freight railroad operations exist on Licensor’s corridor. W I T N E S S E T H: l. Purpose. Licensor hereby grants a license (the "License") to Licensee for the purposes of constructing, installing, maintaining and operating one 4-inch subsurface PVC communication line within a 10-inch steel casing (the "Permitted Improvement") crossing the Cotton Belt Line within the eastern right of way of Coppell Road, at Mile Post 609.01, in Coppell, Dallas County, Texas, more particularly described as shown in Exhibit "A" attached hereto and incorporated herein for all pertinent purposes, (the "Property"). The Property shall be used by Licensee solely for the purpose of operating and maintaining the Permitted Improvement (the "Permitted Use"). Licensee's right to enter upon and use the Property shall be limited solely to the Permitted Use and the Permitted Improvement. 2. Term. This License shall begin on the 1st day of October, 2009 (the "Term") and continue thereafter until terminated by either party as provided herein. 3. Consideration. The consideration for the granting of this License shall be (a) TEN AND NO/100 ($10.00) DOLLARS cash in hand paid by Licensee to Licensor, (b) the faithful performance by Licensee of all of the covenants and agreements undertaken by Licensee in this License. 4. Non Exclusive License. This License is non-exclusive and is subject to (a) any existing utility, drainage or communication facility located in, on, under, or upon the Property owned by Licensor, any Railroad, utility, or communication company, public or private; (b) all vested rights presently owned by any Railroad, utility or communication company, located within the boundaries of the Property; and (c) any existing lease, license or other interest in the Property granted by Licensor to any individual, corporation or other entity, public or private. 5. Design, Construction, Operation and Maintenance. Licensor’s use of the Property and adjoining property may include the use of electrically powered equipment. Notwithstanding Licensor’s inclusion within its system of measures designed to reduce stray current which may cause corrosion, Licensee is hereby warned that such measures may not prevent electrical current being present in proximity to the Permitted Improvement and that such presence could produce corrosive effects to the Permitted Improvement. 5.01. All design, construction, reconstruction, replacement, removal, operation and maintenance of the Permitted Improvement on the Property shall be done in such a manner so as not to interfere in any way with the operations of Licensor or other Railroad operations. In particular, cathodic protection or other stray current corrosion control measures of the Permitted Improvement as required shall be made a part of the design and construction of the Permitted Improvement. Coppell at Coppell Road 2 of 6 Mile Post 609.01 4-Inch Communication Line 5.02. During the design phase and prior to commencing any construction on the Property, a copy of the construction plans showing the exact location, type and depth of the construction, any cathodic protection measures and any working area, shall be submitted for written approval to Licensor and Railroad. Such approval shall not be unreasonably withheld. No work shall commence until said plans have been approved by Licensor. 5.03. By acceptance of this License, Licensee agrees to design, construct and maintain the Permitted Improvement in such a manner so as not to create a hazard to the use of the Property, and further agrees to pay any damages which may arise by reason of Licensee's use of the Property under this License. 5.04. By acceptance of this License, Licensee covenants and agrees to institute and maintain a reasonable testing program to determine whether or not additional cathodic protection of its Permitted Improvement is necessary and if it is or should become necessary, such protection shall be immediately instituted by Licensee at its sole cost and expense. 5.05. Absence of markers does not constitute a warranty by Licensor that there are no subsurface installations on the Property. 5.06. Licensee shall provide to Licensor final construction drawings (“as-builts”) that are signed and sealed by a Texas Professional Engineer within sixty (“60”) days of completion of the project. 6. Governmental Approvals. Licensee, at its sole cost and expense, shall be responsible for and shall obtain, any and all licenses, permits, or other approvals from any and all governmental agencies, federal, state or local, required to carry on any activity permitted herein. 7. Licensor’s Standard Contract and Insurance. No work on the Property shall be commenced by Licensee or any contractor for Licensee until such Licensee or contractor shall have executed Licensor 's Standard Contractor’s Agreement covering such work, and has furnished insurance coverage in such amounts and types as shall be satisfactory to Licensor. A company-issued photo identification of Licensee's employees, contractors or agents shall be required to work on the Property. 8. Duty of Care in Construction. Licensee or its contractor shall use reasonable care during the construction period and thereafter, to avoid damaging any existing buildings, equipment and vegetation on or about the Property and any adjacent property owned by or under the control of Licensor. If the failure to use reasonable care by the Licensee or its contractor causes damage to the Property or any adjacent property, the Licensee and/or its contractor shall immediately replace or repair the damage at no cost or expense to Licensor. If Licensee or its contractor fails or refuses to make or effect any such repair or replacement, Licensor shall have the right, but not the obligation, to make or effect any such repair or replacement at the sole cost and expense of Licensee, which cost and expense Licensee agrees to pay to Licensor upon demand. 9. Environmental Protection. 9.01. Licensee shall not use or permit the use of the Property for any purpose that may be in violation of any local, state or federal laws pertaining to health or the environment, including but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), the Resource Conservation and Recovery Act ("RCRA"), the Clean Water Act (“CWA”) and the Clean Air Act (“CAA”). Coppell at Coppell Road 3 of 6 Mile Post 609.01 4-Inch Communication Line 9.02. Licensee warrants that the Permitted Use of the Property will not result in the disposal or other release of any hazardous substance or solid waste on or to the Property, and that it will take all steps necessary to ensure that no such hazardous substance or solid waste will ever be discharged onto the Property by Licensee or its Contractors. 9.03. The terms "hazardous substance" and "release" shall have the meanings specified in CERCLA and the terms "solid waste" and "disposal" (or "disposed") shall have the meanings specified in the RCRA; PROVIDED, HOWEVER, that in the event either CERCLA or RCRA is amended so as to broaden the meaning of any term defined thereby, such broader meaning shall apply subsequent to the effective date of such amendment; and PROVIDED FURTHER, that to the extent that the laws of the State of Texas establish a meaning for "hazardous substance", "release", "solid waste", or "disposal", which is broader than that specified in either CERCLA or RCRA, such broader meaning shall apply. 9.04. Licensee shall indemnify and hold Licensor and Railroad harmless against all cost of environmental clean up to the Property resulting from Licensee's use of the Property under this License. 10. Mechanic's Liens Not Permitted. Licensee shall fully pay for all labor and materials used in, on, or about the Property and will not permit or suffer any mechanic's or materialmen's liens of any nature to be affixed against the Property by reason of any work done or materials furnished to the Property at Licensee's instance or request. 11. Maintenance of Completed Improvements. The Permitted Improvement shall be maintained by the Licensee in such a manner as to keep the Property in a good and safe condition with respect to Licensee's use. In the event the Licensee fails to maintain the Property as required, upon discovery, Licensor shall notify Licensee of such occurrence in writing. In the event Licensee shall not have remedied the failure within ten (10) days from the date of such notice, Licensor shall have the right, but not the obligation to remedy such failure at the sole cost and expense of Licensee. In the event Licensor exercises its right to remedy Licensee's failure, Licensee agrees to immediately pay to Licensor all costs incurred by Licensor upon demand. 12. Future Use by Licensor. 12.01. This License is made expressly subject and subordinate to the right of Licensor to use the Property for any purpose whatsoever. 12.02. In the event that Licensor shall, at any time subsequent to the date of this License, at its sole discretion, determine that the relocation of the Permitted Improvement shall be necessary or convenient for Licensor 's use of the Property, Licensee shall, at its sole cost and expense relocate said Permitted Improvement so as not to interfere with Licensor 's or Licensor 's assigns use of the Property. In this regard, Licensor may, but is not obligated to, designate other property for the relocation of the Permitted Improvement. A minimum of thirty (30) days written notice for the exercise of one or more of the above actions shall be given by Licensor. Relocation will occur within thirty (30) days, unless extended by mutual agreement of the parties. 13. Relocation Benefits. The parties hereto agree that the construction of the Permitted Improvement on the Property shall be subsequent to the acquisition of the Property by Licensor and that Licensee does hereby waive any and all claim that it may have under the Act, or otherwise, regarding the payment of any and all relocation benefits and that all costs associated with any relocation of such Improvements shall be borne by Licensee. Coppell at Coppell Road 4 of 6 Mile Post 609.01 4-Inch Communication Line 14. Duration of License. This License shall terminate and be of no further force and effect (a) in the event Licensee shall discontinue or abandon the use of the Permitted Improvement; (b) in the event Licensee shall relocate the Permitted Improvement from the Property; (c) upon termination in accordance with paragraph 19 of this License, whichever event first occurs. 15. Compliance With Laws and Regulations. Licensee agrees to abide by and be governed by all laws, ordinances and regulations of any and all governmental entities having jurisdiction over the Licensee and by Railroad regulations, policies and operating procedures established by the Railroad, or other applicable Railroad regulating bodies, and Licensee agrees to indemnify and hold Licensor harmless from any failure to so abide and all actions resulting therefrom. 16. Indemnification. 16.01. Licensee shall defend, protect, and keep Licensor and the Railroad forever harmless and indemnified against and from any penalty or damage or charge imposed for any violation of any law, ordinance, rule or regulation arising out of the use of the Property by Licensee, its employees, officers, agents, contractors, or assigns, or those holding under Licensee; 16.02. Licensee shall at all times protect, indemnify and it is the express intention of the parties hereto that Licensee hold Licensor and the Railroad harmless against and from any and all loss, cost, damage or expense, including attorney's fees and including claims of negligence, arising out of or from any accident or other occurrence on or about said Property resulting from use of the Property by Licensee, its officers, employees, agents, customers and invitees; 16.03. Licensee shall at all times protect, indemnify and hold Licensor and the Railroad harmless against and from any and all loss, cost, damage or expense, including attorney's fees and including claims of negligence, arising out of any failure of Licensee, its employees, officers, agents, contractors or assigns in any respect to comply with and perform all the requirements and provisions hereof. 17. Termination of License. At such time as this License may be terminated or canceled for any reason whatsoever, Licensee, upon request by Licensor, shall remove all improvements and appurtenances owned by it, situated in, on, under or attached to the Property, regardless of whether or not such improvements were placed thereon by Licensee, and shall restore the Property to a condition satisfactory to Licensor, at Licensee's sole expense. 18. Assignment. Licensee shall not assign or transfer its rights under this License in whole or in part, or permit any other person or entity to use the License hereby granted without the prior written consent of Licensor which Licensor is under no obligation to grant. 19. Methods of Termination. This License may be terminated in any of the following ways: 19.01. By written agreement of both parties; 19.02. By either party giving the other party thirty (30) days written notice; 19.03. By either party, upon failure of the other party to perform its obligations as set forth in this License. 20. Miscellaneous. 20.01. Notice. When notice is permitted or required by this License, it shall be in writing and Coppell at Coppell Road 5 of 6 Mile Post 609.01 4-Inch Communication Line shall be deemed delivered when delivered in person or when placed, postage prepaid, in the U.S. Mail, Certified, Return Receipt Requested, and addressed to the parties at the following addresses: LICENSOR: Dallas Area Rapid Transit OR 1401 Pacific Avenue P. O. Box 660163 Dallas, Texas 75202-7210 Dallas, Texas 75266-7210 ATTN: Railroad Management LICENSEE: City of Coppell 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 Coppell, Texas 75019-9478 Either party may from time to time designate another and different address for receipt of notice by giving written notice of such change of address. 20.02. Governing Law. This License shall be construed under and in accordance with the laws of the State of Texas. 20.03. Entirety and Amendments. This License embodies the entire agreement between the parties and supersedes all prior agreements and understandings, if any, relating to the Property and the matters addressed herein, and may be amended or supplemented only by a written instrument executed by the party against whom enforcement is sought. 20.04. Parties Bound. This License shall be binding upon and inure to the benefit of the executing parties and their respective heirs, personal representatives, successors and assigns. 20.05. Number and Gender. Words of any gender used in this License shall be held and construed to include any other gender; and words in the singular shall include the plural and vice versa, unless the text clearly requires otherwise. 20.06. No Joint Enterprise. The parties do not intend that this License be construed as finding that the parties have formed a joint enterprise. The purposes for which each party has entered into this License are separate and distinct. It is not the intent of any of the parties that a joint enterprise relationship is being entered into and the parties hereto specifically disclaim such relationship. This License does not constitute a joint enterprise, as there are no common pecuniary interests, no common purpose and no equal right of control among the parties hereto. Signatures are on the following page. Coppell at Coppell Road 6 of 6 Mile Post 609.01 4-Inch Communication Line IN WITNESS WHEREOF, the parties have executed this License in duplicate originals this ______ day of __________________, 2009. LICENSOR: DALLAS AREA RAPID TRANSIT BY: ______________________________ WAYNE L. FRIESNER Vice President Commuter Rail & Railroad Management LICENSEE: CITY OF COPPELL BY: ______________________________ CLAY PHILLIPS City Manager WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Engineering October 13, 2009 10/H ✔ CONTRACT/BID or PROPOSAL Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for a Public Road Crossing of the DART owned Cotton Belt Railroad of South Coppell Road at a cost of $2,400.00 and authorizing the City Manager to sign and execute any necessary documents. Entering into this agreement with DART will allow the city to continue with the reconstruction of the South Coppell Road project. Staff will be available to answer any questions. Funds are available in the Street CIP accounts for this agreement. Staff recommends approval of this agreement with DART and the funding of $2,400.00. #DART Road Agreement MEMORANDUM TO: Mayor and City Council VIA: Kenneth M. Griffin, P.E., Director of Engineering/Public Works FROM: Keith R. Marvin, P.E., Project Engineer DATE: October 13, 2009 REF: Consider approval of a License Agreement between the City of Coppell and Dallas Area Rapid Transit (DART) for a Public Road Crossing of the DART owned Cotton Belt Railroad of South Coppell Road at a cost of $2,400.00 and authorizing the City Manager to sign and execute any necessary documents. On June 9, 2009 council awarded a contract for the reconstruction of South Coppell Road from Bethel Road to Southwestern Blvd. This project included widening the road from the current 24 foot width to the proposed 37 foot width plus sidewalk on both sides of the road. This project made it necessary to upgrade the existing railroad crossing. In conjunction with the physical upgrade of the crossing DART has requested that we upgrade the License Agreement that allows the crossing to exist within their Right-of-Way. The existing crossing is covered under a License Agreement that was approved in 1997. Since that time DART has changed their standard agreement to include additional clarification on maintenance, and wording that differentiates between maintenance and reconstruction due to obsolescence. City staff has reviewed these changes, and inserted language in the agreement that exempts us from maintenance of the advanced warning/signal devices. The $2,400.00 fee associated with this License Agreement represents the value of the additional DART owned land that will be encumbered by the additional pavement width and sidewalks located within their Right-of-Way. Entering into this agreement with DART will allow the city to continue with the reconstruction of the South Coppell Road project. Staff recommends approval of this agreement including the one time expenditure of $2,400.00. Staff will be available to answer any questions at the Council meeting. Proposed DART License Agreement S. Coppell Road Re-Construction City of Coppell Project ST07-02 Created in LDDT 1 INCH = 1 MILE 0 11/2 S:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR DART Created on: 30 September 2009 by Scott Latta 1/2 1 INCH = FT. 0 100 100 50 Created in LDDTS:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR DART Created on: 30 September 2009 by Scott Latta 2/2 AREA OF PROPOSED RAILROAD CROSSING AGREEMENT Proposed DART License Agreement S. Coppell Road Re-Construction City of Coppell Project ST07-02 Coppell Road Mile Post 609.01 Public Road Crossing 1 of 7 AGREEMENT No. _____________ PUBLIC ROAD CROSSING LICENSE AGREEMENT THIS AGREEMENT (“License”), by and between DALLAS AREA RAPID TRANSIT, ("Licensor"), a regional transportation authority, created, organized and existing pursuant to Chapter 452, Texas Transportation Code, as amended (the "Act") and the CITY OF COPPELL ("Licensee"), a Texas municipal corporation acting herein by and through its duly authorized official, whose mailing address is 255 Parkway Boulevard, Coppell, Texas 75019. W I T N E S S E T H: WHEREAS, LICENSOR now owns certain railroad right-of-way within the city limits of the Licensee; and WHEREAS, LICENSOR has a Trackage Rights Agreement with Fort Worth & Western Railroad (the "Railroad"), whereby the Railroad is responsible for certain maintenance of existing at-grade highway-rail crossings; and WHEREAS, Licensee has an existing public road known as Coppell Road that crosses Licensor’s Cotton Belt Line railroad right-of-way with an at-grade railroad crossing (“Public Road Crossing”), identified as DOT No. 789747J; and WHEREAS, Licensee proposes the widening and reconstruction of the Public Road Crossing within Coppell Road, with new concrete panels, pavement, and sidewalks, in accordance with Licensor’s standards; NOW, THEREFORE, 1. Purpose. Licensor hereby grants this License to Licensee for the purpose of constructing, reconstructing, installing and maintaining (the “Permitted Uses”) an at-grade, two-lane, 37-foot wide, public road crossing. This road crossing is located at the existing 25-foot wide Coppell Road, within a 100-foot wide right-of-way and with the additional 12-feet in width, will cover an area approximately 3,700 square feet. The road will cross Licensor’s right-of-way at Mile Post 609.01, in Coppell, Dallas County, Texas, more particularly as shown in Exhibit "A", attached hereto and incorporated herein for all pertinent purposes (the "Property"). The term “public road crossing” shall include the concrete crossing material, pavement, grading, barricades, street lighting, drainage facilities, signs, pavement markings, active warning devices/signals, and approaches (the “Permitted Improvements”). The Property shall be used by Licensee, and the public, solely for the Permitted Uses and the Permitted Improvements, EXCEPT, HOWEVER, AND IT IS UNDERSTOOD BY BOTH LICENSOR AND LICENSEE THAT THE GRANTING OF THIS LICENSE SHALL NOT BE CONSTRUED IN ANY WAY TO CONSTITUTE A DEDICATION TO THE PUBLIC. 2. Consideration. The consideration for the granting of this License shall be: 2.01. The faithful performance by Licensee of all of the covenants and agreements contained in this License to be performed by Licensee, and Coppell Road Mile Post 609.01 Public Road Crossing 2 of 7 2.02. The payment of the one-time sum of TWO THOUSAND FOUR HUNDRED AND NO/100 ($2,400.00) DOLLARS cash in hand paid by Licensee to Licensor, and 2.03. The payment for the entire cost of constructing and maintaining the public road, including any drainage facilities caused to be required thereof, and 2.03 The reimbursement by Licensee to the Railroad for all labor and materials necessary for the construction of the crossing surface within the limits of the ties and installation of the active warning devices, within thirty (30) days upon presentation of invoice by the Railroad, and 2.04 The future costs of reconstruction of the Permitted Improvements within the limits of the railroad ties within the road crossing. This area of the road crossing may become impossible to maintain by the Railroad due to deterioration or obsolesce of the crossing material, this does not include active warning devices/signals. In the event maintenance is no longer possible and reconstruction is necessary, Licensor and Licensee shall agree on the type of reconstruction, and Licensor shall reconstruct the road crossing within the limits of the railroad ties, at the sole cost of the Licensee. 3. Term. This License shall begin on the 1st day of October, 2009, and shall be perpetual, subject to termination by either party as provided herein. 4. Non Exclusive License. This License is non-exclusive and is subject to (a) any existing utility, drainage or communication facility located in, on, under, or upon the Property owned by Licensor, any railroad, utility, or communication company, public or private; (b) to all vested rights presently owned by any railroad, utility or communication company, public or private, for the use of the Property for facilities presently located within the boundaries of the Property; and (c) to any existing lease, license or other interest in the Property granted by Licensor to any individual, corporation or other entity, public or private. 5. Design, Construction, Operation and Maintenance. Licensor's use of the Property and adjoining property may include the use of electrically powered equipment. Notwithstanding Licensor's inclusion within its system of measures designed to reduce stray current which may cause corrosion, Licensee is hereby warned that such measures may not prevent electrical current being present in proximity to the Permitted Improvements and that such presence could produce corrosive effects to the Permitted Improvements. 5.01. All design, construction, reconstruction, replacement, removal, operation and maintenance of the Permitted Improvements on the Property shall be done in such a manner so as not to interfere in any way with the operations of Licensor or with any railroad operations. In particular, cathodic protection or other stray current corrosion control measures of the Permitted Improvements as required shall be made a part of the design and construction of the Permitted Improvements. 5.02. During the design phase and prior to commencing construction on the Property, a copy of the construction plans showing the exact location, type and depth of the construction, any cathodic protection measures and any working area, shall be submitted for written approval to Licensor and the Railroad (the "Railroad", whether one or more) when the construction is going to be within the area of Railroad operations. Such approval shall not be unreasonably withheld. No work shall commence until said plans have been approved by Licensor and Railroad. Coppell Road Mile Post 609.01 Public Road Crossing 3 of 7 5.03. Licensee agrees to design, construct, reconstruct and maintain the Permitted Improvements in such a manner so as not to create a hazard to the use of the Property, and further agrees to pay any damages which may arise by reason of Licensee's use of the Property under this License. 5.04. Licensee agrees to institute and maintain a reasonable testing program to determine whether or not additional cathodic protection of its Permitted Improvements is necessary and if it is or should become necessary, such protection shall be immediately instituted by Licensee at its sole cost and expense. 5.05. Licensee covenants and agrees to contract and enter into a cost reimbursement agreement with the Railroad to further specify how cost reimbursements will take place. Such reimbursements shall include the original construction of all active warning devices and crossing surface within the limits of the ties. Licensee also agrees to be responsible for the cost of future reconstruction upon the useful life of the crossing surface. 5.06. Licensee or its contractor shall remove all trees and other vegetation within the railroad right of way for a distance of 300 feet in all four quadrants of the right of way. 5.07. Licensee shall be responsible for maintenance and liable for damage for any and all additional drainage created by Licensee’s project distributed onto and within Licensor’s right of way from the point of entry to the exit point of Licensor’s property. 5.08. Licensee shall provide traffic control during construction or maintenance operations to accommodate work by Railroad. 5.09. Absence of markers does not constitute a warranty by Licensor that there are no subsurface installations on the Property. 5.10. If at any time, traffic volume or other circumstances should warrant a grade separation for the crossing licensed hereunder, Licensee shall be responsible for the installation of such grade separation to Licensor's standards, at no cost to Licensor. 6. Governmental Approvals. Licensee, at its sole cost and expense, shall be responsible for and shall obtain, any and all licenses, permits, or other approvals from any and all governmental agencies, federal, state or local, and required to carry on any activity permitted herein. 7. Licensor's Standard Contract and Insurance. No work on the Property shall be commenced by Licensee or any contractor for Licensee until such Licensee or contractor shall have executed Licensor's Standard Contractors Agreement covering such work, and has furnished insurance coverage in such amounts and types as shall be satisfactory to Licensor. 8. Duty of Care in Construction. Licensee or its contractor shall use reasonable care during the construction period and thereafter, to avoid damaging any existing buildings, equipment and vegetation on or about the Property and any adjacent property owned by or under the control of Licensor. If the failure to use reasonable care by the Licensee or its contractor causes damage to the Property or such adjacent property, the Licensee and/or its contractor shall immediately make appropriate replacement or repair the damage at no cost or expense to Licensor. If Licensee or its contractor fails or refuses to make such replacement, Licensor shall have the right, but not the obligation, to make or effect any such repair or replacement at the sole cost and expense of Licensee, which cost and expense Licensee agrees to pay to Licensor upon demand. Coppell Road Mile Post 609.01 Public Road Crossing 4 of 7 9. Environmental Protection. 9.01. Licensee shall not use or permit the use of the Property for any purpose that may be in violation of any local, state or federal laws pertaining to health or the environment, including but not limited to, the Comprehensive Environmental Response, Compensation and Liability Act ("CERCLA"), the Resource Conservation and Recovery Act ("RCRA"), the Clean Water Act (“CWA”) and the Clean Air Act (“CAA”). 9.02. Licensee warrants that the Permitted Use of the Property will not result in the disposal or other release of any hazardous substance or solid waste on or to the Property, and that it will take all steps necessary to ensure that no such hazardous substance or solid waste will ever be discharged onto the Property by Licensee or its Contractors. 9.03. The terms "hazardous substance" and "release" shall have the meanings specified in CERCLA and the terms "solid waste" and "disposal" (or "disposed") shall have the meanings specified in the RCRA; PROVIDED, HOWEVER, that in the event either CERCLA or RCRA is amended so as to broaden the meaning of any term defined thereby, such broader meaning shall apply subsequent to the effective date of such amendment; and PROVIDED FURTHER, that to the extent that the laws of the State of Texas establish a meaning for "hazardous substance", "release", "solid waste", or "disposal", which is broader than that specified in either CERCLA or RCRA, such broader meaning shall apply. 9.04. Licensee shall indemnify and hold Licensor and Railroad harmless against all cost of environmental clean up to the Property resulting from Licensee's use of the Property under this License. 10. Mechanic's Liens Not Permitted. Licensee shall fully pay for all labor and materials used in, on, or about the Property and will not permit or suffer any mechanic's or materialmen's liens of any nature to be affixed against the Property by reason of any work done or materials furnished to the Property at Licensee's instance or request. 11. Maintenance of Completed Improvements. After the Permitted Improvements have been constructed, the active warning devices/signals and the grade crossing within the limits of the railroad ties (subject to Paragraph 2.05 and 5.05) shall be maintained by the Railroad Licensee shall maintain all other Permitted Improvements. In the event the Licensee fails to maintain the Permitted Improvements or Property as required, upon discovery, Licensor shall notify Licensee of such occurrence in writing. In the event Licensee shall not have remedied the failure within ten (10) days from the date of such notice, Licensor shall have the right, but not the obligation to remedy such failure at the sole cost and expense of Licensee. In the event Licensor exercises its right to remedy Licensee's failure, Licensee agrees to immediately pay to Licensor all costs incurred by Licensor upon demand. 12. Future Use by Licensor. 12.01. This License is made expressly subject and subordinate to the right of Licensor to use the Property for any purpose whatsoever. 12.02. In the event that Licensor shall, at any time subsequent to the date of this License, at its sole discretion, determine that the relocation of the Permitted Improvements shall be necessary or convenient for Licensor 's use of the Property, or that the crossing must be modified, including but not limited to the installation of grade crossing signals, Licensee shall, at its sole cost and expense make such modifications or relocate said Permitted Improvements so as not to interfere with Licensor’s or Licensor’s Coppell Road Mile Post 609.01 Public Road Crossing 5 of 7 assigns use of the Property. In this regard, Licensor may, but is not obligated to, designate other property for the relocation of the Permitted Improvements. A minimum of thirty (30) days written notice for the exercise of one or more of the above actions shall be given by Licensor, and Licensee shall promptly commence to make the required changes and complete them as quickly as possible. 13. Duration of License. This License shall terminate and be of no further force and effect (a) in the event Licensee shall discontinue or abandon the use of the Permitted Improvements; (b) in the event Licensee shall relocate the Permitted Improvements from the Property; (c) upon termination in accordance with paragraph 18 of this License, whichever event first occurs; PROVIDED, HOWEVER, that any indemnifications provided for herein shall survive such termination. 14. Compliance With Laws and Regulations. Licensee agrees to abide by and be governed by all laws, ordinances and regulations of any and all governmental entities having jurisdiction over the Licensee and by railroad regulations, policies and operating procedures established by the Railroad, or other applicable railroad regulating bodies, and Licensee agrees to indemnify and hold Licensor harmless from any failure to so abide and all actions resulting therefrom. Licensee acknowledges federal railroad regulatory agency's requirements for whistles at at-grade public and private road crossings. 15. Indemnification. 15.01. Licensee shall defend, protect and keep Licensor and Railroad forever harmless and indemnified against and from any penalty, or damage, or charge, imposed for any violation of any law, ordinance, rule or regulation arising out of the use of the Property by Licensee, whether occasioned by the neglect of Licensee, its employees, officers, agents, contractors or assigns, or those holding under Licensee; 15.02. Licensee shall at all times protect, indemnify and it is the intention of the parties hereto that Licensee hold Licensor and Railroad harmless against and from any and all loss, cost, damage or expense, including attorney's fees, and including claims of negligence, arising out of, or from any accident or other occurrence on or about the Property causing personal injury, death, or property damage, except when caused by the willful misconduct or negligence of Licensor or Railroad, their officers, employees or agents, and then only to the extent of the proportion of any fault determined against Licensor for its willful misconduct or negligence; 15.03. Licensee shall at all times protect, indemnify and hold Licensor and Railroad harmless against and from any and all loss, cost, damage or expense, including attorney's fees, arising out of or from any and all claims or causes of action resulting from any failure of Licensee, its officers, employees, agents, contractors or assigns in any respect to comply with and perform all the requirements and provisions hereof. 16. Termination of License. At such time as this License may be terminated or cancelled for any reason whatever, Licensee, upon request by Licensor, shall remove all improvements and appurtenances owned by it, situated in, under or attached to the Property and shall restore the Property to the condition existing at the date of execution of this License, at Licensee's sole expense. 17. Assignment. Licensee shall not assign or transfer its rights under this License in whole or in part, or permit any other person or entity to use the License hereby granted without the prior written consent of Licensor which Licensor is under no obligation to grant. Coppell Road Mile Post 609.01 Public Road Crossing 6 of 7 18. Methods of Termination. This License may be terminated in any of the following ways: 18.01. Written agreement of both parties; 18.02. By either party giving the other party thirty (30) days written notice; or 18.03. By either party, upon failure of the other party to perform its obligations as set forth in this License. 19. Miscellaneous. 19.01. Notice. When notice is permitted or required by this License, it shall be in writing and shall be deemed delivered when delivered in person or when placed, postage prepaid, in the U.S. Mail, Certified, Return Receipt Requested, and addressed to the parties at the following addresses: LICENSOR: Dallas Area Rapid Transit P. O. Box 660163 Or 1401 Pacific Avenue Dallas, Texas 75266-7210 Dallas, Texas 75202-7210 Attn: Railroad Management LICENSEE: City of Coppell 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 Coppell, Texas 75019-9478 Either party may from time to time designate another and different address for receipt of notice, by giving notice of such change of address. 19.02. Governing Law. This License shall be construed under and in accordance with the laws of the State of Texas. 19.03. Entirety and Amendments. This License embodies the entire agreement between the parties and supersedes all prior agreements and understandings, if any, relating to the Property and the matters addressed herein, and may be amended or supplemented only by a written instrument executed by the party against whom enforcement is sought. 19.04. Parties Bound. This License shall be binding upon and inure to the benefit of the executing parties and their respective heirs, personal representatives, successors and assigns. 19.05. Number and Gender. Words of any gender used in this License shall be held and construed to include any other gender; and words in the singular shall include the plural and vice versa, unless the text clearly requires otherwise. 19.06. Authorization. Licensee shall furnish to Licensor a certified copy of minutes or a City Resolution adopted by the governing body of Licensee, authorizing the execution of this License on behalf of the Licensee, or other proof sufficient to establish the authority to execute this License. 19.07. No Joint Enterprise. The parties do not intend that this License be construed as finding that the parties have formed a joint enterprise. The purposes for which each party has entered into this License are separate and distinct. It is not the intent of any of the parties that a joint enterprise Coppell Road Mile Post 609.01 Public Road Crossing 7 of 7 relationship is being entered into and the parties hereto specifically disclaim such relationship. This License does not constitute a joint enterprise, as there are no common pecuniary interests, no common purpose and no equal right of control among the parties hereto. 20. New License Agreement. It is mutually agreed and understood that this License cancels and supersedes License No. 970902, dated July 22, 1997, or any previous agreements or easements granted by Licensor or Licensor’s predecessor railroads in regard to this public road crossing. IN WITNESS WHEREOF, the parties have executed this License in multiple originals this _____ day of __________________, 2009. LICENSOR: DALLAS AREA RAPID TRANSIT BY: ______________________________ WAYNE L. FRIESNER Vice President Commuter Rail & Railroad Management LICENSEE: CITY OF COPPELL BY: ______________________________ CLAY PHILLIPS City Manager WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Engineering October 13, 2009 10/I ✔ CONTRACT/BID or PROPOSAL Consider approval of a Crossing Agreement with Fort Worth and Western Railroad (FWWR) for reconstruction of the existing railroad crossing located on South Coppell Road at a cost of $157,107.84, and authorizing the City Manager to sign and execute any necessary documents. Entering into this agreement with FWWR will allow the construction of South Coppell Road to continue with the improvements to the railroad crossing. Staff will be available to answer any questions. Funds are available in the Street CIP accounts for this agreement. Staff recommends approval of this Agreement and the funding of the construction in the amount of $157,107.84. #FWWR Crossing Agreement MEMORANDUM TO: Mayor and City Council VIA: Kenneth M. Griffin, P.E., Director of Engineering/Public Works FROM: Keith R. Marvin, P.E., Project Engineer DATE: October 13, 2009 REF: Consider approval of a Crossing Agreement with Fort Worth and Western Railroad (FWWR) for reconstruction of the existing railroad crossing located on South Coppell Road at a cost of $157,107.84, and authorizing the City Manager to sign and execute any necessary documents. On June 9, 2009 council awarded a contract for the reconstruction of South Coppell Road from Bethel Road to Southwestern Boulevard. Within the limits of the construction there is an existing railroad crossing. This crossing will be upgraded and widened as part of the reconstruction of the roadway. Dallas Area Rapid Transit (DART) is the owner of this crossing, and Fort Worth and Western Railroad (FWWR) is the operator. DART requires that the City of Coppell enter into an agreement with FWWR for the improvements, and that their approved contractors be used for the work. This agreement meets those needs, and provides the funding for the contractors to begin the work. The design engineer hired by the City for this project began the negotiations with DART and FWWR more than a year ago for this project. When we received the preliminary estimates in July 2009 the cost was in excess of $280,000. City staff then met with DART and FWWR to try to minimize the expense. Through that meeting and continued correspondence we arrived at the final cost of $157,107.84. This cost includes replacing the existing rubberized crossing material with new concrete panels that are wide enough to accommodate the 37’ wide street and the proposed sidewalk on both sides of the road. The cost also includes upgrades to the active warning devices/signals to accommodate the extra width of the roadway, and to include pedestrian crossing arms for the new sidewalks. All construction will be performed by contractors working directly for FWWR, and reimbursement will be made by the City of Coppell to FWWR. Entering into this agreement with FWWR will allow the construction of South Coppell Road to continue with the improvements to the railroad crossing. Staff recommends approval of this agreement, and the funding of the construction in the amount of $157,107.84. Staff will be available to answer any questions at the Council meeting. Proposed FWWR License Agreement S. Coppell Road Re-Construction City of Coppell Project ST07-02 Created in LDDT 1 INCH = 1 MILE 0 11/2 S:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR FWWR Created on: 30 September 2009 by Scott Latta 1/2 1 INCH = FT. 0 100 100 50 Created in LDDTS:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ST07-02 RR FWWR Created on: 30 September 2009 by Scott Latta 2/2 AREA OF PROPOSED RAILROAD CROSSING AGREEMENT Proposed FWWR License Agreement S. Coppell Road Re-Construction City of Coppell Project ST07-02 From To9723043570 072312009 1452 434 P 0011002 BID FTW 2063 June 15 2009 o7Z Attn Mr Ron Preuss FWWR 2494 East Long Ave Fort Worth Texas 76106 R A r R 0 A D o R E H A S t L r T A T I 0 N C O N s T R U C T 1 O N M A i N T E N A N c E rRACOR t V C AREA OFFICE 8309 Eden Road Halrom City TX 78117 Phone 817 8344787 Fax 817 6344049 Email tracwork34sbcglobalnet RE SOUTH COPPELL ROAD CROSSING IN COPPELL TX Deaz Mr Preuss TracWork inc proposes to furnish all equipment labor supervision flagman line locates materials and insurance necessary to perform the following nontaxable road crossing replacement on South Coppell Road in Coppell Texas BID 1 TracWork Inc proposes to replace the existing crossings with a new 54 foot Century Precast Concrete Crossing 9 wide panels with rubber inserts using 7x9x9 ties TWI will excavate the old track crossing and ballast down 8below the bottoms ofthe ties install filter fabric and new track ballast Then construct the new track back using the 78 TF of 1 1121b or heavier rails new ties compbars 55DS tie plates new spikes bolts and washers The track will be raised and tamped up to proper elevation using an onrailtamper All the rail joints in the crossing will be welded TWI will dispose of all old track materials 11aterials 2200275 Lit and equipment 1097109tOTALCOSTTHISPROPOSAL3297384 d Traffic Control Saw cutting Haul off ofasphalt concrete spoils only Furnishing and installation of asphalt tieins for a smooth transition ipment TWI will supply on this project will be one each backhoe one each air caitrpressor one each haul truck crew trucks with tools and onrailtamping machine Materials New 7x9x 9 crosstes 66 each 36 ea under the crossing and 15 ea outside each end New track spikes 3 kegs each 1 1121b rails or he vier 78 TF Comp bars 4 pr Dallas Ol6ce Ennis TX 972 8782232 Fioustan TX 713 6810586 AmariAo TX 806 3832591 Schriever LA 965 4477091 Corp oRice San AMOniO TX Ennis TX ShreortLA Broken Arrow OK 210 3333714 972 8758565 318 2222735 818 2519108 Sulphur IA Denver CO Saraland AI Memphis TN 337 5277992 309 9881857 2518790088 801 94212 BSTABCISHBU 1968100ABMPLOYXOWN6D Little Rack AR 5015884144 Kansas Chy KS 913 7647055 From Ta9723043570 0712312009 1453 434 P 0021002 55DS tie plates 100 each 55rail anchors 200 each New track ballast base 50 tons New concrete crossing 54 foot including rubber flange way filler 54 of 10 Ounce filter fabric 2 each 1121b rail welds No drain pipes Within this proposal we have not provided for 1 The removal patching or installation of any asphalt andor concrete roadway 2 The furnishing or installing of any drain pipes or gauge rods Not required 3 The famishing of any performance or payment bonds 4 The performance ofany subgrade work or installing subballast 5 The furnishing of any other materials other than listed above 6 The performance ofany barricading andor traffic control 7 The performance of any relocation andor installation of any railroad signals andor signal work If required it will be completed by FWWR 8 The performance ofany striping andor roadways signs This bid is based on straight time open shop labor and is good for 30 days Invoices are due and payable upon receipt We appreciate the opportunity to submit this proposal and look forward to working with you Should any questions arise please feel free to call Si rely 1 hili Wallen Area Manager CROSSING AGREEMENT  The State of Texas § § Know all men by these Presents: County of Tarrant § RECITALS: That FORT WORTH & WESTERN RAILROAD COMPANY (hereinafter collectively called “FWWR”) and the CITY OF COPPELL (hereinafter called “City”), do hereby agree as follows: Subject to the provisions hereof, FWWR hereby grants to the City, permission to improve an existing crossing at South Coppell, MP 28.3, DOT 789747J, Dallas County, Coppell, Texas, as more particularly shown and described on the print hereto attached, marked Exhibit “A” made a part hereof, and solely upon the terms and conditions hereinafter set forth and subject to the Agreement between the Dallas Area Rapid Transit and City of Coppell effective October 1, 2009. AGREEMENT: NOW THEREFORE, in consideration of the premises and of the promises and conditions set forth in this agreement, the parties hereto agree as follows: The Railroad shall, subject to the reimbursement provided for in this agreement, furnish all labor, materials, equipment and supervision for crossing rehabilitation including the installation of concrete panels and crossing signal modifications at the above location. The City agrees to the payment as follows: Payable upon notification to the City that the project has been completed, One Hundred Fifty-Seven Thousand, One Hundred and Seven Dollars and 84/100 ($157,107.84). The City also agrees to provide traffic control, perform saw cutting, (as necessary), haul off asphalt and concrete spoils, furnish and install asphalt tie-ins for smooth transition. Any necessary railroad flagging provided by the Railroad will be at the rate of $80/hour, 8-hour minimum. Work over eight (8) hours will be billed at time and one half. 1    Prior to beginning of work on the Railroad’s right of way, City’s contractors and subcontractor shall provide FWWR a certificate of insurance covering the below listed insurance coverage: A. Workers’ compensation Insurance and Employer’s Liability Amount –Statutory B. Employer’s Liability Insurance Amounts: $100,000 each accident $100,000 each employee for disease $100,000 policy limit for disease C. Comprehensive General Liability Insurance – Amounts: Bodily Injury & Property Damage $2,000,000 each occurrence $2,000,000 Aggregate Products & Completed Operations $2,000,000 Aggregate Or Combined Single Limit $2,000,000 D. Contractor’s Protective Liability Insurance – Amounts: Bodily Injury & Property Damage $2,000,000 each occurrence $2,000,000 aggregate E. Comprehensive Automobile Liability Insurance – Amounts: Bodily Injury $ 500,000 each person $1,000,000 each occurrence Property Damage $1,000,000 each occurrence Or Combined Single Limit $2,000,000 F. Railroad Protective Liability Insurance – Amounts: Bodily Injury & Property Damage $2,000,000 each occurrence $6,000,000 aggregate This insurance shall be kept in force until the work described in this contract on the Railroad’s right-of-way has been completed and accepted by the City of Coppell. FWWR shall be included as an “Additional Insured.” A “Waiver of Subrogation Endorsement” in favor of FWWR shall be a part of each policy. The City’s contractors and subcontractors shall be responsible for any deductibles stated in the policy(s). No work is to be performed by the City’s contractors and subcontractors until they have provided prior notification to FWWR’s dispatch office (817) 731-1180 and the Chief Engineer, Ron Preuss, at (817) 366-4277. 2    FWWR shall not be liable to the City or the City’s agents, or employees for any injury to person(s) regardless of cause or of any fault or negligence of FWWR, its agents or employees, occurring while they are performing services for or on behalf of the City, and the City does hereby release FWWR from any and all liability and causes of action with respect thereto. To the extent allowed by law, the City shall and does hereby indemnify and hold harmless FWWR from any loss, damage, injury, death, liabilities, claims, fines, actions, costs or expenses whatsoever, including attorney’s fees, which arises as a result of any and all actions of the City, City’s employees or contractors/subcontractors, whether such actions are intentional or not. The City’s contractor or subcontractor hereby agree, in the conduct of its operations hereunder, to abide by and comply with all applicable laws, statutes, rules, and regulations of any federal state, or municipal authority, or any other public body having jurisdiction, including without limitation, laws, ordinances and governmental regulations controlling air, water, noise, solid wastes and other pollution, and environmental damages, and to file all reports or statements required in connection with the conduct of its business. To the extent allowed by law, the City and the City’s contractors and subcontractors shall and does hereby indemnify and hold harmless           Agreed __________ Initials __________ Initials FWWR from any and all loss, cost or expense whatsoever, incurred by reason of any violation of such rules and regulations. It is further agreed that the execution of this Agreement shall not constitute a waiver by FWWR, with respect to third party claims asserted against the City and the City’s contractors and subcontractors, of any defense allowed by law.     The terms of this Agreement and all rights and obligations hereunder shall be governed by the law of the State of Texas. 3    IN WITNESS WHEREOF, the parties hereto have caused this Agreement to be executed in duplicated on the date herein written. Executed this______________day of_____________________2009. Accepted: _____________________________________ City of Coppell By: __________________________________ Title: _________________________________         __________________________________________  Fort Worth & Western Railroad Company By: Steven P. George____________________ Title: President & CEO___________________                  Agreed ___________            Initials             __________            Initials 4    WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Engineering October 13, 2009 10/J ✔ ORDINANCE Consider approval of an Ordinance abandoning a 15' utility easement on the west side of Arbor Manors Subdivision, as described in exhibits "A" and "B" attached hereto; reserving all existing easement rights of others if any, whether apparent or non-apparent, aerial, surface, underground or otherwise; providing for the furnishing of a certified copy of this ordinance for recording in the real property records of Dallas County, Texas as a Quitclaim Deed; and authorizing the Mayor to sign and execute any necessary documents. This ordinance abandons a 15’ utility easement on the west side of the Arbor Manors subdivision. This easement was dedicated in 1973 by separate instrument. The sanitary sewer line located in this easement is no longer in use. The developers of Arbor Manors have constructed a new sanitary sewer main for this subdivision. Staff will be available to answer any questions. Staff recommends approval of the Ordinance. #Utility Easement Abandonment MEMORANDUM TO: Mayor and City Council VIA: Kenneth M. Griffin, P.E., Director of Engineering/Public Works FROM: Michael Garza, E.I.T. DATE: October 13, 2009 REF: Consider approval of an Ordinance abandoning a 15' utility easement on the west side of Arbor Manors Subdivision, as described in exhibits "A" and "B" attached hereto; reserving all existing easement rights of others if any, whether apparent or non-apparent, aerial, surface, underground or otherwise; providing for the furnishing of a certified copy of this ordinance for recording in the real property records of Dallas County, Texas as a Quitclaim Deed; and authorizing the Mayor to sign and execute any necessary documents. This Ordinance abandons a 15’ utility easement on the west side of the Arbor Manors subdivision. This easement was dedicated in 1973 by separate instrument. The sanitary sewer line located in this easement is no longer in use. The developers of Arbor Manors have constructed a new sanitary sewer main for this subdivision. Staff recommends approval of the abandonment Ordinance and will be available to answer any questions at the Council meeting. Proposed Abandonment of 15 ft Utility Easement. Arbor Manors Subdivision Created in LDDT 1 INCH = 1 MILE 0 11/2 S:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ARBOR MANORS SS ABD Created on: 02 September 2009 by Scott Latta 1/2 1 INCH = FT. 0 200 200 100 Proposed Abandonment of 15 ft Utility Easement. Arbor Manors Subdivision Created in LDDTS:\CAD\In_Design\MISC EXHIBITS\dwg\EXHIBITS.dwg\ARBOR MANORS SS ABD Created on: 23 September 2009 by Scott Latta 2/2 PROPOSED UTILITY EASEMENT ABANDONMENT ORDINANCE NO. ____________ AN ORDINANCE ABANDONING A 15’ UTILITY EASEMENT ON THE WEST SIDE OF ARBOR MANORS SUBDIVISION, AS DESCRIBED IN EXHIBITS “A”AND “B” ATTACHED HERETO; RESERVING ALL EXISTING EASEMENT RIGHTS OF OTHERS IF ANY, WHETHER APPARENT OR NON-APPARENT, AERIAL, SURFACE, UNDERGROUND OR OTHERWISE; PROVIDING FOR THE FURNISHING OF A CERTIFIED COPY OF THIS ORDINANCE FOR RECORDING IN THE REAL PROPERTY RECORDS OF DALLAS COUNTY, TEXAS AS A QUITCLAIM DEED; AND AUTHORIZING THE MAYOR TO SIGN AND EXECUTE ANY NECESSARY DOCUMENTS. WHEREAS, the City Council of the City of Coppell has determined that the easements located on the Arbor Manors property described in Exhibits “A” and “B” attached hereto, is no longer needed for City services; and WHEREAS, the property owner desires that said Utility Easement be abandoned. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS; SECTION 1. That the City Council of the City of Coppell, Texas has determined that the utility easement described in Exhibits “A” and “B” attached hereto and made a part hereof for all purposes, is no longer needed or necessary for public purposes and should be, and is hereby, abandoned in favor of the property owner. SECTION 2. That this abandonment ordinance shall constitute as a Quitclaim Deed in favor of the property owner, and a certified copy of the same may be filed in the Deed Records of Dallas County, Texas, to indicate such abandonment. SECTION 3. That the City Manager or his designee shall, at the appropriate time, file this ordinance as provided herein. 1 SECTION 4. That the abandonment provided for herein shall extend only to the public right, title and interest which the City of Coppell, Texas, may have in and to said utility easement, and shall be construed to extend only to such interests that the governing body of the City of Coppell, Texas, may legally and lawfully abandon. SECTION 5. That this ordinance shall become effective from and after its passage as the law and charter in such case provide. DULY PASSED by the City Council of the City of Coppell, Texas, this the _____ day of __________, 2008. APPROVED: __________________________________________ JAYNE PETERS, MAYOR ATTEST: ______ ____________________________________ LIBBY BALL, CITY SECRETARY APPROVED AS TO FORM: ____________________________________ ROBERT E. HAGER, CITY ATTORNEY 2 WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Police October 13, 2009 10/K ✔ CONTRACT/BID or PROPOSAL Consider approval of renewing the service agreement with Motorola, Inc. for the maintenance of all city radios and the communication network in the amount of $61,653.24; and authorizing the City Manager to sign. This service contract is an annual contract that is funded out of the Police Department budget yearly. Funds for this contract have been budgeted in the Police Department E-911 Services account. Staff recommends approval. )Motorola Service Agreement WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Parks and Recreation October 13, 2009 10/L ✔ RESOLUTION Consider approval of a resolution authorizing the filing of a project funding application with the North Central Texas Council of Governments for a regional solid waste management local project, and authorizing the Mayor to sign. Background: NCTCOG is seeking applications for local government solid waste management projects funding. The goal of this reimbursement program is to return to local government entities dedicated solid waste fees for the achievement of state, regional and local solid waste management objectives. This is the same type of funds that were received over the years for Compost Education, Recycling Promotion, and Recycling at the Ballfields. If awarded, the project funds will be used for recycling receptacles in the sports fields and trails in the Andrew Brown Park system. The Parks and Recreation Community Programs Coordinator will administer the project if awarded. Staff recommends approval. ^cog - 1 AR Page 1 A RESOLUTION OF THE CITY OF COPPELL, TEXAS RESOLUTION NO. ________ RESOLUTION OF CITY OF COPPELL AUTHORIZING THE FILING OF A PROJECT APPLICATION WITH THE NORTH CENTRAL TEXAS COUNCIL OF GOVERNMENT (NCTCOG) FOR A REGIONAL SOLID WASTE PROGRAM LOCAL PROJECT; AUTHORIZING CITY MANAGER OR HIS DESIGNEE TO ACT ON BEHALF OF THE CITY OF COPPELL IN ALL MATTERS RELATED TO THE APPLICATION; AND PLEDGING THAT IF A PROJECT IS RECEIVED THE CITY OF COPPELL WILL COMPLY WITH THE PROJECT REQUIREMENTS OF THE NCTCOG, THE TEXAS COMMISSION ON ENVIRONMENTAL QUALITY AND THE STATE OF TEXAS; PROVIDING A SEVERABILITY CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the North Central Texas Council of Governments is directed by the Texas Commission on Environmental Quality to administer solid waste project funds for implementation the COG’s adopted regional solid waste management plan; and WHEREAS, the city of Coppell in the State of Texas is qualified to apply for project funds under the Request for Projects. NOW, THEREFORE, BE IT RESOLVED BY THE CITY OF COPPELL, OF THE CITY OF COPPELL, TEXAS: SECTION 1. That the City Manager or his designee is authorized to request project funding under the North Central Texas Council of Governments’ Request for Projects of the Regional Solid Waste Local Project Funding Program and act on behalf of the city of Coppell in all matters related to the project application and any subsequent project contract and project requirements that may result. SECTION 2. In the event the project is funded and such funds are received, the city of Coppell will comply with the project requirements of the North Central Texas Council of Governments, Texas Commission on Environmental Quality and the State of Texas. Page 2 45271 (Revised) SECTION 3. Any and all funds, equipment and/or facilities acquired with such funds shall be used only for the purposes for which they are intended under the project. SECTION 4. That all activities will comply with and support the adopted regional and local solid waste management plans adopted for the geographical area in which the activities are performed. SECTION 5. That should any word, phrase, paragraph, or section of this Resolution be held to be unconstitutional, illegal or invalid, the same shall not affect the validity of this Resolution as a whole, or any part or provision thereof other than the part so decided to be unconstitutional, illegal or invalid, and shall not affect the validity of the Resolution as a whole. SECTION 6. That this Resolution shall take effect immediately from and after its passage as the law and charter in such cases provide. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2009. APPROVED: _________________________________________ JAYNE PETERS, MAYOR ATTEST: _________________________________________ LIBBY BALL, CITY SECRETARY APPROVED AS TO FORM: _________________________________ ROBERT E. HAGER, CITY ATTORNEY (REH/cdb 10/5/09) WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Human Resources October 13, 2009 10/M ✔ CONTRACT/BID or PROPOSAL Consider approval of a consulting services contract for health benefit consulting services and other related benefit/ wellness programs with Brinson Benefits, Inc. in the amount of $144,080.00 and authorizing the City Manager to sign. Please see attached memorandum. Funds are budgeted in the Self Insurance Fund for this agreement. &BrinsonAgreement-1AR MEMORANDUM TO: Mayor and City Council FROM: Vivyon V. Bowman, Director of Administration/Human Resources DATE: October 13, 2009 SUBJECT: Consulting Services Contract- Brinson Benefits, Inc. Please find the attached contract for consulting services and other related benefit/wellness programs with Brinson Benefits, Inc. as reviewed and recommended by the Management Insurance Committee. As some you might be aware, Brinson Benefits has been the City’s benefits consultant for the past eight years. The total contract for consulting services and related benefit/wellness programs is $144,080. The following is an outline of services to be provided by Brinson: Annual Consulting Fees - $49,893 Includes management and oversight of medical, dental, stop loss reinsurance, transplant insurance, dental, basic life/ad&d, voluntary life, long term disability, employee assistance program, voluntary vision and supplemental programs. Additional services include open enrollment management, education, communication, monthly strategy meetings and any additional support throughout the year. Annual Purple Card Advocate Program - $4,644 Purple Card is an advocate program for employees that need assistance with any and all questions regarding their benefit offerings. In 2008-2009, Purple Card Advocates spent 329.53 hours reviewing 664 claims, auditing $381,330 and recovered $232,592 on behalf of employees and their families. This is a 61% recovery ratio. Employee Benefit Statements - $5,175 Employee Benefits Statements are confidential individualized statements of an employee’s benefits provided by the City. The average employee has no idea how much their benefits cost, let alone how much their benefits are actually worth. Brinson works with the H.R. staff to produce personalized employee benefit statement that helps the City improve employee awareness of employer paid benefits. Most of the cost involved is the actual printing of the color brochure. Wellness Works Custom Wellness Program - $63,510 The City has offered a bona fide wellness program since 2004. This year, the City elected to continue the wellness program and Brinson’s Wellness Strategists will implement and manage the custom program that allows for quarterly participation and incentives. The four areas of participation are: Awareness, Prevention, Activity and Community. An annual health survey, biometric screenings, physical exam, physical activity and a community service project are among the required activities that an employee can participant in. Brinson’s Wellness Strategist will conduct all seminars, training, communication, education and 1:1 coaching and tracking for participant’s activities. benefitsCONNECTSM online enrollment - $20,858 This is the fourth year for the City to use benefitsCONNECTSM. benefitsCONNECTSM is a subscription online enrollment, management system designed to streamline enrollment processes, enhance benefits management, and improve information sharing among employees, employers, and insurance providers. The system enables efficient data sharing and transferring of benefits information to any third party who can accept electronic files and produces enrollment forms populated with information entered online by the employees for vendors who require forms and includes a modeling component to calculate benefit costs during the enrollment process. The system also integrates benefit election data with existing internal systems, such as payroll, HRIS, and other city accounting and management systems. The City utilizes Brinson Benefits’ affiliation with United Benefit Advisors (UBA) to gain the discounted subscription fee to benefitsCONNECTSM. The city staff recommends the Mayor and City Council approval of the Brinson Benefits’ consulting contract and related benefit/wellness programs as outlined above. 1 Professional Services Agreement THE STATE OF TEXAS) DALLAS COUNTY OF TEXAS) This contract is made and entered into by and between the CITY OF COPPELL, a home rule municipal corporation, of Dallas County, Texas, (hereinafter Referred to as "CITY") and Brinson Benefits, Inc. having a principal place of business at 12720 Hillcrest Road, Suite 810-b, Dallas, TX, 75230, (hereinafter referred to as "CONTRACTOR"). 1. PURPOSE The purpose of this Contract is to state the terms and conditions under which CONTRACTOR shall provide Employee Benefit Consultant Services. 2. DESCRIPTION OF SERVICES CONTRACTOR'S services hereunder shall include, but shall not be limited to, the following: A. CONTRACTOR shall perform all the services as set forth and agreed to by the CITY attached hereto as Exhibit "A" and "B" inclusive of agreed to Contractor's fees for Required Services, both of which are made a part of this Contract for all purposes; should there be any future conflict between the terms of the Required Services and rates for the Required Services as provided by the Contractor, the agreed to terms of this Contract shall be final and binding. B. CONTRACTOR shall work closely with the Director of Administration/Human Resources or his/her designee (hereinafter referred to as "City Staff" and appropriate CITY officials) and perform any and all related tasks required by City Staff in order to fulfill the purposes of this Contract. C. CONTRACTOR shall deliver all data, reports and documents which result from its services to City Staff in such form as is satisfactory to the City Staff. D. CONTRACTOR shall work through the appropriate city staff to obtain all pricing and proposals by means that comply with State and Federal Laws. 2 3. PERFORMANCE OF SERVICES CONTRACTOR and its employees or associates shall perform all the services under the Contract. CONTRACTOR represents that all its employees or associates who perform services under the Contract shall be fully qualified and competent to perform the service described in Section 2. 4. TERM The term of this Contract shall begin on October 1, 2009 and renew on October 1st of each subsequent year subject to City Staff recommendation and City Council approval. CONTRACTOR understands and agrees that time is of the essence. All services, written reports, and other data are to be completed and delivered to CITY by agreed upon dates and times within the contract period unless an extension of time, based upon good reasons presented by CONTRACTOR, is approved by City Staff. 5. PAYMENT FOR SERVICES In consideration of the professional services to be performed by CONTRACTOR under the terms of the Contract, CITY shall pay CONTRACTOR for services actually performs as set out by the Fees for Required Services as defined in Exhibit "A" unless other conditions necessitate additional services, which must be authorized in advance by the City Manager or designee. CONTRACTOR'S charges for its services are not to exceed similar charges of CONTRACTOR for comparable services to other customers. Payments to CONTRACTOR shall be in the amount shown by the billings and other documentation submitted and shall be subject to City Staff's approval. All services shall be performed to the satisfaction of City Staff, and CITY shall not be liable for any payment under this Contract for services which are unsatisfactory and which have not been approved by City Staff. 6. CHANGE IN SERVICES CITY through its City Staff may request, from time to time, changes in the scope or focus of the activities and services conducted or to be conducted by CONTRACTOR pursuant to the Contract. Any such change which varies significantly from the scope of services set out in Section 2 and would entail a significant increase in cost or expense to CONTRACTOR shall be mutually agreed on by CONTRACTOR and the City Staff. Changes in the scope, which in the opinion of CONTRACTOR and the City Staff would require additional funding by CITY, must first be authorized in advance by the City Manager or his designee. 3 7. CONFIDENTIAL WORK  If any information related to documents provided by Contractor are requested by a third party, the City will seek protection under all methods available by law including seeking an opinion from the Attorney General. The City will notify Contractor of any requests for confidential or proprietary information. 8. OWNERSHIP OF DOCUMENTS Upon acceptance or approval by CITY, all reports, information and other data, given to, prepared or assembled by CONTRACTOR UNDER THIS Contract, and any other related documents or items shall become the sole property of CITY and shall be delivered to CITY. CONTRACTOR may make copies of any and all documents for its files. 9. CONTRACTOR'S LIABILITY Approval of CITY shall not constitute nor be deemed a release of the responsibility and liability of CONTRACTOR, its employees, agents or associates for the accuracy and competency for their designs, reports, information, and other documents or services nor shall approval be deemed to be the assumption of such responsibility by CITY for any defect, error or omission in the documents prepared by CONTRACTOR, its employees, agents or associates. 10. INDEMNITY CONTRACTOR shall defend, indemnify, and hold CITY whole and harmless against any and all claims for damages, costs, and expenses to persons or property that may arise out of, or be occasioned by or from any negligent act, error or omission of CONTRACTOR or any agent, servant, or employee of CONTRACTOR in the execution or performance of this Contract. 11. RIGHT OF REVIEW CITY may review any and all of the services performed by CONTRACTOR under this Contract. 12. The following shall be conditions of, and a part of, the consideration of this Contract, to-wit: CONFLICT OF INTEREST OF CITY EMPLOYEES No officer or employee of the City shall have any financial interest, direct or indirect, in any contract with the City or be financially interested, directly or indirectly, in the sale to the City of any land, materials, supplies or services, except on behalf of the City as an officer or employee. Any violation of this section shall constitute malfeasance in office and any officer or employee guilty thereof may be subject to removal from his office or position. Any violation of this section, with knowledge, express or implied, of the person or corporation contracting with the City shall render the contract involved voidable by the City Manager. 4 CONFLICT OF INTEREST OF CONTRACTOR Contractor shall not accept other employment or engage in outside activities incompatible with the proper discharge of his duties and responsibilities with the City, or which might impair his independent judgement in the performance of his duty to the City nor personally provide services for compensation, directly or indirectly, to a person or organization who is requesting an approval, investigation or determination from the City. 13. NONDISCRIMINATION As a condition of this Contract, CONTRACTOR covenants that CONTRACTOR will take all necessary actions to insure that, in connection with any work under this Contract, CONTRACTOR, his associates and subcontractors, will not discriminate in the treatment or employment of any individual or groups of individuals on the grounds of race, color, religion, national origin, age, sex, or physical handicap unrelated to job performance, either directly, indirectly or through contractual or other arrangements. In this regard, CONTRACTOR shall keep, retain and safeguard all records relating to the Contract or work performed hereunder for a minimum period of three (3) years from final Contract completion, with full access allowed to authorized representatives of the City, upon request, for purposes of evaluating compliance with this and other provisions of the Contract. 14. CONTRACT PERSONAL The Contract provides for personal or professional services, and the CONTRACTOR shall not assign the Contract, in whole or in part, without the prior written consent of CITY. 15. TERMINATION CITY may terminate this Contract upon Thirty (30) days written notice to CONTRACTOR with the understanding that all services being performed under this Contract shall cease upon the date specified in such notice. CONTRACTOR shall invoice for all services completed and shall be compensated in accordance with the terms of this Contract for all such services performed by CONTRACTOR prior to the date specified in such notice. 16. NOTICES All notices, communications, and reports required or permitted under this Contract shall be personally delivered or mailed to the respective parties by depositing same in the United States mail, postage prepaid, or delivered electronically at the following addresses. Mailed notices shall be deemed communicated as of five (5) days after mailing. If intended for CITY, to: Vivyon V. Bowman (vbowman@ci.coppell.tx.us) Director of Administration/Human Resources City of Coppell 255 Parkway Blvd. Coppell, TX 75019 5 If intended for CONTRACTOR, to: Brinson Benefits, Inc. 12720 Hillcrest Road, Suite 810-b Dallas, TX 75230 ATTN: Dawn Brinson 17. INDEPENDENT CONTRACTOR In performing services under this Contract, CONTRACTOR is performing services of the type performed prior to this Contract, and CITY and CONTRACTOR by the execution of this Contract do not change the independent status of CONTRACTOR. No term or provision of this Contract shall be construed as making CONTRACTOR the agent, servant, or employee of CITY. 18. VENUE The obligation of the parties to this Contract are performable in Dallas County, Texas, and if legal action is necessary to enforce same, exclusive venue shall lie in Dallas County, Texas. 19. APPLICABLE LAWS This Contract is made subject to the provisions of the Charter and ordinances of CITY, as amended, and all applicable State and Federal laws. 20. GOVERNING LAW This Contract shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 21. LEGAL CONSTRUCTION In case any one or more of the provisions contained in this Contract shall for any reason be held to be invalid, illegal, or unenforceable in any respect, such invalidity, illegality, or unenforceability shall not affect any other provision thereof and this Contract shall be considered as if such invalid, illegal, or unenforceable provision had never been contained in this Contract. 22. COUNTERPARTS This Contract may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 23. CAPTIONS The captions to the various clause of this Contract are for informational purposes only and shall not alter the substance of the terms and conditions of this Contract. 24. SUCCESSORS AND ASSIGNS 6 This Contract shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, executors, administrators, successors and, except as otherwise provided in this Contract, their assigns. 25. ENTIRE AGREEMENT This Contract embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties and relating to matters in the Contract, and except as otherwise provided herein cannot be modified without written agreement of the parties to be attached to and made a part of this Contract. EXECUTED this ___________day of _________________________________, 2009, by the CITY, signing by its City and by CONTRACTOR. BY ________________________________ City of Coppell CONTRACTOR: Brinson Benefits, Inc. BY _________________________________ S. Dawn Brinson President 7 PROFESSIONAL SERVICES AGREEMENT EXHIBIT A City of Coppell Total Fee Brinson Benefits, Inc. services include: Plan Benefit/Cost Renewal Analysis Plan Design Consultation & Strategic Benefit Planning Plan Management and Data Analysis Vendor Negotiations Annual Bid Process and Plan Implementations Open Enrollment/Communication Support Customer Service Consulting Fee 345 Employees $49,893/Annual Includes Medical, EAP, Specific and Aggregate Stop Loss, Transplant, Dental, Vision, Basic Life & AD&D, Voluntary Products and Disability Subsequent Renewal Annual 3% Cost of Living Adjustment Brinson Benefits Purple Card Employee Benefit Statements Wellness Works Custom Program (additional fees will apply if additional services are purchased, i.e. biometric screenings, incentives, custom workshops, etc.) $4,644/Annual See EXHIBIT B See EXHIBIT D & D1 Benefits Connect (additional fees will apply if changes are made to the system throughout the year) $20,858 EXHIBIT C The following are not included in the compensation: 5500 preparation, printing, graphic design work, custom programming, contracted third-party services &/or products (COBRA/HIPAA, technology, legal/accounting, etc.), travel outside of DFW area, and independent third party audits. Any lines of coverage or services not provided in this proposal are subject to additional fees agreed upon in advance and in writing. To be determined at time of request agreed upon by the City. 8 EXHIBIT B EMPLOYEE BENEFIT STATEMENTS Our Brinson Benefits Team can produce personalized employee benefit statements that can help the City of Coppell improve employee awareness of employer paid benefits. The average employee is usually not aware that company sponsored comprehensive benefit packages often account for a third or more of employer’s total employee related costs. Standard Cost $15 per Employee Benefit Statement if all required data is delivered by the City in the excel format and worksheet standard as provided by the Brinson Benefits employee benefit statement consulting team. Any deviation from the Brinson Benefits standard format or additional data manipulation on the part of the Brinson Benefits consulting team will result in the application of the additional associated non-standard cost as referenced below: Non-Standard Costs • Data Creation – If data must be obtained and/or input from other sources, or data must be calculated by formula, the costs will be an additional $15.00 per Employee Benefit Statement (Total of $30 per Employee Benefit Statement.) • Revisions – Up to 2 revisions of data or format on the standard layout will be permitted without additional costs following submission of the initial review file. • Additional Revisions – A $100 fee for EACH additional revision or manipulation required of the original data will be added to the total cost. • Custom Layout or Format – An additional cost of $500 will be added to the total for a Custom Format. A choice of 4-5 Standard formats will be offered at no additional charge. • Non-Standard Categories – An additional charge of $1.00 per category per Employee Benefit Statement will be charged. • Postage – If Employee Benefit Statements are to be mailed to the Employee’s home, the postage costs will be at the Client’s expense. The Brinson Benefits team will initiate an initial conference call with the appropriate parties at the City of Coppell in order to establish a time line expectation for the project along with assuring that all parties involved are informed of the parameters of the project. Timeline target dates will change depending on client’s response time to each Timeline element.   OCTOBER 2009-SEPTEMBER 2010 CITY OF COPPELL It is the pleasure of Brinson Benefits to present for your consideration... Presented by: Dee Beasley Hayden (972) 788-9119, ext. 5165 dee@brinsonbenefits.com EXHIBIT C Online Enrollment, Management System Offers Multiple Efficiencies benefitsCONNECTSM streamlines enrollment processes, enhances benefits management, and improves information sharing among employees, employers, and insurance providers. How does benefitsCONNECTSM streamline the enrollment process? • Enables efficient data sharing and transferring of benefits information to any third party who can accept electronic files • Produces enrollment forms populated with information entered online by the employees for vendors who require forms • Produces online employee benefit statements • Allows documents, such as SPDs or benefit overviews, to be uploaded for employees to access any time • Includes a modeling component to calculate benefit costs during the enrollment process How does benefitsCONNECTSM enhance benefits management? • Leverages the use of information collected for management reporting purposes. Information can be downloaded into Microsoft Excel or Access to further customize reports • Integrates benefit election data with existing internal systems, such as payroll, HRIS, and other corporate accounting and management systems • Produces vendor billing information • Maintains a chronological transaction log vital to the integrity and accountability of any benefits administration system • Increases accuracy and efficiency by collecting all required employee information the first time It is estimated that over $50 billion is spent annually on duplicative paper processes in the administration of group insurance products. Brinson Benefits’ unique partnership with benefitsCONNECTSM offers a web-based employee benefits enrollment and management system, which can reduce administrative time and costs. Fourth Year Implementation Schedule of Fees—UMR System Development Annual User Fee – Client Access License(s) Electronic Feed Distribution UMR – Medical, PBM, HRA & FSA, DM Survey (No Changes to prior year version) Humana—Dental Block Vision—Vision Annual Technical & Consulting Support Fees Total 4th Year Implementation Fee $ 20,858 9 EXHIBIT D    ADDENDUM TO PROFESSIONAL SERVICES AGREEMENT  WELLNESS PROGRAM SERVICES    This Agreement (“Agreement”) is entered into by and between Brinson Benefits and City of Coppell, collectively referred  to herein as “the parties”, and establishes the terms, conditions, and consideration under which BRINSON BENEFITS will  provide wellness services to City of Coppell.    The scope of wellness services to be provided by BRINSON BENEFITS and the cost related thereto are defined in this  Exhibit D, including the description of wellness services contained on page 6 of Exhibit D1 based on the proposal prepared  for and presented to City of Coppell.  The scope of services was developed specially for City of Coppell with the specific  concerns and needs of City of Coppell in mind.  It applies only to City of Coppell, and is based on the profile presented by  City of Coppell.  Further, the parties hereto have agreed to the scope of services as detailed on page 4 of Exhibit D1of this  Agreement.      Term of Agreement     This agreement shall be for a period of time beginning October 1, 2009 continuing through September, 2010 which is the  scheduled date for completion of City of Coppell Wellness Program.       Cost and Payment for Services    The cost for services rendered by BRINSON BENEFITS is set forth in this Exhibit D.  Payment of charges for wellness  services for the actual number of benefit eligible employees as of October 1, 2009, shall be payable monthly beginning  October 1, 2009 through September, 2010. Biometric Screenings will be billed separately.  Following is the payment  schedule for 2009‐2010 based on 365 employees:      2009–2010 Program Year (does not include screenings)          October, 2009 through September, 2010 $5,292.50 per month             Total 2009‐2010     $63,510.00      Location of Performance  City of Coppell agrees to provide facilities for the performance of services by BRINSON BENEFITS, including the Wellness  workshops and Biometric Screenings.      BRINSON BENEFITS Not Providing Medical Advice or Diagnosis    The services provided by BRINSON BENEFITS are not a substitute for professional medical advice, examination and  treatment.  BRINSON BENEFITS recommends that all participants confer with his/her own personal physician or health  care professional regarding the need for a full physical, medical work up and screening, and regarding his/her participation  in City of Coppell Wellness Program.  While BRINSON BENEFITS contracts with qualified medical professionals to conduct  the wellness screenings as described on page 6 of the Exhibit D1, the agents, employees and coaches of BRINSON  BENEFITS are not medical/health care professionals, do not practice medicine or any other profession and they will not  at any time offer or provide medical advice, diagnosis or treatment.      Confidential Health Information    This provision applies to all confidential information gathered and/or obtained, whether by electronic means or otherwise.   The information provided to BRINSON BENEFITS by City of Coppell Wellness Program participants in the biometric  screenings, Health Risk Assessment, as well as all information received, gathered and generated by BRINSON BENEFITS as  10 a result of participation by an individual in City of Coppell Wellness Program will remain strictly confidential.  The  information will be provided only to the individual about whom the information pertains, and to the coaches, instructors,  officers, agents and affiliates of BRINSON BENEFITS as necessary for BRINSON BENEFITS’s evaluation and provision of  services as described herein.  No such information will be provided to City of Coppell, or to any agent or representative  of City of Coppell.  In no circumstances will City of Coppell be provided with identifying information regarding a specific  employee.   Instead, as set forth in the Proposal, summary and aggregate reports and information will be provided  which profile the population without identifying individual employees.  PROTECTED HEALTH INFORMATION WILL BE  KEPT CONFIDENTIAL IN ACCORDANCE WITH HIPAA UNLESS EXPRESSLY WAIVED BY THE PARTICIPANT.      Proprietary Information and Confidentiality    Subject only to law requiring otherwise:    Each party agrees to hold the other party’s Proprietary Information in strictest confidence and  represents and warrants that it will use reasonable due diligence so that neither it nor its agents or  employees shall use such Proprietary Information outside the scope of this Agreement, or disclose,  publish, duplicate, reproduce or permit the transfer of, or otherwise make available, directly or  indirectly, such Proprietary Information, in whole or in part, to persons other than the receiving  party’s employees or agents who have a “need to know” for the purposes of this Agreement.  Toward  those ends, each party will use at least the same degree of care to maintain the other party’s  Proprietary Information and to prevent its publication, dissemination or disclosure to third parties as  said party uses with respect to its own Proprietary Information and materials and the information and  materials of its clients.  This section shall survive termination of the Agreement.    The following shall be deemed “Proprietary Information” of BRINSON BENEFITS, respectively, for the  purposes hereof: all information regarding the development, use and operation of the Plans, and any  changes, modifications, enhancements or additions thereto, including but not limited to Exhibit D1 and  attached hereto, related plans outlined in documentation, software, forms, communication materials,  “know‐how” and similar information generally regarded as confidential.    City of Coppell agrees that all of the Proprietary Information of BRINSON BENEFITS is owned and shall  remain the exclusive property of BRINSON BENEFITS.      This Agreement is made and entered into on this _____ day of _______________, 2009 by and between:    Brinson Benefits, Inc.     City of Coppell, Inc.                By:  ___________________________  By: __________________________         Dawn Brinson, President                    Title: __________________________  Title: _________________________            11 EXHIBIT D1    Wellness Services     HEALTH ASSESSMENTS communicate the message to each employee that his/her health status is very  important.  Without knowing the starting point for each employee and for City of Coppell as a  whole, it is difficult to measure any level of change, good or bad.    Health Assessments include:  ƒ Health survey to assess the employees’ preferences for eating, activity,  managing stress, family history, tobacco use, and safety.  This is a simple  questionnaire and takes a few minutes to complete.    ƒ On‐site biometric screenings (in the corporate office) to provide independent  data about the employees’ health.  All information is completely private and  confidential.  The screenings include total cholesterol, HDL, LDL, triglycerides  and glucose from a simple finger prick.  We also measure blood pressure, and  body composition.    Deliverables include:  ƒ Personal Wellness Profile provides each employee who completes the health  survey with detailed information on the health status, makes  recommendations, and gives an overall health score.  The employee will have a  very good snapshot of his/her health profile along with a baseline to measure  progress.  ƒ Immediate one‐on‐one health coaching on the results from the biometric  screenings in a private setting (in the corporate office).      ƒ Aggregate data that is compiled and presented as a Group Summary Report.   This information is used to identify the major health risk issues and is a leading  guide to designing health and wellness activities.  This summary information is  also a benchmark with which to measure future health assessments against as  a measurement of the overall improvement of employee health.    AWARENESS focuses on building skills to learn and incorporate healthy habits through Seminars,  Newsletters, Challenges and Personal Health Coaching.    ¾ Seminars are an integral part of raising the awareness of incorporating healthy habits.   To accommodate different shifts and work schedules, times and locations of the  workshops will be determined.    Examples of topics are:  • Managing High Blood Pressure  • Diabetes Prevention  • Portion Distortion  • Letting Go of Stress  • Get Fiscally Fit  • Goal Setting    12 ¾ Monthly E‐Newsletters containing helpful hints will be distributed via email monthly.    ¾ Challenges are structured activities whereby employees practice one healthy habit for a  period of time, typically four weeks.  Therefore, everyone takes part in the same activity  at the same time to achieve a stated goal.  Challenges are geared to get the specific  habit into the everyday routine‐‐‐tracking tools are provided for each employee to write  down those days they practice the habit.  Challenges can also be organized as team  events to encourage group support.  Examples include:  • Physical Activity—strive for a specific number of minutes or steps  • Fruit and Veggie—incorporate a specified number of fruits and veggies   • Maintain, Don’t Gain—habits to avoid weight gain over the holidays  • Change Game—save your change     ¾ Personal Health Coaching, outreach health coaching to high risk employees, is a valuable  and effective tool in keeping employees motivated while improving their health and well– being. Through one–on–one coaching, employees receive the support and guidance they  need to drive behavior change. By setting realistic goals and utilizing their strengths, they  will overcome obstacles and be inspired to grow and change beyond what they would have  done on their own.     ™ EFFECTIVE COMMUNICATIONS  To ensure consistent messaging, communication is a critical piece.  We customize all  communication materials to fit the City of Coppell work culture.  A variety of media to communicate  with employees about the wellness program is important to continue excitement and encourage  participation.    o Build interest though brochures, fliers, posters, banners, paycheck inserts, newsletter  articles, bulletin boards, post cards.  o Staff meetings, company events and word of mouth.  o Timing of communications  o Consistency and frequent communications.  o Kick off meetings to present the program and benefits and answer questions.      ™ PARTICIPATION AND INCENTIVE TRACKING     City of Coppell has demonstrated the commitment to the wellness initiative through the current  incentive program.  Brinson Benefits Wellness will maintain appropriate records and track participation  in all events and provide periodic reporting as necessary.    13   Your  Investment in Wellness       Wellness Program October 1, 2009‐September 30, 2010    ƒ Health Survey with individual Personal Wellness Profiles mailed to employee’s home  ƒ Two custom health workshops  ƒ Four custom challenges, including all supporting materials  ƒ Monthly newsletters mailed to employee’s home  ƒ Participation and Incentive Tracking and Reporting  ƒ Program Administration and Coordination  ƒ Employee Satisfaction Survey     $12.00 per employee per month    $     Personal Health Coaching 1:1   • Reach out program for all participants with 4+ risk factors  • Reach in program for all other participants    $2.50 per employee per month    Biometric Screenings:    • Finger stick method to measure total cholesterol, LDL, HDL, triglycerides, and glucose.   Include blood pressure, body fat, BMI and waist measurement.    $45 per participant          The above does not include costs for additional services such as flu shots, weight management programs, smoking cessation  programs, incentive rewards, prizes, fruit deliveries, healthy snacks, annual health fair, printing, graphic design work, custom  programming, or travel outside DFW area.  Any additional services not provided in this Exhibit are subject to additional fees  agreed upon in advance and in writing.    WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Human Resources October 13, 2009 10/N ✔ CONTRACT/BID or PROPOSAL Consider approval of an administrative services agreement with United Medical Services (UMR, formerly known as Fiserv Health) for third party administrative services for the City of Coppell medical plan in the amount of $144,155.00 and authorizing the City Manager to sign. Please see attached memorandum. Funds for this agreement are budgeted in the Self Insurance Fund. &UMRFiserv-1AR MEMORANDUM TO: Mayor and City Council FROM: Vivyon V. Bowman, Director of Administration/Human Resources DATE: October 13, 2009 SUBJECT: Approval of an Administrative Services Agreement with UMR United Medical Services The City has contracted with UMR (formerly known as Fiserv Health) for third party administrative services since 2007. This is the third year of a three year contract. In year two of the three year contract, Fiserv Health was acquired by UMR, a subsidiary of United Healthcare (UHC). Fiserv Health’s name was changed to UMR in 2008. In years one and two of the UMR/Fiserv contract, the City was operating under an interim agreement pending working through details of the attached final agreement which was delayed in part by the purchase of Fiserv by United Healthcare. Along with the transition to UMR came an opportunity to evaluate different stop loss vendor. UMR was also able to offer United Healthcare’s PPO network to their clients. After sealed bid negotiations by Brinson with our previous stop loss insurance vendor ,Aetna stop loss reinsurance, Aetna’s stop loss was not competitive and the City elected to move to ING for reinsurance protection and therefore selected UHC’s PPO network (Aetna stop loss and their provider network was only available as a packaged bundle). The annual administrative fees for this contract year with UMR are $144,155 based on 345 covered employees. UMR administrative services include medical, flexible spending and health reimbursement arrangement (HRA) claims processing, utilization review, ID card generation, internet based web portal for employees to access claims utilization, run out claims administration, and UHC’s PPO network access. Brinson Benefits works closely with UMR to ensure accurate claims processing administration, review and audit appealed claims, billing, stop loss reimbursement and reporting for the City. The city staff is recommending approval of the administrative services agreement and related fees in the amount of $144,155. ADMINISTRATIVE SERVICES AGREEMENT CITY OF COPPELL 255 PARKWAY BLVD COPPELL, TX 75019 MEDICAL PLAN: 7670-00-410042 FLEXIBLE SPENDING PLAN: 7670-02-410042 TABLE OF CONTENTS Page Section 1 - Definitions.............................................................................................................................1 Section 2 - Term and Termination .........................................................................................................2 Section 3 - Scope of Relationship .........................................................................................................3 Section 4 - Service Fees .........................................................................................................................4 Section 5 - General Responsibilities of the Plan Sponsor ..................................................................5 Section 6 - General Responsibilities of Fiserv Health .........................................................................7 Section 7 - Claims Appeal Services.....................................................................................................13 Section 8 - Independent Consulting Organizations (Applies to Medical plan)...............................13 Section 9 - Summary Plan Description (SPD)....................................................................................13 Section 10 - Subrogation, Reimbursement or Third Party Services (Applies to Medical Plan)....14 Section 11 - Audit Rights and Standards ............................................................................................15 Section 12 - Limitation of Liability and Indemnification ....................................................................17 Section 13 - Dispute Resolution ..........................................................................................................18 Section 14 - General Provisions and Signatures ...............................................................................18 ADDENDUM #1 FEE SCHEDULE ............................................................................................................21 ADDENDUM #2 AETNA SIGNATURE ADMINISTRATORS ................................................................23 ADDENDUM #3 FLEXIBLE SPENDING ACCOUNT (FSA).....................................................................27 ADDENDUM #4 HEALTH REIMBURSEMENT ARRANGEMENT ...........................................................29 ADDENDUM #5 BUSINESS ASSOCIATE AGREEMENT .......................................................................31 1 ADMINISTRATIVE SERVICES AGREEMENT This Administrative Services Agreement (“Agreement”) is entered into by and between CITY OF COPPELL, (“Plan Sponsor”), and Fiserv Health Plan Administrators, Inc., (“Fiserv Health”). The main body of this Agreement pertains to all products that are covered under this Agreement unless otherwise stated. Addendums are attached to the back of this Agreement as may be applicable, to set forth any unique product issues. RECITALS WHEREAS, the Plan Sponsor has established one or more self-funded employee benefit plans for certain employees of the Plan Sponsor and for certain dependents of such employees (“Covered Persons”); and WHEREAS, Fiserv Health is in the business of providing third party administrative services in conjunction with self-funded employee benefit plans; and WHEREAS, the Plan Sponsor has requested that Fiserv Health provide certain administrative services in connection with the operation and administration of such Plan(s), and Fiserv Health is willing to provide such services in accordance with the terms and conditions of this Agreement. NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties intending to be legally bound hereby agree as follows: Section 1 - Definitions. Defined terms may be used in the singular or plural. 1.1 “Adverse Benefit Determination” means a denial, reduction or termination of a Covered Service, or a failure to provide or make payment, in whole or in part, for a Covered Service. This also includes any such denial, reduction, termination or failure to provide or make payment that is based on a determination that the Covered Person is no longer eligible to participate in the Plan. 1.2 ”Catastrophic Event” means a high-risk or high cost event including a diagnosis such as serious head injury, multiple trauma, cancer, organ transplant, cardiovascular disease, stroke, severe burn, spinal cord injury, prematurity in an infant, or high risk pregnancy. 1.3 “Claim” means every written or electronic request received by Fiserv Health for the payment of Covered Services under the applicable Plan. 1.4 “Covered Person” means all eligible employees, dependents (including surviving dependents) and/or retired employees of the Plan Sponsor who are covered under the applicable Plan. 1.5 “Covered Services” means any amount payable under the terms and conditions of the Plan, and as stated in the Summary Plan Description. 1.6 "HIPAA" means the Health Insurance Portability and Accountability Act of 1996, current amendments, and all rules and regulations promulgated thereunder. 1.7 “Independent Contractor” means one who renders service in the course of self employment or occupation, pursuant to Internal Revenue Code. 1.8 “Internal Revenue Code” means the Internal Revenue Code of 1986 as amended and any successor thereto. 1.9 “Plan” means the self-funded benefit plan(s) sponsored by the Plan Sponsor for Covered Persons. 2 1.10 “Preferred Providers” means any provider who is licensed to provide health or dental care services, as applicable, and has contracted with a preferred provider organization to provide services to Covered Persons at discounted rates. 1.11 “Protected Health Information” means information that is created or received by Fiserv Health on behalf of the health Plan that relates to the past, present or future physical or mental health condition of a Covered Person, as defined under the HIPAA privacy regulations. 1.12 “Shell” means the written document in draft form that Fiserv Health can make available to Plan Sponsor, if so requested, for Plan Sponsor to use as a starting point when preparing the Plan Sponsor’s Summary Plan Description or other plan documents. 1.13 “Summary Plan Description (SPD)” means a written document that provides information regarding the terms of the employer sponsored benefit Plan for Covered Persons. 1.14 “URAC” means the Utilization Review Accreditation Commission. URAC is a health accreditation agency that promotes health care quality through its certification and accreditation programs. Section 2 - Term and Termination 2.1 This Agreement shall be effective October 1, 2007, and shall continue in effect for twelve consecutive months from the effective date. This Agreement shall automatically renew each year thereafter (“Renewal Date”) for successive one-year terms, unless terminated as hereinafter provided. 2.2 Fiserv Health may terminate this Agreement or certain services under this Agreement by giving written notice thereof to the Plan Sponsor at least sixty (60) calendar days prior to the Renewal Date of this Agreement. The Plan Sponsor may terminate this Agreement or certain services under this Agreement by giving written notice thereof to Fiserv Health at least thirty (30) calendar days prior to the date of termination. The decision to terminate this Agreement can be rescinded by mutual written agreement of both parties. In the event that Plan Sponsor terminates this Agreement prior to the end of the initial three-year term, Plan Sponsor shall be obligated to repay Fiserv Health for the $2,500 implementation fee that was waived during the first year of this Agreement. 2.3 In the event of a material breach of a party’s obligations under this Agreement (other than a breach relating to payment of Covered Services or payment of service fees), the non-breaching party shall give the breaching party written notice of any breach in accordance with the Notice provision of this Agreement, and allow breaching party thirty (30) calendar days to cure said breach from the date of said notice. In the event the breaching party fails to cure the breach within the thirty (30) calendar day period, this Agreement may be terminated by the non- breaching party at the expiration of such thirty (30) day period upon written notice. 2.4 This Agreement may be automatically terminated by Fiserv Health as provided below, by providing written notice to Plan Sponsor in the event that: a. All of the Plan Sponsor’s Plans covered under this Agreement are discontinued; or b. The Plan Sponsor fails to maintain the bank account as required hereunder or fails to provide sufficient funds within which to pay Claims under the Plan, after being provided with a notice of default and fifteen (15) calendar days right to cure; or c. The Plan Sponsor fails to pay Fiserv Health the service fee as required when due, after being provided with a notice of default and fifteen (15) calendar days right to cure. If any part of the service fee is disputed, the Plan Sponsor shall pay Fiserv Health the undisputed portion of the service fee as provided herein, and shall provide written details to Fiserv Health prior to the date payment of such fee is due, explaining the Plan Sponsor’s good faith basis for disputing such fee. The Plan Sponsor may withhold the disputed portion 3 during pendency of such dispute, during which time both parties agree to use commercially reasonable efforts to resolve the dispute. 2.5 Notwithstanding any other provision of this Agreement, in the event of the filing by or against the Plan Sponsor of a petition for relief under the Federal Bankruptcy Code, Fiserv Health shall have the right to suspend the payment of Covered Services unless and until an order is obtained from the bankruptcy court, in form and substance acceptable to Fiserv Health, authorizing such payment, and the Plan Sponsor has deposited the funds necessary to pay such Covered Services in full. 2.6 In the event this Agreement is terminated, each party will pay within sixty (60) days to the other any money due under this Agreement. 2.7 Any right to recover payment of any amounts due Fiserv Health or the Plan Sponsor under this Agreement shall survive any cancellation or termination of this Agreement. Section 3 - Scope of Relationship 3.1 Contract for Services Only: Fiserv Health does not represent, nor has it represented, this Agreement to be an insurance policy or an indemnity agreement. It is the intent of both parties, that this Agreement is a contract for the sale of services only, and not a contract of indemnity or a policy of insurance. 3.2 Communications: Fiserv Health shall be entitled to rely upon any written or oral communication from the Plan Sponsor, its designated employees, agents or authorized representatives. Fiserv Health shall assign an Account Manager to work directly with the Plan Sponsor on issues related to the Plan and this Agreement. The Plan Sponsor shall designate a contact person or persons that Fiserv Health can work with on issues related to the administration of the Plan and this Agreement. 3.3 Fiduciary: It is understood and agreed that Plan Sponsor is the named Plan Administrator and fiduciary within the meaning of the Internal Revenue Code, and Fiserv Health is not and shall not be deemed to be the Plan Administrator or fiduciary with respect to the Plan. Fiserv Health is retained under this Agreement to perform ministerial functions, not discretionary functions as clarified in the Department of Labor regulations at 29 CFR S2509.75-8, D(2). 3.4 Independent Contractors: It is understood and agreed that Fiserv Health is retained by the Plan Sponsor only for the purposes and to the extent set forth in this Agreement, and the relationship of Fiserv Health to Plan Sponsor for purposes of this Agreement shall be that of an Independent Contractor. 3.5 Liability for Payment of Covered Services: It is understood and agreed that liability for payment of Covered Services under the Plan is the liability of the Plan Sponsor and that Fiserv Health shall not have any duty to use any of its funds for the payment of such Covered Services. Fiserv Health will have no obligation to arrange for payment of Covered Services under the Plan if the Plan Sponsor has not made the requisite funds available to Fiserv Health in accordance with this Agreement. 3.6 Plan Sponsor acknowledges that Fiserv Health is a member of a corporate group which includes companies involved in the following: • J.W. Hutton for the sale of subrogation services; • Innoviant for the sale of pharmacy benefits management services; • Avidyn Health for the sale of medical management services. • BP, Inc. and Sheridan Re for the sale and risk underwriting of a stop loss policy for the purpose of insuring a portion of the funding risk assumed by Plan Sponsor under the Plan. 4 To the extent the Plan Sponsor chooses to purchase any of the above services from one of the listed companies, these companies will receive payment to compensate them for performing such services as stated on the Fee Schedule, elsewhere in this Agreement, or in the stop loss contract. Part of these fees may include administrative fees or other compensation for Fiserv Health in connection with the provision of such services, or stop loss commissions. 3.7 Notwithstanding anything in this Agreement to the contrary, to the extent legally applicable and only to such limited extent, Indiana Statute IC 27-1-25 shall be deemed to be incorporated into this Agreement and to the extent such statute conflicts with the terms of this Agreement and is legally applicable, the statute shall be deemed to be the controlling authority. Section 4 - Service Fees 4.1 Monthly Service Fee: The service fees paid by the Plan Sponsor pursuant to this Agreement are intended to compensate Fiserv Health for the services specifically enumerated in the body of this Agreement. The fees shall be paid by the Plan Sponsor from the Plan Sponsor’s designated bank account. 4.2 Due Date: The Plan Sponsor agrees to pay the service fees to Fiserv Health in a timely manner to ensure that Fiserv Health receives the service fees on or before the last day of each calendar month for which services are being rendered. 4.3 Fee Adjustments to monthly billing statements for enrollment or eligibility changes will be performed based on information provided by the Plan Sponsor to Fiserv Health. Request for fee adjustment must be made in a timely manner but not more than six (6) months following the date of the change. 4.4 Billing procedures: Plan Sponsor agrees to pay service fees to Fiserv Health based on the monthly invoice that Fiserv Health provides, subject to the Fee Adjustment section of this Agreement. Fiserv Health reserves the right to give the Plan Sponsor an estimated invoice for the first month following the effective date of this Agreement. 4.5 Change to Service Fee: Fiserv Health reserves the right to change the service fees applicable to this Agreement every twelve (12) months following the effective date of this Agreement unless otherwise stated on the attached Fee Schedule, and Fiserv Health agrees to use commercially reasonable efforts to provide renewal information to Plan Sponsor during the month of May for the October renewal. Fiserv Health also reserves the right to change the service fees sooner if one of the following conditions occur: • The number of employees changes by fifteen percent (15%) or more from the average number of employees upon which the original quotation for this Agreement was based; or • A division, subsidiary, or affiliated company is added to the Plan and that division, subsidiary or affiliated company requires new procedures, additional programming or implementation costs from Fiserv Health; or • Changes are made to the Plan(s) which increase the complexity of administering the Plan(s); or • Additional services are being purchased by the Plan Sponsor. It is understood that changes to fees will be mutually agreed to by the parties, however if the parties are unable to reach agreement on the fees, this Agreement may be terminated by the Plan Sponsor by providing Fiserv Health with at least thirty (30) days prior written notice, or by Fiserv Health by providing Plan Sponsor with at least ninety (90) days prior written notice. 5 4.6 In the event Plan Sponsor has at any time failed to make funds available to pay Claims for Covered Services or undisputed fees to Fiserv Health, Fiserv Health shall have the right to offset any unpaid amounts against any amounts owed to Plan Sponsor by Fiserv Health, or any entity affiliated with Fiserv Health. 4.7 It is the intent of both parties to this Agreement that the funds utilized in accordance with this Agreement are not insurance premiums and shall in no event be construed to be insurance premiums. Section 5 - General Responsibilities of the Plan Sponsor 5.1 Access to Protected Health Information: The Plan Sponsor agrees to provide Fiserv Health with the names and titles of employees who are designated as individuals who are permitted to access Protected Health Information, and to notify Fiserv Health as soon as reasonably possible when this list of designated employee changes are to take effect and the effective date for each such change. It is understood that Fiserv Health will not release Protected Health Information to any employee of the Plan Sponsor who is not on the Plan Sponsor’s list of designated employees for Protected Health Information. The Plan Sponsor shall be solely responsible for training its employees and ensuring that its employees comply with the privacy regulations under the Health Insurance Portability and Accountability Act, as amended. 5.2 Bank Account: The Plan Sponsor shall establish, maintain and appropriately fund from its general assets, a checking account in the name of the Plan Sponsor. All such amounts in this account shall continue to remain a part of the general assets of Plan Sponsor. The Plan Sponsor shall be responsible for all Claim checks issued against the account. Fiserv Health shall be given the necessary nonexclusive authority to utilize any funds in said account for payment of Covered Services under the Plan. Fiserv Health shall provide the Plan Sponsor with access to the daily online check register, and will also provide a monthly report for reconciliation purposes. No such amounts in the checking account are to be considered plan assets. The parties acknowledge that the Claims under the Plan are to be paid by the Plan Sponsor and the Plan is unfunded. 5.3 Uncashed Checks: It is understood that Plan Sponsor is solely responsible for handling issues related to uncashed checks, including any record keeping, reporting, or payment responsibilities set forth under any state’s unclaimed property law, to the extent such laws apply. 5.4 Financial Information: At Fiserv Health’s request, Plan Sponsor will provide Fiserv Health with financial information to determine if Plan Sponsor can meet financial obligations under this Agreement and such information will be held in confidence. 5.5 Control of Plan Assets: In the event that the Plan is found to have Plan assets, the Plan Sponsor shall have absolute authority with respect to such Plan assets, and Fiserv Health shall neither have nor be deemed to exercise any discretion, control or authority with respect to the disposition of Plan assets. 5.6 Covered Service Information: The Plan Sponsor is responsible for incorporating sufficient Covered Service and other Plan details into its Summary Plan Description including information on any applicable federal, state, international and local laws and/or regulations to facilitate proper administration of the Plan(s) by Fiserv Health. Such information should be given to Fiserv Health before Fiserv Health begins processing Claims. In the event that the Plan Sponsor amends or modifies Covered Services, the effective date of such changes shall be on the date selected by the Plan Sponsor after notification to Fiserv Health, or the date reasonably possible for Fiserv Health to make needed systems or procedural changes to accommodate the change, whichever is later. 5.7 Cooperation: Plan Sponsor shall cooperate with Fiserv Health to the extent reasonably necessary to enable Fiserv Health to provide services in accordance with this Agreement and shall provide any needed information in addition to the information required under this Section 6 that is reasonable and necessary to enable Fiserv Health to provide services in accordance with this Agreement. 5.8 Enrollment: The Plan Sponsor agrees to furnish Fiserv Health with such information as may be necessary or required by Fiserv Health to maintain adequate eligibility of Plan Sponsor’s Covered Persons. Such information must be provided by the Plan Sponsor in a timely manner that will allow Fiserv Health to provide services in accordance with this Agreement. The Plan Sponsor shall submit the following enrollment data to Fiserv Health electronically via the FTP File Transfer with PGP Encryption method, or by using the Web Based File Exchange method, Internet or diskette: a. Plan Sponsor shall make the following determinations, pursuant to the terms of the Plan: • Identify which employees are eligible for Covered Services. • The effective date of coverage. • The applicable class of coverage. • The appropriate coverage level such as single/family/employee plus one. • The Plan(s) under which there is coverage. • Determine if the employee is a late enrollee. • Determine student status eligibility. • Monitor age of a covered dependent and determine when dependent has reached the maximum age allowed under the Plan. • Determine when a Covered Person should be terminated from the Plan and send Fiserv Health applicable information through the enrollment file. b. For all Covered Persons enrolled under the Plan, the Plan Sponsor shall inform Fiserv Health of any changes in contact information, including but not limited to name, address, and phone number as soon as possible but no later than thirty (30) calendar days of the Plan Sponsor being made aware of such change. c. The Plan Sponsor is responsible for complying with rules and regulations governing Qualified Medical Child Support Orders and National Medical Support Notices, completing any applicable paper work required by a court or state administrative entity, and notifying Fiserv Health if a dependent needs to be enrolled in the Plan in accordance with a QMCSO or similar order. 5.9 Establishment of Plan: The Plan Sponsor shall establish, maintain and appropriately fund the Plan and shall be solely responsible for the operation and administration of the Plan, except as expressly delegated to Fiserv Health in this Agreement. 5.10 Change of Status or Termination of Covered Persons: Plan Sponsor shall provide written, electronic or Internet notice to Fiserv Health of any change of status or termination of Plan coverage of Covered Persons as soon as reasonably possible, however if Fiserv Health is administering COBRA benefits on behalf of the Plan Sponsor, notice of termination must be given to Fiserv Health within the timelines established in the COBRA addendum. 5.11 Legal Advice: It is understood and agreed that Fiserv Health is not engaged in the practice of rendering legal advice. If the Plan Sponsor requires legal or other expert advice, the Plan Sponsor should consult its own legal counsel. Fiserv Health will provide compliance assistance on applicable federal regulations to the extent reasonably possible. 5.12 Provider Networks: Fiserv Health has contracted with or has access to a network of Preferred Providers. Some or all of those Preferred Providers shall be available to provide Covered Services under the Plan to Covered Persons. Fiserv Health makes no representations or warranties regarding the continued availability to the Plan or Covered Person of any particular Preferred Provider. Fiserv Health will coordinate administrative procedures necessary to process 7 Preferred Provider Claims for Covered Services on behalf of the Plan, if applicable. Plan Sponsor understands that it has sole responsibility for paying any and all access fees charged by the network of Preferred Providers as stated on the Fee Schedule, and to pay the applicable Preferred Providers for Covered Services rendered to Covered Persons, which Plan Sponsor will accomplish by making appropriate funds available in its bank account described in this Agreement. It is understood that Fiserv Health is not responsible or liable for the care and treatment that providers give to Covered Persons under the Plan. In the event that the Plan Sponsor contracts directly with any provider networks, Plan Sponsor is responsible for providing Fiserv Health with any applicable provider network contract terms that may affect payment of Claims under this Agreement. 5.13 Legal Obligations: Plan Sponsor shall possess ultimate responsibility and authority for the design, funding and operation of the Plan and for its compliance with applicable laws and regulations, including the Internal Revenue Code. Further, Plan Sponsor represents and warrants to Fiserv Health that Plan Sponsor complies with applicable laws and regulations. Section 6 - General Responsibilities of Fiserv Health 6.1 Administration of Covered Services: All services to be provided by Fiserv Health hereunder shall be performed pursuant to the provisions of the Plan Sponsor’s Summary Plan Description and subsequent amendments. Fiserv Health shall have systems in place to comply with applicable federal laws and regulations. 6.2 Determination of Plan Rules and Covered Services: Fiserv Health shall review the Plan Sponsor’s Summary Plan Description to determine what Covered Services are payable or excluded under the Plan, eligibility rules and other Plan provisions. The Plan Sponsor agrees that Fiserv Health shall have no responsibility with respect to such document or with respect to the validity or compliance of such instrument, except as otherwise stated in this Agreement. 6.3 Claims Services (Medical plan): Fiserv Health agrees to perform the following services with respect to the processing and payment of Claims under the Plan: 6.3.1 During the term of this Agreement, Fiserv Health will process only those Claims which are incurred on or after the effective date set forth in Section 2.1 of this Agreement, unless claims run-in services are otherwise negotiated by the parties after the prior third party administrator has completed its services. 6.3.2 As part of the base fee, the following general Claims services will be provided: • Fiserv Health will receive and review Claims for Covered Services under the Plan and will use commercially reasonable efforts, consistent with industry standards, to compute the Covered Services payable, if any, in accordance with the terms and conditions of the Plan. • Correspond with the Covered Persons and providers of services if additional information is deemed necessary by Fiserv Health to complete the processing of Claims. • Coordinate Covered Services payable under the Plan with other benefit plans, if any, according to the Coordination of Benefits provision in the Plan Sponsor’s Summary Plan Description. It is understood, however, that Fiserv Health pays Claims for Medicare-eligible persons as either primary or secondary, based on the determination made by Medicare. • Prepare the disbursement checks for the amount of Covered Services determined to be payable under the Plan. Claims will be paid in the order processed, to the extent that sufficient funds are available from the Plan Sponsor’s designated bank account. • Provide an Explanation of Benefits (EOB) notice to Covered Persons each time a Claim is submitted, if the patient has a balance due on the Claim. The EOB will explain how much the Plan has paid towards the Claim, if any, and how much of the 8 Claim is the Covered Person’s responsibility due to cost-sharing obligations, non- covered services, penalties or other Plan provisions. If a Claim is denied in whole or in part, the EOB will list the reason(s) for denial of services, and inform the Covered Person of his or her right to appeal. • Provide a Remittance Advice (RA) statement to providers of services each time a Claim is submitted. The RA will explain how much the Plan has paid towards the Claim, if any, and how much of the Claim is the Covered Person’s responsibility, negotiated rate or other provider discount. • In the event that the Plan Sponsor asks Fiserv Health to load data from the prior third party administrator regarding Covered Persons' lifetime maximum data or other benefit accumulators, Fiserv Health will have no obligation to verify the accuracy of such data. • Foreign service procedures: Covered Persons who receive services in a country other than the United States will need to pay the Claim upfront and then submit the Claim to Fiserv Health for reimbursement. Fiserv Health will reimburse the Covered Person for any covered amount in U.S. currency. The reimbursed amount will be based on the U.S. equivalency rate that is in effect on the date the Covered Person paid the Claim, or on the date of service if paid date is not known. 6.3.3 Fraud Services: Fiserv Health’s Special Investigation Unit reviews and investigates potentially fraudulent or inappropriate billings submitted by providers and Covered Persons as a cost-containment service for Plan Sponsor. Claims that are identified as potentially fraudulent or inappropriate are pended in Fiserv Health’s claims system, and following investigation, the identified Claims are either paid in accordance with the Plan, or are denied for such reasons as are uncovered by the Special Investigation Unit. 6.3.4 Claims Administration: Plan Sponsor acknowledges that, because of the great volume of Claims processed by Fiserv Health, administrative errors may occur. Should errors occur, Fiserv Health will make a reasonable effort, which may include initiating legal or other proceedings, to recover funds incorrectly paid. 6.3.5 Overpayments: In the event payment is made to or on behalf of an ineligible Covered Person who was retroactively terminated, or if an overpayment was made to a provider or Covered Person, Fiserv Health shall make an attempt to recover any payment over one hundred dollars ($100) by sending an initial request letter to the provider and/or Covered Person requesting the funds back. This will be followed by a second letter and a phone call as needed. The second letter will explain that the matter may be referred to a recovery (collection) agency. In the event that there is no response to the second letter, Fiserv Health will contact the Plan Sponsor to see if the Plan Sponsor wants the overpayment file sent to an outside recovery agency. Based on the written direction of the Plan Sponsor, Fiserv Health will either forward the overpayment file to an outside recovery agency, or Fiserv Health will close the overpayment file and take no further action. Overpayment files that are forwarded to an outside recovery agency will be worked for six (6) months in an attempt to recover the overpayment. If the recovery agency is unsuccessful at recovering the funds, it will contact Fiserv Health to see if the Plan Sponsor wants to approve litigation through outside legal counsel. If the Plan Sponsor approves sending an overpayment file to the outside recovery agency and/or outside legal counsel, the Plan Sponsor will be responsible for paying the applicable commission of the outside recovery agency and/or outside legal counsel, unless the overpayment arises out of or is based upon Fiserv Health’s intentionally wrongful, willful, reckless or negligent acts or omissions (whether or not an act or omission is considered “negligent” will be determined in light of commonly accepted industry standards, it being agreed and understood that third party administrators are not expected to process 100% of Claims error free) in the performance of its duties under this Agreement. 9 Other third party recovery efforts: Fiserv Health also contracts with an outside auditing firm that audits credit balances from various hospitals. If the outside audit firm identifies that this Plan is owed a refund, the refund minus the auditing firms' commission, will be sent to the Plan Sponsor. As of the execution of this Agreement, the outside auditing vendor that Fiserv Health utilizes is AIM Healthcare, and their average commission is 28%. 6.3.6 Claim Reprocessing: At times, the Plan Sponsor may want Fiserv Health to reprocess certain Claims. At the Plan Sponsor’s request, Fiserv Health will reprocess a reasonable number of Claims, unless such reprocessing will cause an undue business hardship to Fiserv Health. If the Claim is being reprocessed in connection with an inadvertent error made by Fiserv Health, there will be no fee to the Plan Sponsor for such reprocessing. In the event, however, that certain Claims need to be reprocessed as a result of retroactive benefit or eligibility changes that the Plan Sponsor made or in connection with other action by the Plan Sponsor, its employees or agents, then a Claims reprocessing fee will be charged to the Plan Sponsor as stated on the Fee Schedule. A claim reprocessing fee will also be charged to the Plan Sponsor if the Plan Sponsor contracts directly with a provider network and that provider network gives Fiserv Health incorrect or late fee or other provider information. 6.3.7 Claims Run-Out Services: Fiserv Health agrees that it will use commercially reasonable efforts to process Claims received up to the date of termination of this Agreement. Any unprocessed Claims received near the end of this Agreement or following termination of this Agreement but incurred prior to the date of termination, will be processed by Fiserv Health. Claims run-out services will be provided for twelve (12) months following the date of termination of this Agreement. In exchange for this service Plan Sponsor agrees to pay Fiserv Health the fee as set forth on the attached Fee Schedule. 6.3.8 Cost Reduction and Savings Program. Fiserv Health agrees to provide various cost reduction services on behalf of Plan Sponsor, aimed at generating savings on Claims. Services may include but are not limited to, obtaining discounts through travel networks, secondary networks, and fee negotiation with providers. In exchange for this service, Fiserv Health will retain a percentage of savings as stated on the Fee Schedule. If no discount is obtained, there is no cost to Plan Sponsor for this service. 6.4 Medical Management Services: Fiserv Health, through Avidyn Health, will provide the following services for the fee as stated on the attached Fee Schedule: 6.4.1 Case Management: Fiserv Health agrees to provide individual case management services to Covered Persons who meet the criteria for case management which includes complex treatment plans, catastrophic events, trauma, transplant and chronic illness. Case Managers work with the Covered Person and the Covered Person’s physician to assist with coordinating care, utilizing in-network services when available (if applicable), and helping to ensure that effective and appropriate treatment is provided. In the event that Medicare is the primary payer for a Covered Person’s Claims, these services will be provided after Medicare funds have been exhausted. 6.4.2 Utilization Management: Fiserv Health will examine medical services for medical necessity and appropriateness prior to the services actually being provided. Fiserv Health will conduct utilization management services in the following areas to the extent it is required in the Plan Sponsor’s Summary Plan Description: Inpatient hospital or behavioral health services, skilled nursing facility, home health care, rehabilitation services and durable medical equipment. Fiserv Health will provide ongoing reviews for both in-network and out-of-network facilities to determine appropriateness of care, assess discharge needs, and refer to case management as applicable to promote positive patient outcomes. In the event that Medicare is the primary payer for a Covered Person’s Claims, these services will be provided after Medicare funds have been exhausted. 10 6.4.3 Disease Management: Fiserv Health’s Disease Management Program works with Covered Persons who have chronic health conditions including asthma, chronic obstructive pulmonary disease, congestive heart failure, coronary artery disease, diabetes, hypertension and depression. Certified nurse case managers work with the Covered Person and family members to improve the management of their diseases. Fiserv Health will provide the Plan Sponsor with information on the participation, clinical and financial outcomes of the interventions. Fiserv Health reserves the right to modify the type of chronic health conditions that are targeted, subject to prior written notice to the Plan Sponsor. 6.4.4 Health Information Call Line: Fiserv Health provides Covered Persons with access to health information that allows Covered Persons to make good health and lifestyle choices. Online information is available via Fiserv Health’s web site. Covered Persons can use direct links to a number of health information sites that Fiserv Health selected for quality, scope, workability and visual appeal. The web site also includes a health risk assessment and view information on topics such as specific conditions, medications, first aid and self-care, wellness, research news, and the quality of health care in the area where the Covered Person lives. Covered Persons can access articles written by Fiserv Health’s health professionals on general health and wellness topics. Health Information Line: 24 hour toll free telephone access to a registered nurse is provided by Fiserv Health to Covered Persons on a daily basis. This is an opportunity to talk about health concerns, but is not intended to replace or question the diagnosis or treatment of the Covered Person’s health care provider. 6.4.5 It is understood and agreed that the medical management services provided by Fiserv Health do not in any way constitute the practice of medicine. 6.5 Customer Service: Fiserv Health shall provide customer service to Covered Persons including assisting Covered Persons with routine questions concerning Covered Services, Claims status, appeals procedures, access to provider network(s), if applicable, and other Plan-related customer service functions. Fiserv Health shall provide a toll-free number for customer service calls. Customer service is available from 7 a.m. to 5 p.m. central time, Monday through Friday. Online services are available seven days a week, 24 hours a day. 6.6 Identification Cards: (Applies to Medical plan) Fiserv Health will provide two standard ID cards (including replacement cards) for each employee who is covered under the Plan Sponsor's Plan. The Plan Sponsor may, at its option, order customized ID cards for employees. If the Plan Sponsor elects to provide customized ID cards, the Plan Sponsor agrees that it will be responsible for the additional cost of such ID cards. 6.7 New York Surcharge Services: It is understood that the Plan Sponsor is solely responsible for completing necessary New York Surcharge election forms and responding to inquiries regarding election. Upon acceptance from the New York Public Goods Pool, Fiserv Health agrees to compile and forward to the State of New York, an electronic report that shows the liability that the Plan Sponsor has for covered lives, patient services and total amount due from the Plan Sponsor. The report is compiled on a monthly or annual basis in accordance with the requirements of the State of New York for the Plan Sponsor. Fiserv Health agrees to file the report and send the applicable payment to the State of New York via a draw from the Plan Sponsor's bank account. In the event that a Claim is adjusted after the New York Surcharge fee has been paid and the adjustment affects how much the provider actually receives, Fiserv Health will make an adjustment on a future report to the State. As consideration for such services, Plan Sponsor agrees to pay Fiserv Health the fee as set forth on the attached Fee Schedule. 6.8 Massachusetts Surcharge Services: It is understood that the State of Massachusetts requires medical plans to pay a surcharge when Covered Persons receive medical care in the State of Massachusetts. As part of the base medical fee, Fiserv Health agrees to calculate the amount of surcharge payments due from the Plan, and will draw the applicable amount from the Plan 11 Sponsor’s bank account. Fiserv Health will then send a check to the State of Massachusetts on behalf of the Plan Sponsor. 6.9 State Taxes or Fees: Plan Sponsor shall pay or reimburse Fiserv Health for any and all present U.S. state and local sales, use and transaction based taxes, fees or assessments (including without limitation taxes, fees or assessments based on gross receipts or value of Claims paid under the Plan), and other similar taxes, fees or assessments, except only for taxes, fees or assessments assessed based on the net income of Fiserv Health as it relates to this Agreement. 6.10 Recordkeeping: Fiserv Health will establish and maintain a recordkeeping system pertaining to the services to be performed hereunder. All such records shall be available for inspection by the Plan Sponsor at any time during normal business hours, upon reasonable prior notice. Fiserv Health will maintain records and information regarding Claims filed pursuant to this Agreement and determinations made thereon for a period of seven (7) years from the end of the applicable Plan Year. Fiserv Health may retain such records or information by scanning or otherwise. Except as necessary to cooperate in the defense of lawsuits, Fiserv Health shall have no duty under this Agreement to reconstruct individual Claim files. Reconstructing individual Claim files means retrieving an exact replication of the Claim(s), including all applicable documents such as subrogation questionnaires, medical records and coordination of benefits information. This does not include reasonable information requests such as Claim payment status or eligibility information. 6.11 Reports: As part of the base service fee, Fiserv Health will provide the Plan Sponsor with the following reports for medical plans: • Monthly financial reports. • Monthly cash disbursement reports via Fiserv Health’s web based check register. • Ad-hoc reports that the Plan Sponsor requests are available up to the maximum number of hours as listed on the attached Fee Schedule. • An annual report that the Plan Sponsor can use to complete the 5500 form, including such details as plan period, plan type, beginning and ending employee enrollment counts, revenue, and commission information. Additional Online Services: Fiserv Health will provide the Plan Sponsor with the following encrypted online service that is compliant with HIPAA privacy regulations: • Eligibility and Benefits Inquiry: Online eligibility inquiry provides the Plan Sponsor with such information as the Covered Person’s group name, employee name, identification number, date of birth, address, effective date and termination date. Online benefit inquiry provides specific benefit information for each Covered Person such as provider network, description of benefits under the Plan, out-of-pocket maximums and other details that pertain to the Plan. • Claims Inquiry: Covered employees can review the status of their own Claims online after they register online and obtain a unique ID and password to ensure privacy. Online Claims inquiry by the Plan Sponsor is also available, however, the Plan Sponsor is responsible for ensuring that its employees comply with HIPAA privacy regulations. • Results Information Center Reports (Results IC): The Results IC system provides the Plan Sponsor with monthly reports containing Plan performance details. The Plan Sponsor can also use online data to develop ad-hoc queries such as census information, claim activity and large claim detail. • Banking: The Plan Sponsor has online access to the check register and can search for disbursement information at the transaction level. This could include transaction amounts by type and date, or transaction amounts at the check level (check number, date, payee, amount or check requisition number). 12 • ID Cards: The Plan Sponsor and covered employee can order replacement or additional ID cards online. • Flexible Spending Account: This online service provides covered employees with claim information, payment details and balances in the person’s account. • Medstat Advantage Suite : An interactive web-based application that provides the Plan Sponsor with access to up to 24 months of Plan performance, claim experience, and prescription drug and cost trend data, in user-modifiable report formats. This decision- making tool helps the Plan Sponsor with financial planning and medical plan management. Plan Sponsor agrees that Fiserv Health is authorized to release claims data to Medstat on behalf of the Plan Sponsor, for purposes of providing this service. If additional (Ad-Hoc) reports are needed by the Plan Sponsor, or customization of the reports is requested, Fiserv Health will charge an additional fee for such agreed upon services. 6.12 Transition to new TPA: Fiserv Health will cooperate with the Plan Sponsor’s transition to a new Third Party Administrator upon termination of this Agreement and will provide cancellation reports to the Plan Sponsor upon request. Plan Sponsor can obtain a list of the available cancellation reports and applicable fees from the Account Manager. 6.13 Stop Loss: In the event that Plan Sponsor has obtained stop loss insurance coverage for funding Plan benefits in excess of certain specified individual and aggregate limits, Fiserv Health will use commercially reasonable efforts to identify, track and file all specific stop loss insurance Claims with the stop loss carrier, on behalf of the Plan Sponsor. The Plan Sponsor, however, is responsible for providing Fiserv Health with a copy of the stop loss policy by the effective date of this Agreement or as soon thereafter as reasonably possible, if Fiserv Health did not place the Plan Sponsor's stop loss coverage with the carrier. Plan Sponsor shall be responsible for the premium for the stop loss insurance and it shall not be paid from the plan assets. Fiserv Health agrees to notify the Plan Sponsor and the stop loss carrier of any potential Claims that exceed the stop loss policy’s attachment point, based on preliminary diagnosis or dollar amount of Claims or claim estimates that meet or exceed applicable thresholds. It is understood, however, that Fiserv Health shall not be required to process Claims for Covered Services other than in the order that Claims are received, and no priority will be given to Claims merely because the stop loss year is coming to a close. In no event shall Fiserv Health have any liability for coverage decisions taken or any omissions by any stop loss insurance carrier, and Fiserv Health shall not be held liable for any Claims not covered by the stop loss carrier even if such Claims were paid by the Plan. It is understood that Fiserv Health cannot represent or warrant a carrier’s stop loss coverage or any terms of a carrier’s stop loss coverage. In the event that Fiserv Health places the Plan Sponsor’s Stop Loss coverage, Fiserv Health may receive commissions from the insurer from whom Plan Sponsor purchases insurance. The commissions received by Fiserv Health may differ depending upon the product and insurer. Fiserv Health may receive additional compensation from the insurer based upon other factors, such as premium volume placed with a particular insurer or persistency rates. If the Plan Sponsor wants to know an estimate of the amount of commissions or other compensation received by Fiserv Health from carriers relating to your group for any year, please contact your Account Manager. If such a request is initiated, Fiserv Health will provide Plan Sponsor with that information when the amounts become known. Since the compensation may relate to an entire book of business, the amount attributable to any single customer would by definition be an estimate. Unless Plan Sponsor requests an estimate, one will not be provided. 6.14 Interruption by Disasters: Fiserv Health will take commercially reasonable steps to prevent and recover from disruptive events that are beyond its control and represents that it has backup systems in place in case of emergencies or natural disasters. 13 Section 7 - Claims Appeal Services Fiserv Health will provide Claims appeal services, provided that Fiserv Health has received the applicable Summary Plan Description from the Plan Sponsor prior to receiving the appeal. Covered Persons who receive an Adverse Benefit Determination can file an appeal with Fiserv Health within the timelines established in the Plan Sponsor’s Summary Plan Description. Fiserv Health will allow a five (5) calendar day mail time in addition to the maximum appeal timelines listed in the above documents. It is understood that Fiserv Health will provide two appeal levels for Claims that it has processed. Any additional appeal options will be the sole responsibility of the Plan Sponsor. It is understood that Fiserv Health is not responsible for handling appeals on claim-related decisions that were originally made by another vendor of the Plan Sponsor’s. Section 8 - Independent Consulting Organizations (Applies to Medical plan) 8.1 Fiserv Health utilizes certain independent organizations for consultation review when needed to determine the medical status of an individual. Fiserv Health selects independent consultants prudently based on quality of the reviews, availability of specialists, timeliness of reviews, and fees associated with those reviews. Fiserv Health makes every effort to utilize independent consultants who are URAC accredited and who charge no more than market rates for the reviews. The independent consultants used will have appropriate training and experience in the field of medicine involved in the medical judgment. 8.2 It is understood that Fiserv Health may send a Claim to an independent consultant under any of the following circumstances: • During an initial pre-authorization review or initial Claim review, when there is insufficient information in a Covered Person’s medical record to make a decision regarding medical necessity, or if there is a question regarding the experimental/investigational nature of a procedure. • When a Claim was denied based on medical necessity, medical judgment or experimental/investigational reasons, and the denied Claim is later appealed. 8.3 In the event that Fiserv Health incurs charges from an independent consulting organization to determine the medical status of an individual as outlined above, the Plan Sponsor understands and agrees that the cost of such independent consulting services shall be the responsibility of the Plan Sponsor. It is also understood that the cost of each review may vary based on the medical issues being reviewed. Section 9 - Summary Plan Description (SPD) 9.1 Fiserv Health shall provide a Summary Plan Description Shell to the Plan Sponsor, if requested, that can be used as a starting point to develop a final document that reflects the Plan Sponsor’s intended benefit design. It is understood that Fiserv Health will make reasonable efforts to update its Shell as is needed to maintain compliance with federal regulations, however compliance with applicable laws and regulations is the responsibility of the Plan Sponsor. The Plan Sponsor is responsible for ensuring that any changes it makes to Fiserv Health’s Shell will be in compliance with federal and other applicable laws. Plan Sponsor is solely responsible for the final content of the Summary Plan Description. Fiserv Health shall not have the power or authority to alter, modify, or waive any terms of the Plan. 9.2 The Plan Sponsor is responsible for notifying Fiserv Health if it is subject to any state or international regulations or benefit mandates pertinent to the benefit plan(s), and shall provide exact wording to Fiserv Health regarding those regulations/mandates that need to be included in the Plan Sponsor’s SPD. To the extent that the state or international regulations/mandates conflict with federal regulations, the Plan Sponsor is responsible for adding wording to its SPD that explains how the state and/or international provisions work with the federal provisions. 14 9.3 As part of the base fee, Fiserv Health will provide the Plan Sponsor with the following services related to the development and distribution of the Summary Plan Description(s) (SPD): • One initial copy of the Summary Plan Description, if requested, for each applicable product will be provided to the Plan Sponsor for approval. Fiserv Health will use its standard format when compiling the documents, however the Plan Sponsor can request customization of the document at an additional cost. Customization includes but is not limited to such things as colored covers, binders, different formats for the SPD and other non-standard formats. • Mid-year update to the Summary Plan Description: Fiserv Health will send the Plan Sponsor one copy of updated pages for the SPD, and the Plan Sponsor will be responsible for printing and distribution of the updated pages to Covered Persons. • If the Plan Sponsor needs additional services, customization of documents, SPD's for a flex product, or additional copies of documents beyond what is stated above, there may be an additional charge to the Plan Sponsor. 9.4 The Plan Sponsor understands and agrees that it is responsible for carefully and thoroughly reviewing the Summary Plan Description proof(s) that Fiserv Health sends to the Plan Sponsor, and after determining that the document(s) accurately reflect the intent of the Plan Sponsor, Plan Sponsor shall sign and return the Acceptance Page to Fiserv Health. The Acceptance Page is a form that the Plan Sponsor must sign after reviewing the Summary Plan Description proof, confirming that the proof accurately reflects the intent of the Plan Sponsor. 9.5 The Plan Sponsor is responsible for complying with any applicable regulations and timelines governing distribution of the Summary Plan Description and amendments to Covered Persons. If Fiserv Health is responsible for preparing the Plan Sponsor’s Summary Plan Description as stated in this Agreement, Fiserv Health agrees to have a completed copy of the document(s) to the Plan Sponsor within 30 calendar days following receipt of the signed Acceptance Page from the Plan Sponsor. 9.6 If the Plan Sponsor’s Summary Plan Description is not finalized before Fiserv Health begins administering the Plan(s), Fiserv Health is not responsible for any conflicts that may occur if changes are made by the Plan Sponsor. This does not apply to amendments that the Plan Sponsor may make at a later date to the extent those changes become effective after Fiserv Health has been notified of the change. 9.7 Fiserv Health is not responsible for any conflicts or liabilities that may occur if the Plan Sponsor chooses to give Covered Persons a copy of the schedule of benefits or some other summary of benefits document, before the actual SPD is finalized and distributed to Covered Persons. 9.8 At the request of the Plan Sponsor, Fiserv Health will send the Plan Sponsor an electronic copy of the Summary Plan Description instead of the paper copies. Fiserv Health is not responsible for any changes or modifications the Plan Sponsor may make to the documents. 9.9 The Plan Sponsor shall be solely responsible for furnishing copies of other plan-related documents to Covered Persons and others, as may be required by law or otherwise. This includes, but is not limited to, copies of required annual reports (i.e. the Form 5500), trust agreements, collective bargaining agreements, and other plan-related documents as is applicable to the Plan. Section 10 - Subrogation, Reimbursement or Third Party Services (Applies to Medical Plan) 10.1 Fiserv Health agrees to provide the Plan Sponsor with certain administrative services with respect to the Plan’s subrogation provisions. Such services shall include, but not be limited to: • Contacting the claimant to determine the applicability of the subrogation provisions; • Notifying the claimant or his or her representative of the Plan’s subrogation provisions; 15 • Reserving any rights the Plan may have to recover the subrogation provisions; and • Requesting repayment under the Plan’s subrogation provision. 10.2 In providing the above services, Fiserv Health does not represent or guarantee that it will discover or pursue each and every subrogation opportunity, nor that its attempt at collection will be successful. It is understood that Fiserv Health’s claims system has edits in place to help identify potential subrogation Claims that are at least five hundred ($500) dollars. 10.3 If Fiserv Health or its contracted vendor is unsuccessful in its initial collection attempts, Fiserv Health may, at its own discretion, engage outside services to assist in the recovery efforts. Fiserv Health will manage and oversee these services and the Plan Sponsor shall not be responsible for payment for such services except as provided for in the attached Fee Schedule of this Agreement. In no event is this provision to be interpreted to imply that Fiserv Health is engaged in the practice of providing legal services or offering legal advice to the Plan Sponsor. 10.4 Fiserv Health shall provide subrogation services on a contingency basis. In the event Fiserv Health is able to effectuate a recovery, whether in full or in part, Fiserv Health shall be entitled to the subrogation fee as set forth in the attached Fee Schedule of this Agreement. 10.5 In the event that Plan Sponsor directs Fiserv Health to stop working on a particular subrogation Claim because the Plan Sponsor wants to handle the subrogation Claim itself or for other reasons not related to Fiserv Health’s negligence, Fiserv Health retains the right to charge Plan Sponsor a reasonable fee for costs incurred prior to receiving such notification from Plan Sponsor. 10.6 Any amount collected by Fiserv Health or its contracted vendor under the Plan’s subrogation provision shall not reduce the service fees provided for in this Agreement. 10.7 Fiserv Health will provide quarterly and annual subrogation reports to the Plan Sponsor. 10.8 It is agreed that Fiserv Health shall have complete authority to accept settlement on subrogation claims for less than 100% of the original claim without seeking prior written approval from the Plan Sponsor, provided that the original claim is no more than $25,000. Settlements would be considered when there is contributory negligence, medical causation issues, or limited money. All other settlements will need the prior written approval of the Plan Sponsor. Section 11 - Audit Rights and Standards 11.1 Fiserv Health recognizes that from time to time, the Plan Sponsor may, at its expense, wish to perform (or have performed) audits for business reasons directly related to the payment of Claims or this Agreement. As part of the Base fee listed on the Fee Schedule of the Agreement, Fiserv Health will provide audit-related information and assistance to Plan Sponsor or Plan Sponsor’s outside auditor for up to two (2) Standard Routine Audits of any kind conducted per year. Fiserv Health considers a Standard Routine Audit to be an audit that includes a statistically valid random sampling of Claims processed during no less than the recent six (6) month period and no more than the recent twelve (12) month period, unless special or severe circumstances exist and are first agreed to by Fiserv Health, such agreement by Fiserv Health not to be unreasonably withheld. It is also agreed that no Claim shall be audited more than once at any time. In the event that Plan Sponsor requests an audit that does not meet the criteria for Standard Routine Audits, Fiserv Health reserves the right to charge Plan Sponsor a reasonable fee for Special Audits as described below. 11.2 Fiserv Health will only recognize a request for audit that is done so in writing at least thirty (30) days prior to the requested start of the audit. Such request must be sent to the Claim’s Manager who works on Plan Sponsor’s account. 11.3 Fiserv Health shall have the opportunity to review and formally comment on the audit criteria and the results of any audit before or concurrent with the final audit report being submitted to Plan 16 Sponsor. Upon request from Fiserv Health, the Plan Sponsor shall deliver backup data to Fiserv Health for any audited Claims. 11.4 The Plan Sponsor agrees that no audit shall be conducted or files released until Fiserv Health’s confidentiality agreement has been signed by the Plan Sponsor and/or its designated representative for the audit, to protect Fiserv Health’s proprietary information and systems that may be seen during the audit. 11.5 Audits may encompass any relevant information that the Plan Sponsor or its representative for the audit requires, consistent with professional auditing practices and procedures applicable to this type of auditing. The records requested by such auditor will be compiled by Fiserv Health in the manner requested by such auditor, including, without limitation, computer selected random sampling or specific types of Claims selected through random selection or by stated dollar amount and/or range. 11.6 Any audit requested must encompass a statistically valid random sampling of the Claims selected or the Claims paid within the audit period, whichever is greater. 11.7 The Plan Sponsor further agrees that any audit firm retained by the Plan Sponsor will not be compensated based on a percentage of errors found, percentage of recovery or other similar contingency basis. Fiserv Health reserves the right to refuse the allowance of any audits, in whole or in part, that are compensated in this manner. Fiserv Health may require such agent or auditor to represent in writing it is not operating on such an arrangement as a condition to obtaining access to Fiserv Health’s files and records. If Fiserv Health should find that the auditor is compensated on any contingency basis, the audit will be stopped. 11.8 Audit Standards Calculations: Financial accuracy will be calculated by dividing the total audited benefit dollars paid correctly by the total audited benefit dollars processed. If there is ambiguity in the Plan, such Claim shall be considered as accurately paid if the payment amount was determined in accordance with the instructions of the Plan Sponsor, regardless of the opinion of any outside auditor. This accuracy shall be expressed as a percent. Procedural accuracy will be calculated by dividing the total audited services processed without procedural errors by the total number of services audited. Procedure errors shall be those errors related to the correct coding of Current Procedural Terminology (CPT) procedure codes, Healthcare Common Procedure Coding System (HCPCS) coding, International Classification of Diseases 9 (ICD-9), and coding requirements of Uniform Bill 92 (UB-92) hospital bill coding or the standard HCFA-1500 bill coding. This accuracy shall be expressed as a percent. Payment accuracy is defined as the frequency of correct payments. Payment accuracy is calculated by dividing the total number of services with correct payments by the total number of services audited in that same period. If there is ambiguity in the Plan, such Claim shall be considered as accurately paid if the payment amount was determined in accordance with the instructions of the Plan Sponsor, regardless of the opinion of any outside auditor. This accuracy shall be expressed as a percent. Turnaround Time is calculated by taking the date processed and subtracting it from the date received. This value is expressed as a whole number. Claims will be considered processed when Fiserv Health: releases the Claims for payment, or denies the Claim, or requests additional information from any source outside of Fiserv Health. 11.9 Audit-related Fees for Special Audits: It is understood that Fiserv Health does not charge the Plan Sponsor for conducting Standard Routine Audits as described above, however, if the Plan Sponsor requests other audits, hereinafter referred to as Special Audits, Fiserv Health reserves the right to charge the Plan Sponsor a reasonable fee for the time and expense of supplying the information required and/or requested of the audit. The fees for Special Audits shall be fifty ($50) 17 dollars per Claim audited and one hundred ($100) dollars per staff hour. Special Audits include, but are not limited to, operational assessments of Fiserv Health, or focused scope reviews of any kind. These fees are applicable per Special Audit and are in addition to any charges an outside auditor may charge Plan Sponsor, if one is being used. The fees are calculated from the time that Fiserv Health is notified in writing of the Special Audit until the final audit report is received, either from the Plan Sponsor or its representative for the audit. Plan Sponsor agrees to pay Fiserv Health for fees related to the Special Audit as soon as reasonably possible but no later than sixty (60) days following receipt of the invoice from Fiserv Health. Section 12 - Limitation of Liability and Indemnification 12.1 Fiserv Health agrees to indemnify the Plan Sponsor and hold it harmless from and against any and all claims, losses, liabilities, damages and expenses incurred by the Plan Sponsor, including reasonable court costs and attorneys’ fees, to the extent that such claims, losses, liabilities, damages and expenses arise out of or are based upon Fiserv Health’s intentionally wrongful, willful, reckless or negligent acts or omissions (whether or not an act or omission is considered “negligent” will be determined in light of commonly accepted industry standards, it being agreed and understood that third party administrators are not expected to process 100% of Claims error- free) in the performance of its duties under this Agreement. This indemnification provision shall not extend to acts or omissions of providers who render health care or other medical care services to Covered Persons. 12.2 Plan Sponsor agrees to indemnify Fiserv Health and hold it harmless from and against any and all claims, losses, liabilities, damages and expenses incurred by Fiserv Health, including reasonable court costs and attorneys’ fees, to the extent that such claims, losses, liabilities, damages and expenses arise out of or are based upon the Plan Sponsor’s intentionally wrongful, willful, reckless or negligent acts or omissions in the performance of its duties under this Agreement. 12.3 Plan Sponsor is solely responsible for payment of all Covered Services and Plan Sponsor shall indemnify and hold Fiserv Health harmless from any claims asserted against Fiserv Health by a provider or any Covered Person as a result of Fiserv Health performing its obligations under this Agreement, except as stated in Section 12.1 above, including any claims for the payment of Covered Services. 12.4 In the event that legal action is brought against Fiserv Health by a Covered Person, or the Covered Persons authorized representative or provider regarding a claim for Covered Services under the Plan Sponsor’s Plan and such action is not the result of Fiserv Health’s intentionally wrongful, willful, reckless, or negligent acts or omissions as stated above, the Plan Sponsor will assume responsibility for the defense of such suit, to the extent the interests of the parties do not conflict. If Fiserv Health incurs charges for the services of counsel to have Fiserv Health dismissed as a defendant in such suit, the Plan Sponsor shall reimburse Fiserv Health for expenses incurred in seeking and obtaining any such dismissal. Any judgment resulting from said suit requiring the payment of Covered Services or damages under the Plan shall be paid by the Plan Sponsor. Fiserv Health agrees to cooperate with the Plan Sponsor in the defense of such suit. 12.5 It is understood that Fiserv Health is responsible for complying with laws applicable to third party administrators, and for having systems in place to comply with other laws and regulations as described in Plan Sponsor’s Summary Plan Description. It is further understood that Plan Sponsor is responsible for complying with applicable state, federal and other laws and regulations with respect to the Plan. Both parties indemnify and hold harmless the other party for their non- compliance. 12.6 Notwithstanding any other provision in this Agreement to the contrary, in no event shall either party be liable for the loss of goodwill, or for special, indirect, incidental or consequential damages arising from Plan Sponsor’s receipt or use of services, or Fiserv Health’s delivery of services hereunder, regardless of whether such claims arise in tort or in contract. Plan Sponsor 18 may not assert any claims against Fiserv Health more than three (3) years after the termination of this Agreement. Fiserv Health’s aggregate liability for any and all claims and/or obligations relating to this Agreement shall be limited to the fees received by Fiserv Health under this Agreement during the most recent three months that precede the date on which the claim against Fiserv Health is asserted. 12.7 Reliance on Data: Fiserv Health is not responsible or liable for any acts or omissions made pursuant to any direction, consent, or other request reasonably believed by Fiserv Health to be genuine and from an authorized representative of Plan Sponsor. Fiserv Health is not responsible or liable for acts or omissions made in reliance on erroneous data provided by Plan Sponsor, its employees or agents, or the failure of Plan Sponsor to perform its obligations under this Agreement. 12.8 The Limitation of Liability and Indemnification provisions shall survive the termination of this Agreement. Section 13 - Dispute Resolution In the event of a dispute arising out of or relating to this Agreement, the parties shall meet and confer in good faith in an attempt to resolve the dispute in a mutually satisfactory manner before pursuing legal action. Section 14 - General Provisions and Signatures 14.1 Amendment: This Agreement may be amended only by mutual written agreement by an authorized officer of each of the parties, except that this Agreement shall automatically be updated if new federal regulations require modification of one or more of the provisions in this Agreement. When the Agreement needs to be amended, Fiserv Health will send the Plan Sponsor two copies of the amendment for review and signature. The authorized officer for the Plan Sponsor needs to sign each copy of the amendment with an original signature or an original signature stamp, and return both signed paper copies to Fiserv Health. The Fiserv Health authorized officer will then countersign the amendments with original signature or original signature stamp, and one original will be returned to the Plan Sponsor. Faxed amendments, copies of amendments and signed amendments sent via email are not accepted. 14.2 Forbearance: A forbearance or pattern of forbearances by either party of the other party's failure to cooperate or otherwise comply with the terms of this Agreement or the procedures prescribed hereunder shall not be deemed a waiver of its rights hereunder, nor shall it be deemed a modification of this Agreement or of said procedures. 14.3 Entire Agreement: This writing, including the body of the Agreement and any addenda attached hereto, shall constitute the entire Agreement of the parties and no agent or employee of either party has authority to change this Agreement or waive any of its provisions except as otherwise expressly provided herein. 14.4 Assignment: Neither party may assign any of its rights or obligations under this Agreement without the written consent of the other party. 14.5 Headings: The captions and headings throughout this Agreement are for convenience and reference only, and the words contained therein shall in no way be held or deemed to define, limit, describe, explain, modify, amplify or add to the interpretation, construction or meaning of any provision, or to the scope or intent, of this Agreement. 14.6 Governing Law and Jurisdiction: This Agreement shall be governed by and construed in accordance with the laws of the state of Texas, except as to any applicable federal laws, without giving effect to the principles of conflicts of law thereof. It is understood that venue will be in any court of competent jurisdiction in Dallas County, Texas. 19 14.7 Waiver: A waiver of a breach or default under this Agreement will not be a waiver of any other subsequent breach or default. A failure or delay in enforcing compliance with any term or condition of the Agreement will not constitute a waiver of such term or condition unless it is expressly waived in writing. 14.8 Savings Clause: Whenever possible, each provision of this Agreement shall be interpreted in such a manner as to be effective and valid under applicable law, but if any provision hereof is held to be invalid, illegal or unenforceable under any applicable law or rule in any jurisdiction, such provision shall be ineffective only to the extent of such invalidity, illegality or unenforceability, without invalidating the remainder of this Agreement. If this is not possible, such provision shall be deemed stricken and deleted from this Agreement, as the case may require, and this Agreement shall then be construed and enforced to the maximum extent permitted by law and to achieve the fundamental intent of the parties. 14.9 Counterparts: This Agreement may be executed by the parties hereto in counterparts, and taken together, such counterparts shall constitute the one and same document. 14.10 Force Majeure: Neither party shall be liable for any delay or non-performance of any covenant contained herein, nor shall any such delay or non-performance constitute a default hereunder, or give rise to any liability for damages if such delay or non-performance is caused by an event of force majeure. As used herein, the term “force majeure” means any act or explosion, action of the elements, strike or other labor relations problem, restriction or restraint imposed by law, rule or regulation of any public authority, whether federal, state, or local, and whether civil or military, act of any military authority, interruption of transportation, facilities or any other cause which is beyond the reasonable control of such party and which by the exercise of reasonable diligence such party is unable to prevent. The existence of any event of force majeure shall extend the term of performance on the part of such party to complete performance in the exercise of reasonable diligence after the event of force majeure has been removed. 14.11 Change in Law: If any change in law occurs that materially alters the rights or obligations of either party under this Agreement, the parties shall equitably adjust the terms of this Agreement to take into account such change in law. 14.12 Notices: Any notice required pursuant to this Agreement must be in writing and sent by registered or certified mail, return receipt requested, by facsimile transmission with proof of delivery, or by nationally recognized private overnight courier with proof of delivery, to the addresses of the parties set forth below. The date of notice will be the date on which the recipient receives notice or refuses delivery, and if in the case of a telex or facsimile transmission, on the date of transmission of the notice (if proof of successful transmission is retained by the transmitting party). All notices will be addressed as follows, or to such other address as a party may identify in a notice to the other party: UMR, INC. CITY OF COPPELL JAY ANLIKER 255 PARKWAY BLVD 11 SCOTT ST STE 100 COPPELL TX 75019 WAUSAU WI 54403-4808 20 IN WITNESS WHEREOF, the parties have signed this Agreement on the dates indicated below. FISERV HEALTH PLAN ADMINISTRATORS, INC., and effective January 1, 2009, known as UMR, Inc. CITY OF COPPELL By By Signature Signature Jay Anliker Print Name Print Name Title President and CEO Title Date Signed Date Signed 21 ADDENDUM #1 FEE SCHEDULE Effective Date: October 1, 2007 Product Type: Medical & Flex Spending Plan Number: 7670-00-410042 & 7670-02-410042 The following fees are guaranteed for three years, except for Network Access fees, subject to the provisions of this Agreement. Plan Sponsor shall be required to repay Fiserv Health for the Implementation set-up fee that was waived, if Plan Sponsor terminates the Agreement with Fiserv Health prior to the end of the initial three-year term under the Agreement. Service Code ITEM BASIS FEE BASE FEE: Base Medical Service Fee * PEPM $18.32 Base Flexible Spending Fee (Health Care) ** PEPAPM $4.00 Base Flexible Spending Fee (Dependent Care) ** PEPAPM $0 ADDITIONAL SERVICE FEES Enrollment Services 0203 Electronic Eligibility with Plan Sponsor’s Layout No Charge ID Card Services 0200 Mail ID Cards to Employee’s Home Included in Base Fee 0201 Custom ID Cards Waived Banking Services 0305 Direct Positive Pay with Home Banking Arrangements Setup Annual $1,400 $700 Reporting/Special Data Services 0417 Custom Ad-Hoc Reports – Request System Per Hour $100 after 2 hours per year. 0420 Medstat Reporting (additional fees will apply for history loads) Included in Base Fee 1203 New York Surcharge – Filing and Administration Included in Base Fee Network/Managed Care 1406 Network Access Fees Aetna Signature Administrators Multiplan/Beech Street Supplemental/TC3 Health LLC * PEPM Percent of Savings $9.00 Included in service code 9938 9938 Cost Reduction & Savings Program (CRS) Percent of Savings 30% Medical Management Services (Avidyn Health) 0707 Individual Case Management/Utilization Management (standard) * PEPM $3.00 22 Service Code ITEM BASIS FEE 0716 Disease Management * PEPM $2.85 Claim Services 0105 Subrogation Services Percent of Recoveries 33% of recoveries 0136 Stop Loss Interface fee Included in Base Fee 0140 Claim Reprocessing Per Claim $25 Miscellaneous Services 0167 Medical Insured Carve Out Coordination (coordination of case management and claim services with an insured medical carve-out carrier of Plan Sponsor’s). Waived 1103 Mail Special Packets to Employee’s Homes (including ongoing mailings to new employees) Billed at cost for postage only 1201 Health Reimbursement Arrangement (Health only) Included in Base Fee 1399 Stop Loss Claim Prior Year Claim Retrieval Per Hour $100 1399 Insured Transplant Coordination Waived 0113 Claims Run-Out Services Month One * PEPM (based on number of employees in Plan on the last day prior to the date of termination of Agreement) 100% of Base medical fee in effect for the month prior to termination of Agreement. Month Two * PEPM (based on number of employees in Plan on the last day prior to the date of termination of Agreement) 75% of Base medical fee in effect for the month prior to termination of Agreement. Month Three * PEPM (based on number of employees in Plan on the last day prior to the date of termination of Agreement) 50% of Base medical fee in effect for the month prior to termination of Agreement. Months Four to Six One Time Flat Fee $1,000 Months Seven to Twelve One Time Flat Fee $500 Transition Reports included in claims run-out fees: • Charge Detail Report (charge type and provider). • Claim Analysis. • Claims Excess Loss Report. • PPO Savings Report • Aggregate & Specific Reports. • Line Item Detail (full claims extract) • Medstat Summary. * PEPM – Per Employee Per Month (covered employee) ** PEPAPM - Per Employee Per Account Per Month (covered employee) 23 ADDENDUM #2 AETNA SIGNATURE ADMINISTRATORS Effective October 1, 2007, Aetna Life Insurance Company (hereinafter referred to as "Aetna") is being retained by CITY OF COPPELL (hereinafter referred to as "Plan Sponsor") to perform certain limited managed care and administrative functions related to the Plan, as stated in this Addendum. Fiserv Health, Inc. ("Fiserv Health") has been retained by Plan Sponsor to perform other third party administrative services related to administration of Claims and other services as described in the Administrative Services Agreement and this Addendum. CONTRACTUAL PARTIES: For purposes of this Addendum only, the parties to this Addendum include Fiserv Health, the Plan Sponsor, and Aetna, with each party having all rights and responsibilities afforded under such agreement. AETNA RESPONSIBILITIES: 1. Aetna agrees to provide Covered Persons with access to Aetna's network of hospitals, physicians and other health care providers ("Network Providers") who have agreed to provide services at agreed upon rates for the Aetna Signature Administrators' program. 2 Aetna is responsible for credentialing and recredentialing the Network Providers. 3. Aetna agrees to reprice Claims for services performed by Network Providers, and to forward such repriced claims to Fiserv Health in a timely manner. 4. Aetna performs case management services for cases that have or will meet certain established thresholds as established by the applicable stop-loss insurance policy. 5. Aetna provides stop-loss coverage for Plan Sponsor's Plan(s) as described in the stop-loss policy. 6. Aetna may terminate this Addendum by giving Plan Sponsor at least thirty-one (31) days prior written notice stating when such termination shall become effective. In addition to the termination rights described in Plan Sponsor Responsibilities, Aetna may also terminate services under this Addendum at the time the Plan Sponsor terminates the Agreement with Fiserv Health, or immediately upon Aetna's termination of the agreement with Fiserv Health. FISERV HEALTH’S RESPONSIBILITIES: 1. Fiserv Health agrees to send electronic eligibility information to Aetna regarding Covered Persons in a timely manner after the Plan Sponsor sends eligibility information to Fiserv Health. 2. Fiserv Health will be the primary contact for both the Plan Sponsor and for Aetna regarding services under this Addendum. 24 PLAN SPONSOR RESPONSIBILITIES: 1. Plan Sponsor agrees to provide Aetna with all Summary Plan Descriptions and other applicable plan documents within thirty (30) calendar days of Aetna's request. Additionally, a signed plan document will be provided to Aetna within sixty (60) days of the effective date of Aetna Stop Loss Coverage. Aetna is entitled to rely on the information most recently supplied by Plan Sponsor in connection with Aetna's services and its obligations under this Addendum. 2. The Plan Sponsor's Plan shall be designed as a preferred provider organization (PPO) model that has a minimum of a twenty percentage point benefit differential in the coinsurance (participation) rates for in-network (preferred) versus out-of-network (non-preferred) benefits. The Plan design will have no requirement for primary care physician referrals. 3. Plan Sponsor agrees to have sufficient funds in the established bank account to enable Fiserv Health to make timely payments to Network Providers for covered services under the Plan. Plan Sponsor acknowledges that Aetna may (1) suspend its services hereunder if Plan Sponsor has insufficient funds for payment of Claims; and (2) terminate this Addendum immediately upon transmission of written notice to Plan Sponsor and Fiserv Health if Plan Sponsor fails to provide requested funds within five (5) business days of written notice by Aetna. 4. It is the Plan Sponsor's sole responsibility to notify Covered Persons if the Plan is unable to properly fund the bank account that pays for Claims under the Plan. 5. Plan Sponsor agrees that Aetna may make lawful references to Plan Sponsor in its marketing activities and in informing health care providers about the Plan. 6. Plan Sponsor retains complete authority and responsibility for the Plan, its operation, and the Covered Services provided thereunder, except to the extent delegated to Fiserv Health through the Agreement. GENERAL PROVISIONS: 1. Aetna shall not be responsible for any delay or error caused by Plan Sponsor or Fiserv Health related to their failure to furnish correct information in a timely manner. 2. Plan Sponsor acknowledges that Aetna may utilize the services of external reviewers or contractors in performing services under this Addendum. 3. All parties agree that Aetna is not a fiduciary with respect to Section 503 of the Employee Retirement Income Security Act of 1974, as amended, and that Aetna only performs ministerial duties for the Plan Sponsor. 4. All parties agree that Aetna does not render medical services or treatments to Covered Persons. Further, it is understood that neither Aetna, Fiserv Health or the Plan Sponsor are responsible for the health care that is delivered by contracting health care providers. The health care providers are solely responsible for the health care that they deliver to Covered Persons. Health care providers are not agents or employees of Plan Sponsor, Aetna or Fiserv Health. 5. Confidentiality: Each party acknowledges that performance of services under this Addendum may involve access to and disclosure of data, rates, procedures, materials, lists, systems and other information (collectively "Confidential Information") belonging to the other. The parties further acknowledge and agree that Aetna operates in a highly regulated and competitive environment and that the unauthorized disclosure or use of confidential information will cause 25 irreparable harm and significant injury to Aetna which will be difficult to measure with certainty or to compensate through monetary damage. Accordingly, the parties agree that injunctive or other equitable relief shall be appropriate in the event of any breach by Plan Sponsor or its agents related to Confidential Information, in addition to such other remedies as may be available to Aetna at law. No Confidential Information shall be disclosed to any third party other than representatives of such party who have a need to know such Information, provided that such representatives are informed of the confidentiality provisions hereof and agree to abide by them. All such Information must be maintained in strict confidence. In addition, each party will maintain the confidentiality of medical records and confidential patient information as required by law. Upon termination of this Addendum, each party, upon the request of the other, will return or destroy all copies of the other's Confidential Information in its possession or control except to the extent such Information must be retained pursuant to applicable law, provided, however that Aetna may retain copies of any such information it deems necessary for the defense of litigation concerning the services provided under this Addendum. Each party will execute and cause its employees and agents to execute any documents the other reasonably requires in connection with this confidentiality provisions. 6. It is understood and agreed that Aetna is an independent contractor with respect to services being performed under this Addendum. Aetna makes no guarantee and disclaims any obligation to make any specific health care providers or any particular number of health care providers available for use by Covered Persons, or that any level of discounts or savings will be afforded to or realized by the Plan Sponsor, the Plan or Covered Persons. 7. The work to be performed by Aetna under this Addendum may, at its discretion, be performed directly by it or wholly or in part through a subsidiary or affiliate or under a contract with an organization of its choosing. Aetna will remain liable for services under this Agreement. 8. All parties shall be entitled to rely upon communication believed by them to be genuine and to have been signed or presented by the proper party or parties. 9. Indemnification: Plan Sponsor agrees to indemnify and hold harmless Aetna for that portion of any loss, liability, damage, expense, settlement, cost or obligation (including reasonable attorneys' fees) which was caused by the Plan Sponsor's willful misconduct, criminal conduct, fraud, breach of its fiduciary responsibilities, or breach of this Addendum. The indemnification obligations hereunder shall survive termination of the Addendum. 10. In the event of a dispute arising out of or relating to this Addendum, the parties shall meet and confer in good faith in an attempt to resolve the dispute in a mutually satisfactory manner. If the dispute is not resolved within forty-five (45) calendar days after the parties first meet to discuss the dispute, and a party wishes to pursue the dispute, the party may refer the dispute to arbitration in accordance with the process described below. 11. Arbitration. Any controversy or claim arising out of or relating to this Addendum or the breach, termination, or validity thereof, except for temporary, preliminary, or permanent injunctive relief or any other form of equitable relief, shall be settled by binding arbitration in Hartford, CT and conducted by a sole arbitrator in accordance with the American Arbitration Association's Commercial Arbitration Rules ("Rules"). The arbitration shall be governed by the Federal Arbitration Act, 9 U.S.C. §§ 1-16, to the exclusion of state laws inconsistent therewith or that would produce a different result, and judgment on the award rendered by the arbitrator may be entered by any court having jurisdiction thereof. Except as may be required by law or to the extent necessary in connection with a judicial challenge, or enforcement of an award, neither a party nor the arbitrator may disclose the existence, content, record or results of an arbitration. Fourteen (14) calendar days before the hearing, the parties will exchange and provide to the arbitrator (a) a list of witnesses they intend to call (including any experts) with a short description of the anticipated direct testimony of each witness and an estimate of the length thereof, and (b) 26 premarked copies of all exhibits they intend to use at the hearing. Depositions for discovery purposes shall not be permitted. The arbitrator may award only monetary relief and is not empowered to award damages other than compensatory damages. 12. It is understood and agreed that this Addendum does not replace or supercede the Agreement between the Plan Sponsor and Fiserv Health, or any Agreement between Aetna and Fiserv Health. IN WITNESS WHEREOF, the parties have signed this Agreement on the dates indicated below. FISERV HEALTH PLAN ADMINISTRATORS, INC., and effective January 1, 2009, known as UMR, Inc. CITY OF COPPELL By By Signature Signature Jay Anliker Print Name Print Name Title President and CEO Title Date Signed Date Signed * A copy of this signed Addendum will be forwarded to Aetna. 27 ADDENDUM #3 FLEXIBLE SPENDING ACCOUNT (FSA) Section 1 - Definitions 1.A “Health Care Spending Account (HCSA or HCA)”. A Health FSA is a plan under which employees can be reimbursed, on a pre-tax basis, for qualified medical care expenses as defined in Code 213 and which are not covered by a health benefit plan, accident benefits or any other benefit plan or insurance. 1.B ”Dependent Care Spending Account (DCSA or DCA)”. A Dependent Care FSA is a plan under which employees can be reimbursed, on a pre-tax basis, for qualified dependent care expenses provided to an individual that enable the plan participant and spouse to be gainfully employed, in accordance with Section 129 of the Internal Revenue Service Code. Section 2 - General Responsibilities of the Plan Sponsor 2.A Enrollment Census: The Plan Sponsor shall provide Fiserv Health with necessary enrollment information on Covered Persons including the effective date of coverage, demographic information, dependent information, plan option(s), payment options, start and termination dates, and other information identified in the standard Fiserv Health’s enrollment process. 2.B Change in Status Obligation: Plan Sponsor must notify Fiserv Health as soon as reasonably possible but no later than thirty (30) calendar days following a change in the Covered Person’s status. Section 3 - General Responsibilities of Fiserv Health 3.A FSA Claims Services: As part of the base FSA fee, Fiserv Health shall provide the following: • Verify the eligibility of the Covered Person when an FSA Claim is submitted. • Supply Plan Sponsor with FSA Claim Forms and educational material that identifies claim filing requirements. • Review FSA Claim Form and supporting documentation provided by the Covered Person. • Provide the Covered Person with the status of their FSA Claim by either: web access; issuing a benefit check; or sending the Covered Person an Explanation of Benefits. • Provide customer service to Covered Persons via phone and web access. • Electronic Funds Transfer (EFT) is a system that allows Fiserv Health to electronically deposit the Covered Person’s FSA claim reimbursement into the person’s checking or savings account, if elected by the Plan Sponsor. It is understood, however, that Fiserv Health must be granted ACH debit authority for the Plan Sponsor’s claim account. • Automatic reimbursement loading for HCSA is a feature that allows Fiserv Health to pay deductibles from the Covered Person’s FSA account rather than filing a separate Claim, if elected by the Plan Sponsor. • Provide Claims run-out services for 90 days following the end of each Plan Year for Claims incurred during the Plan Year. • In the event that the Plan Sponsor cancels this Agreement or no longer needs Fiserv Health to administer its FSA Plan, Fiserv Health will provide clean-up work on previously processed Claims, for a period of thirty (30) calendar days following the end of the run-out period. 28 3.B Reports: As part of the base FSA fee, Fiserv Health will provide Employer Forfeiture Report: This report displays current Annual Election, YTD Deposits, YTD Payments and Account Balance information for each employee. This report is distributed to the Plan Sponsor on a quarterly basis. 29 ADDENDUM #4 HEALTH REIMBURSEMENT ARRANGEMENT Section 1 - Definitions 1.A “Health Reimbursement Arrangement (HRA)” A Health Reimbursement Arrangement is an account that is funded solely by the Plan Sponsor. This account will reimburse only qualified medical care expenses eligible for coverage under the Plan. 1.B “Consumer Driven Health Care (CDHC)” A Consumer Driven Health Care product establishes a Health Reimbursement Arrangement that will reimburse medical expenses up to a Plan Sponsor set maximum for the 12-month benefit plan year. Unused portions of this maximum reimbursement amount may be carried forward into subsequent plan years as detailed in the Plan Sponsor's Summary Plan Description. 1.C “Medical Benefit Plan” is a combination of benefits from the Plan Sponsor's group health plan (health coverage) and the Health Reimbursement Arrangement (HRA). Section 2 - General Responsibilities of the Plan Sponsor 2.A Plan Sponsor Information: If the Plan Sponsor wishes to provide the Benefit Decision Tool for pre-enrollment use of Covered Persons, the Plan Sponsor shall provide Fiserv Health with necessary enrollment information, including demographic identification of Covered Persons, dependent information, plan options, effective dates, plan benefits and employee contributions. Such information must be sent to Fiserv Health at least thirty (30) calendar days prior to the annual open enrollment period. 2.B Change in Status Obligation: Plan Sponsor must notify Fiserv Health within 30 calendar days of a change in the Covered Person's plan status. Section 3 - General Responsibilities of Fiserv Health 3.A HRA Management Services: During the course of this Agreement, Fiserv Health shall review initial Claims, determine the amount of Covered Services, if any, to which a Covered Person is entitled under the terms of the Plan, and arrange prompt payment of any Covered Services. Payments shall be made by Fiserv Health with the Plan Sponsor’s funds on behalf of the Plan Sponsor in accordance with the terms of this Agreement and the Summary Plan Description. As part of the base fee, Fiserv Health shall provide the following HRA services: • Establish and maintain an HRA for each employee selecting the CDHC product. • Verify the Covered Person's eligibility when a HRA Claim is submitted. • Pay Claims from the HRA with no separate claim's submission or claim form. • Maintain HRA balances. • Carry forward unused balances of HRA to succeeding years. • Limit accumulation of HRA balances if required by the Plan Sponsor's Summary Plan Description. • Pro-ration of HRA employer contribution for employees enrolling after the Plan effective date or for changes in dependent coverage tiers due to a qualifying event. • Provide the Covered Person with the status of their HRA accounts by either web access or sending the Covered Person an Explanation of Benefits. • Provide customer service to the Covered Person via phone and web access. 30 3.B Reports: As part of the base CDHC service fee, Fiserv Health will provide the Plan Sponsor with a monthly HRA utilization report by class, network and other group details. 3.C Actuarial Services Fiserv Health will provide actuarial services regarding the CDHC benefit plan that includes modeling for up to three separate CDHC benefit plans, if so requested by the Plan Sponsor. 31 ADDENDUM #5 BUSINESS ASSOCIATE AGREEMENT THIS BUSINESS ASSOCIATE AGREEMENT (the “BA Agreement”), is effective October 1, 2007, by and between CITY OF COPPELL (hereinafter referred to as the “Plan Sponsor”) on behalf of the health and welfare benefit plan (hereinafter referred to as the “Covered Entity”), and Fiserv Health Plan Administrators, Inc. (hereinafter referred to as the “Business Associate”). WITNESSETH: WHEREAS, Plan Sponsor and Business Associate are parties to a customer agreement in which Business Associate provides Claims processing, reporting, third party administration services and certain related health plan administrative services for Covered Entity for the benefit of Plan Sponsor’s employees and their dependents (hereinafter collectively referred to as the “Administrative Services Agreement”); WHEREAS, the Privacy Standards (as defined below) under the Health Insurance Portability and Accountability Act (“HIPAA”) permit group health plans to disclose certain Protected Health Information of a patient to a Business Associate of such plan who performs certain functions or activities on behalf of the plan, provided that the plan enters into an agreement with the Business Associate that limits the use and disclosure of such Protected Health Information to the same extent that such limitations apply to the group health plan; WHEREAS, pursuant to the Administrative Services Agreement, Business Associate provides such functions or activities on behalf of the Covered Entity as to constitute a “business associate” of the Covered Entity, as defined in the Privacy Standards; WHEREAS, Plan Sponsor on behalf of the Covered Entity, and Business Associate do hereby desire to enter into this BA Agreement as required under the Privacy Standards; NOW, THEREFORE, for the reasons set forth above and in consideration of the mutual promises and agreements set forth herein, Plan Sponsor on behalf of Covered Entity, and Business Associate do hereby contract and agree as follows: I. Definitions. Terms used, but not otherwise defined in this BA Agreement, shall have the same meaning as those terms in 45 CFR §§ 160.103 and 164.501. A. Business Associate. “Business Associate” shall mean the entity defined above. B. Covered Entity. “Covered Entity” shall mean the entity defined above. C. Data Aggregation. “Data Aggregation” shall have the same meaning as the term “Data Aggregation” in 45 CFR § 164.501. D. Designated Record Set. “Designated Record Set” shall have the same meaning as the term “Designated Record Set” in 45 CFR § 164.501. E. Electronic Protected Health Information. "Electronic Protected Health Information" shall have the same meaning as the term "Electronic Protected Health Information" in 45 CFR §160.103, limited to the information created or received by Business Associate from or on behalf of Covered Entity. F. Individual. “Individual” shall have the same meaning as the term “individual” in 45 CFR § 164.501 and shall include a person who qualifies as a personal representative in accordance with 45 CFR § 164.502(g). G. Plan Sponsor. “Plan Sponsor” shall mean the entity defined above. 32 H. Privacy Standards. “Privacy Standards” shall mean the Standards for Privacy of Individually Identifiable Health Information at 45 CFR Part 160 and Part 164, Subparts A and E. I. Protected Health Information. “Protected Health Information” shall have the same meaning as the term “Protected Health Information” in 45 CFR § 164.501, limited to the information created or received by Business Associate from or on behalf of Covered Entity. J. Secretary. “Secretary” shall mean the Secretary of the Department of Health and Human Services or his designee. K. Security Standards. "Security Standards" shall mean the Health Insurance Reform: Security Standards at 45 CFR Part 160, Part 162 and Part 164. II. Obligations and Activities of Business Associate. A. Confidentiality. Business Associate agrees to hold Protected Health Information confidential and shall not use or disclose it other than as permitted or required by this BA Agreement or the Privacy Standards. B. Safeguard PHI. Business Associate agrees to use appropriate safeguards to prevent use or disclosure of the Protected Health Information other than as provided for by this BA Agreement. C. Mitigation. Business Associate agrees to mitigate, to the extent commercially reasonable, any harmful effect that is known to Business Associate of a use or disclosure of Protected Health Information by Business Associate in violation of the requirements of this BA Agreement or the Privacy Standards. Business Associate agrees to report to Covered Entity any use or disclosure of the Protected Health Information not provided for by this BA Agreement. D. Subcontractors. Business Associate agrees to take commercially reasonable steps to ensure that any agent, including a subcontractor, to whom it provides Protected Health Information received from, or created or received by Business Associate on behalf of Covered Entity agrees to the same restrictions and conditions that apply through this BA Agreement to Business Associate with respect to such information. E. Access. Business Associate agrees to make available to Covered Entity the Protected Health Information of participants in Covered Entity’s Plan, within the control of Business Associate, to enable Covered Entity to provide access to, or a copy of such Protected Health Information, to an individual Plan participant in order to meet the requirements under 45 CFR § 164.524. F. Amendments. Business Associate agrees to make available to Covered Entity the Protected Health Information of participants in Covered Entity’s Plan, within the control of Business Associate, to enable Covered Entity to make amendments to Protected Health Information in a Designated Record Set pursuant to 45 CFR § 164.526. G. Internal Books and Records. Business Associate agrees to make internal practices, books, and records relating to the use and disclosure of Protected Health Information received from, or created or received by Business Associate on behalf of, Covered Entity available to the Covered Entity, or at the request of the Covered Entity, to the Secretary for purposes of the Secretary determining Covered Entity’s compliance with the Privacy Standards. H. Accounting for Disclosures. Business Associate agrees to document such disclosures of Protected Health Information and information related to such disclosures as would be required for Covered Entity to respond to a request by an Individual for an accounting of disclosures of Protected Health Information in accordance with 45 CFR § 164.528. Business 33 Associate agrees to provide to Covered Entity or as directed by the Covered Entity, to an Individual, all required information in response to such request for an accounting of disclosures of Protected Health Information in accordance with 45 CFR § 164.528. I. Imposition of Fees. Business Associate may impose a reasonable, cost-based fee on Covered Entity or an Individual for a request for a copy of Protected Health Information under Section 2(e). Such fee shall include only the cost of copying, including the cost of supplies for and labor of copying, the requested Protected Health Information; the cost of postage, when Business Associate has been asked to mail copies; and the cost of preparing an explanation or summary of the requested Protected Health Information, if agreed to by the Individual as required under 45 C.F.R. § 164.524(c)(2)(ii). Business Associate may also impose a fee on Covered Entity or an Individual for a request for an accounting of disclosures in accordance with Section 2(h), provided that Business Associate informs the Individual or Covered Entity in advance of the fee and provides the Individual or Covered Entity with an opportunity to withdraw or modify the request for an accounting in order to avoid or reduce the fee. J. Electronic Protected Information. Business Associate agrees that with regard to Electronic Protected Health Information (as defined in 45 C.F.R. Parts 160, 162 and 164 (the "Security Standards")), effective on the later of the effective date of this BA Agreement or the date on which Covered Entity is required to comply with the Security Standards, Business Associate shall: (i) implement administrative, physical and technical safeguards that reasonably and appropriately protect the confidentiality, integrity and availability of Electronic Protected Health Information that Business Associate creates, receives, maintains or transmits on behalf of Covered Entity as required by the Security Standards; (ii) ensure that any agent, including a subcontractor, to whom the party provides such information agrees to implement reasonable and appropriate safeguards to protect it; and (iii) report to Covered Entity any Security Incident (as defined by the Security Standards) of which Business Associate becomes aware. K. Standard Transactions. Business Associate shall, without limitation, comply with HIPAA's Administrative Requirements for Transactions, 45 C.F.R. § 162.100 et seq., and shall not: (a) change the definition, data condition or use of a data element or segment in a standard; (b) add any data elements or segments to the maximum defined data set; (c) use any code or data elements that are either marked "not used" in the standard's implementation specification or are not in the standard's implementation specification(s); or (d) change the meaning or intent of the standard's implementation specifications. III. General Use and Disclosure Provisions. Except as otherwise limited in this BA Agreement, Business Associate may use or disclose Protected Health Information to perform functions, activities, or services for, or on behalf of, Covered Entity as specified in the Administrative Services Agreement, provided that such use or disclosure would not violate the Privacy Standards if done by Covered Entity. IV. Specific Use and Disclosure Provisions. A. Except as otherwise limited in this BA Agreement, Business Associate may use Protected Health Information for the proper management and administration of the Business Associate or to carry out the legal responsibilities of the Business Associate. B. Except as otherwise limited in this BA Agreement, Business Associate may disclose Protected Health Information for the proper management and administration of the Business Associate, provided that disclosures are required by law, or Business Associate obtains reasonable assurances from the person to whom the information is disclosed that it will remain confidential and be used or further disclosed only as required by law or for the purpose for which it was disclosed, and the person notifies the Business Associate of any 34 instances of which it is aware in which the confidentiality of the information has been breached. C. Except as otherwise limited in this BA Agreement, Business Associate may use Protected Health Information to provide Data Aggregation services to Covered Entity as permitted by 45 CFR § 164.504(e)(2)(i)(B). D. Except as otherwise limited in this BA Agreement, Business Associate may de-identify any and all Protected Health Information provided that the de-identification conforms to the requirements of the Privacy Standards. The parties acknowledge and agree that de- identified data does not constitute Protected Health Information and is not subject to the terms of this BA Agreement. V. Obligations of Covered Entity. A. Covered Entity shall provide Business Associate with the notice of privacy practices that Covered Entity produces in accordance with 45 CFR § 164.520, as well as any changes to such notice. B. Covered Entity shall provide Business Associate with any changes in, or revocation of, permission by Individual to use or disclose Protected Health Information, if such changes affect Business Associate’s permitted or required uses and disclosures. C. Covered Entity shall notify Business Associate of any restriction to the use or disclosure of Protected Health Information that Covered Entity has agreed to in accordance with 45 CFR § 164.522. D. Covered Entity shall require that all of its other business associates shall agree to similar terms and conditions as are contained in this BA Agreement in accordance with the HIPAA Privacy Regulations. Covered Entity may request Business Associate to disclose Protected Health Information to other business associates of the Plan, and such request shall be made in writing. VI. Permissible Requests by Covered Entity. Covered Entity shall not request Business Associate to use or disclose Protected Health Information in any manner that would not be permissible under the Privacy Standards if done by Covered Entity. Covered Entity and Plan Sponsor agree to indemnify Business Associate with respect to any and all costs, including reasonable attorney fees and penalty assessments that Business Associate may incur with respect to any uses or disclosures made at the direction or request of the Covered Entity or Plan Sponsor. VII. Term and Termination. A. The term of this BA Agreement shall be effective on the date stated in the opening section of this BA Agreement, and unless otherwise terminated as provided herein, shall expire upon the expiration or termination of the Administrative Services Agreement. B. Termination for Cause. Upon Covered Entity’s knowledge of a material breach by Business Associate under this BA Agreement, Covered Entity shall provide an opportunity for Business Associate to cure the breach or end the violation. If Business Associate does not cure the breach or end the violation within the time specified by the Covered Entity, then Covered Entity may terminate this BA Agreement. If Business Associate has breached a material term of this BA Agreement and cure is not possible, Covered Entity may immediately terminate this BA Agreement. Upon the termination of this BA Agreement for cause as described herein, the Administrative Services Agreement shall also be deemed terminated for cause. C. Effect of Termination. 35 1. Except as provided in paragraph (2) of this subsection (c), upon termination of this BA Agreement, for any reason, Business Associate shall return or destroy all Protected Health Information received from Covered Entity, or created or received by Business Associate on behalf of Covered Entity. This provision shall apply to Protected Health Information that is in the possession of subcontractors or agents of Business Associate. Business Associate shall retain no copies of the Protected Health Information. 2. In the event that Business Associate determines that returning or destroying the Protected Health Information is infeasible, Business Associate shall extend the protections of this BA Agreement to such Protected Health Information and limit further uses and disclosures of such Protected Health Information to those purposes that make the return or destruction infeasible, for so long as Business Associate maintains such Protected Health Information. VIII. Miscellaneous. A. Regulatory References. A reference in this BA Agreement to a section in the Privacy Standards means the section as in effect or as amended, and for which compliance is required. B. Future Amendments. If it becomes necessary to amend the BA Agreement in the future to allow one or both of the parties hereto to comply with the requirements of the Privacy Standards, Security Standards, and the Health Insurance Portability and Accountability Act, Public Law 104-191, Business Associate may send notice to Covered Entity of such a proposed amendment and such amendment will automatically become effective thirty (30) days after such notice is sent, absent any written objection that is delivered to Business Associate. C. Survival. The respective rights and obligations of Business Associate under Section 7(c) of this BA Agreement shall survive the termination of this BA Agreement. D. Interpretation. Any ambiguity in this BA Agreement shall be resolved in favor of a meaning that permits Covered Entity to comply with the Privacy Standards. E. Third Party Beneficiaries. Nothing express or implied in this BA Agreement is intended to confer, nor shall anything herein confer, upon any person other than the parties and the respective successors and assigns of the parties any rights, remedies, obligations, or liabilities whatsoever. WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Human Resources October 13, 2009 10/O ✔ CONTRACT/BID or PROPOSAL Consider approval of awarding a Request for Proposal (RFP) #0095 for the procurement of medical stop loss insurance to ING in the amount of $311,252. Please see attached memorandum. Funds are budgeted in the Self Insurance Fund for this agreement. &ING-1AR MEMORANDUM TO: Mayor and City Council FROM: Vivyon V. Bowman, Director of Administration/Human Resources DATE: October 13, 2009 SUBJECT: Award of Request for Proposal #0095 for Specific and Aggregate Stop Loss Insurance Please find the attached quote as reviewed and recommended by the Management Insurance Committee and Brinson Benefits. The Request for Proposal (RFP) #0095 for self funded stop loss medical/rx proposals was sent to 18 self funded reinsurance carriers. Twelve carriers provided proposals, six declined to quote. The initial renewal from our current stop loss carrier, Aetna resulted in premium costs of $379,694. After evaluation of the stop loss options, ING was selected as the recommended stop loss reinsurance carrier. Brinson negotiated renewal savings of $68,442 in premium costs. The following is the City’s expected budget for ING’s $95,000 specific stop loss deductible per person with a $50,000 aggregating corridor, $2,000,000 life time maximum and medical/rx plan protection: Based on 345 covered employees: Specific stop loss Premium $ 294,692 Aggregate Premium $ 16,560 (345 employees@ $4 /employee/month) Total Premium Costs $ 311,252 The city staff recommends awarding RFP #0095 for specific and aggregate stop loss insurance to ING in the amount of $311,252. It's Easier on the Bench A Proposal For: City of Coppell October 1, 2009 Presented To: Brinson Benefits Clifton Browning Presented By: ING Employee Benefits Table of Contents Stop Loss Rates/Assumptions Section 1 Product / Service Information Section 2 About ING Employee Benefits Section 3 Stop Loss Rates/Assumptions A Proposal For City of Coppell Stop Loss Insurance Outline of Benefits and Costs for Individual Stop Loss Individual stop loss insurance provides reimbursement to an employer for eligible claims paid over the deductible amount for any covered employee or dependent. Once the individual deductible is satisfied, we will pay the employer amounts in excess of the deductible times the coinsurance level up to the maximum lifetime benefit. Insurance provided by ReliaStar Life Insurance Company, policy form RL-SL-POL-08 or ER03TR90 (may vary by state). Option 1Plan Description Deductible Level $95,000 with $50,000 aggregating specific Lifetime Maximum $1,905,000 Contract Basis 24 monthsIncurred In Paid In 12 months Coinsurance Level 100% Monthly Cost Annual Cost $117.51 $41.76Single Family $24,557.70 $294,692.40 Proposal Expiration Date: September 30, 2009 A Proposal For City of Coppell Stop Loss Insurance Aggregate stop loss insurance will protect the employer from abnormally high claims of its entire group in a plan year. It provides reimbursement to an employer for eligible claims that exceed a specific percentage of expected claims*. The annual aggregate attachment shown below is the maximum benefit dollars the employer can expect to pay for eligible claims during the first plan year. Outline of Benefits and Costs for Aggregate Stop Loss * Any Individual Stop Loss claims will be subtracted from the Aggregate Stop Loss Reimbursement. Insurance provided by ReliaStar Life Insurance Company, policy form RL-SL-POL-08 or ER03TR90 (may vary by state). Aggregate Stop Loss Liability Calculation Option 1Plan Description ECRECR Description $95,000Individual Deductible Level Contract Basis 24/12 Monthly Expected Claims Rate $538.75 Aggregate Margin x 125% Monthly Aggregate Factor/EE Ave.$673.4375 Number of Employees x 345 Months x 12 Annual Aggregate Attachment $2,788,031 $2,369,827Minimum Annual Aggregate Attachment A Proposal For City of Coppell Stop Loss Insurance Aggregate Stop Loss Premium Cost/Employee/Month $4.00 A Proposal For City of Coppell Stop Loss Insurance Assumptions and Exclusions Assumptions - Stop Loss Individual Stop Loss Effective Date......October 1, 2009 Aggregate Stop Loss Effective Date......October 1, 2009 Individual Stop Loss Commissions.......Not included Aggregate Stop Loss Commissions.......Not included Situs State..............................................Texas Eligible.....................................................211 single employees 134 employees with families Rates and claim factors may be adjusted with enrollment shifts of 15% or more for employees & 5% or more for dependents. Eligible Coverages.................................Individual Stop Loss: Medical, Prescription Drugs Aggregate Stop Loss: Medical, Prescription Drugs Individual Stop Loss Lifetime Maximum $2,000,000 minus deductible level Annual Aggregate Reimbursement Maximum...............................................$1,000,000 Individual Stop Loss Coinsurance Level.......................................................100% Individual Stop Loss Rate Guarantee....12 months TPA.........................................................UMR Individual Stop Loss Managed Care Network..................................................United Health Care Actively-at-Work.................................... Waived Aggregate Deductible.............................$50,000 PPO Participation....................................100% Cost Containment features may include the following if signed access agreements are in place: Large Case Management - UMR Transplant Network - URN and Interlink Utilization Review - UMR Hemophilia - HHS Cancer - ITA Partners Fee Negotiation - Hygeia Dialysis/Renal - Golden Triangle A Proposal For City of Coppell Stop Loss Insurance Additional Assumptions No fully insured lives are covered.• Duplication of current plan designs and contribution levels. Any changes may require an adjustment to the Individual Stop Loss rates and/or Aggregate ECR. • All claims are reported/paid in U.S. dollars.• Any costs charged by the TPA for reports required to substantiate claims will be paid by the employer. • The Individual Stop Loss Lifetime Maximum will continue to accumulate at the participant's present level. We will not provide a new lifetime maximum under this Policy. • The proposal is based on the data submitted. Any changes to this data may allow ING Employee Benefits to modify the proposal. • For Texas municipal groups, this proposal is contingent upon the prospective policyholder signing the waiver included with this proposal. Prospective policyholder agrees that by signing this waiver, it waives the restrictions of TAC Section 2, Article 21.49-16(b). • contract - 24/12• IER Lifetime Maximum - $ 2,000,000• Managed Care Network - UHC• Annual Aggregate Reimbursement Maximum - $ 1,000,000• A Proposal For City of Coppell Stop Loss Insurance Exclusions (may vary by state) Benefits paid for expenses incurred outside of the U.S. except in emergency situations. Emergency situations are defined as instances of a serious injury, the onset of a serious condition which requires immediate medical intervention to prevent death, or a serious impairment of health. Emergencies do not include elective care or care of minor illness or injury. • Benefits paid under this Employee Benefit Plan for individuals who should have been, but were not, included in the most recent annual disclosure report. • Benefits paid under the Employee Benefit Plan which would not have been paid if benefits had been coordinated with Medicare, whether or not Medicare is elected by the Covered Individual. • Benefits paid under the Employee Benefit Plan which would not have been paid if benefits had been coordinated under the provisions of the National Association of Insurance Commissioners Model COB Guidelines as adopted in the state of this Policy's issuance. • Benefits which are not eligible expenses under the terms of the Employee Benefit Plan.• Benefits paid for occupational injury or sickness, including benefits eligible for payment under a workers' compensation or similar law whether or not the Plan Sponsor has elected to provide such coverage. • Provider network fees or charges including, but not limited to, PPO, EPO, and POS access fees, and HMO capitation fees or charges. • Expenses which are Experimental or Investigational. "Expermimental or Investigational" means a drug or device that cannot lawfully be marketed without approval of the U.S. Food and Drug Administration and approval for marketing has not been given at the time the drug or device is furnished; or a drug, device, medical treatment or procedure that reliable evidence shows is the subject of ongoing Phase I or II clinical trials for treatment of the condition or illness in question. • Benefits paid for individuals who are Foreign Nationals except those temporarily located in the U.S. and receiving a W-2 from the employer; Foreign National means an individual who is: (1) not a citizen of the U.S. and (2) not lawfully admitted for permanent residence. • Charges for treatment not recommended and approved by a physician, as the term "physician" or its equivalent is defined under the Employee Benefit Plan. • Punitive or other damages assessed against the Plan Sponsor, Third Party Claim Administrator, or any other party associated with the Employee Benefit Plan. • The cost of claim administration and any expense of litigation with individual claimants.• A Proposal For City of Coppell Stop Loss Insurance Expenses incurred and/or paid outside of the contract terms of the Plan Sponsor's Policy coverage under this policy. • Benefits paid under the Employee Benefit Plan which are in excess of reasonable and customary charges. • As an underwriting consideration material to the acceptance of the Stop Loss Risk by ING Employee Benefits, this quote is contingent upon receiving and approving a completed and signed Disclosure Statement form. The Disclosure Reports, must be provided to ING Employee Benefits within 75 calendar days prior to the Stop Loss Policy effective date. The Disclosure Reports must be no older than 30 calendar days at the time of submission to ING Employee Benefits. Should ING Employee Benefits require any additional information in order to approve the Disclosure Reports, ING Employee Benefits will notify the Plan Sponsor and/or its designated representative in writing no later than 20 calendar days following receipt of the Disclosure Reports. The Disclosure Reports must include information secured from the Claims Administrator, PBM (if applicable), Utilization Review Firm(s) and Case Management and should include all pertinent information available for a minimum of nine months in the current policy year for any claim that has been paid, pended, or expected to exceed 50% of the individual stop loss deductible level, hospital confined for 10 or more consecutive days or on multiple occasions, transplant or potential transplant candidates, high risk pregnancy or a dependent requiring respirator, nutritional support or having a congenital anomaly. Product / Service Information Stop Loss Insurance ING Employee Benefits offers a broad array of traditional group insurance products, voluntary benefits and value-added services to meet the financial needs of employers and their employees. Insurance provided by ReliaStar Life Insurance Company, policy form RL-SL-POL-08 or ER03TR90 (may vary by state). Individual stop loss insurance provides reimbursement to an employer for eligible claims paid over the deductible amount for any covered employee or dependent. Once the individual stop loss deductible is satisfied, we will reimburse the employer amounts in excess of the individual stop loss deductible times the coinsurance level (usually 100%) up to the stop loss maximum lifetime benefit. About ING Employee Benefits Individual Stop Loss Insurance Aggregate Stop Loss Insurance Stop Loss Insurance Several features of our stop loss product sets us apart from our competition: •Availability of flexible and creative funding alternatives for clients. •ING Employee Benefits will work with you to develop a level of stop loss protection consistent with the employer's risk tolerance. Aggregate stop loss insurance will protect an employer from catastrophic claims of its entire group in a plan year. It provides reimbursement to an employer for eligible claims that exceed a specific percentage of expected claims (any individual stop loss claims will be subtracted from the aggregate stop loss reimbursement). The annual aggregate attachment is the maximum benefit dollars the employer can expect to pay for eligible claims during a plan year. The individual stop loss benefit payable is subject to our individual lifetime benefit. It equals the product of the benefit percentage, multiplied by the amount of eligible benefits paid to or on behalf of a covered individual under the employer's plan which exceed the individual stop loss deductible. Payments must be made during the employer's contract period. In most states, the employer or the third party claim administrator must submit claims within 90 calendar days after the end of the contract period. All benefits as they become payable will be paid to the employer and not to individual employees, members or providers. Eligible claims under individual stop loss insurance include claims for medical coverage and/or prescription drugs that we determine have been properly paid by the employer. In most states, the employer or the third party claim administrator must submit claims within 90 calendar days after the end of the contract period. All benefits as they become payable will be paid to the employer and not to individual employees, members or providers. Eligible claims under aggregate stop loss insurance may include claims for medical, disability income, dental, vision, and prescription drug coverage, depending upon the employer's stop loss plan design, that we determine have been properly paid by the employer. About ING Employee Benefits ING Employee Benefits Offering Choice and Depth for the Benefit of our Customers At ING Employee Benefits, we offer a broad array of products and services to meet the varied financial needs of mid-sized to large employers and their employees. Our Diverse Product Line Whether you want to offer traditional group benefits, voluntary products, or retirement planning services, we strive to give employees choices and assure you ease and administrative efficiency. Our approach is to package our products with one another to create an integrated benefit program. Insurance products and services are provided by ReliaStar Life Insurance Company, ReliaStar Life Insurance Company of New York or other affiliated or non-affiliated companies. Product availability varies by state. Each insurer is solely responsible for the financial obligations under the policies or contracts it issues. Group Annual Term Life Insurance Life and AD&D Insurance Products & Services Portable Term Life Insurance Dependent Life Insurance Whole Life Insurance Universal Life Insurance Personal Accident Insurance Beneficiary Support Services Stop Loss Insurance Individual Stop Loss Insurance Aggregate Stop Loss Insurance Retirement Planning Retirement programs (2) for the corporate, Disability Income Insurance Products & Services Core Basic Disability Income Insurance Supplemental Disability Income Insurance Group Voluntary Long-Term Disability Income Insurance Voluntary Disability Income Insurance Case Management FMLA Administration (1) Other Products & Services Insurance products for association members Employee Assistance Program (4) documents International Benefits Capabilities (5) Travel Assistance Services (3) Online services, including billing, reports and health, education, and government markets Other Voluntary Health Insurance Products Accident Insurance Critical Illness Insurance (1) FMLA Administration is available in conjunction with short-term salary continuation plans. FMLA Administration is provided by ComPsych, Chicago, IL. (2) For retirement programs, insurance products and annuities are issued by ING Life Insurance and Annuity Company or other affiliated companies; securities are distributed by ING Financial Advisers, LLC (Member SIPC) or through other broker-dealers with which ING has a selling agreement. (4) Employee Assistance Program (EAP) provided by ComPsych, Chicago, IL. (3) Travel Assistance Services are provided by Europ Assistance USA, 1825 K Street N.W., Suite 1000, Washington, D.C. 20006 (5) Benefits for U.S. employers who have employees abroad are provided by affiliated and non-affiliated insurance companies participating in the ING Employee Benefits Global Network, a collection of insurance companies that write and service employee benefits programs throughout the world. We are not the agents of nor do we distribute the products of those other companies. Group Voluntary Short-Term Disability Income Insurance Voluntary Solutions Our diverse product portfolio provides the broad range of choices today's employees need for each stage of life. Voluntary benefits can also add value to an existing core benefit plan at virtually no additional administrative cost. And, it doesn't get any easier for employers and their employees, with convenient payroll deduction and a streamlined enrollment process for both core and voluntary benefits. Voluntary Benefits Products Disability Income Insurance All products and services are provided by ReliaStar Life Insurance Company and ReliaStar Life Insurance Company of New York. Universal Life Insurance Whole Life Insurance • • • • • Accident Insurance (a limited benefit policy) Critical Illness Insurance (a limited benefit policy) Our Financial Ratings We're proud of our size, strength and financial stability. You can be confident that the company you entrust to design, implement and administer your employee benefit plans meets strict financial standards. About the insurer: ING Employee Benefits products and services are provided by ReliaStar Life Insurance Company. ReliaStar Life Insurance Company has more than 90 years of experience in the design, implementation and administration of employee benefit plans. ReliaStar Life Insurance Company is licensed in all states except New York. ReliaStar Life Insurance Company is rated by all four of the major independent insurance industry rating organizations. Here is a summary of its current ratings: Organization Rating Rating Description A.M. Best A Excellent Third highest of 15 ratings. A.M. Best Company assigns ratings from A++ to F based on a company’s financial strength and ability to meet obligations to contract holders. Moody's A1 Good Fifth highest of 21 ratings. Moody’s Investor Service (Moody’s) assigns ratings from Aaa to C based on a company’s financial security. Fitch A Strong Sixth highest of 19 ratings. Fitch assigns ratings from AAA to C based on a company’s financial strength. Standard & Poor's A+Strong Fifth highest of 20 ratings. Standard & Poor’s assigns ratings from AAA to CC based on a company’s financial security. These ratings are determined at least annually after the rating agency meets with company management and reviews extensive financial information. The rating agencies evaluate the strengths and strategies of company management, the operating results of the business units, investment performance, and capitalization. Industry ratings are not a warranty of an insurer's current or future ability to meet its contractual obligations. ING Groep N.V. is an Amsterdam-based global leader in integrated financial services with banking, insurance and asset management businesses in more than 50 countries. About ING Groep N.V. ReliaStar Life Insurance Company is a wholly owned, indirect subsidiary of ING Groep N.V. Each insurer is solely responsible for the financial obligations under the policies or contracts it issues. WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 10/P ✔ PROCEDURAL Consider approval of a 90-day extension to the expiration date of September 10, 2009 for the Northlake Woodlands Center Addition, Lot 4R, Block A, Replat & Minor Plat, being a replat of the Northlake Woodlands Center Addition, Lot 4, Block A, to incorporate 0.35 acres of unplatted property to allow the expansion of the pet care outdoor play area, on 1.01 acres of property located at 120 E. Bethel School Road. On February 19, 2009, the Planning & Zoning Commission unanimously recommended approval of the Northlake Woodlands Center Addition, Lot 4R, Block A, Replat & Minor Plat (7-0). On March 10, 2009, City Council unanimously approved the Northlake Woodlands Center Addition, Lot 4R, Block A, Replat & Minor Plat (6-0). Please see the attached letter from Ming-Yao P. Kao, P.E. dated September 9, 2009, requesting a 90-Day extension. If City Council were to approve this request, this replat & minor plat would expire December 10, 2009. Staff recommends APPROVAL. @NWCA, L1R, BA, RP EXT-1 AR (con) WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 10/Q ✔ ORDINANCE Consider approval of an Ordinance for a text amendment to Chapter 12-Zoning, of the Code of Ordinances, Section 12-31-7.4, “Rules for computing number of parking spaces”, to revise the existing regulation to require additional parking for any enlargement of floor area, number of employees, dwelling units, seating capacity and other enlargements and authorizing the Mayor to sign. On August 20, 2009, the Planning & Zoning Commission unanimously recommended approval of this text amendment (6-0). Commissioners Jett, Shute, Haas, Sangerhausen, Kittrell and Shipley voted in favor, none opposed. On September 8, 2009, City Council unanimously approved this text amendment to the Code of Ordinances, Chapter 12 - Zoning Section 12-31-7.4, "Rules for Computing Number of Parking Spaces" (7-0). Staff recommends APPROVAL. @Parking Spaces TA ORD-1 AR (con) 1 TM 39272.2.091809 AN ORDINANCE OF THE CITY OF COPPELL, TEXAS ORDINANCE NO. ____________ AN ORDINANCE OF THE CITY OF COPPELL, TEXAS, AMENDING THE ZONING ORDINANCE NO. 91500, BY REPEALING AND REPLACING SECTION 12-31-7.4, RULES FOR COMPUTING NUMBER OF PARKING SPACES.; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; PROVIDING FOR A PENALTY CLAUSE OF A FINE NOT TO EXCEED TWO THOUSAND DOLLARS ($2,000) FOR EACH OFFENSE; AND PROVIDING AN EFFECTIVE DATE. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS: SECTION 1. That Ordinance No. 91500 of the City of Coppell, Texas as heretofore amended be and the same is hereby amended by amending Section 12-31-7, by repealing and replacing Subsection 4. to read as follows: Section 12-31-7 Rules for computing number of parking spaces. . . . . . 4. “Whenever a building constructed and issuance of its initial certificate of occupancy results in an increase in the number of employees, dwelling units, seating capacity, and/or modifies its use, the building official shall recalculate the number of required parking spaces as provided in this article. In the event the recalculation results in an increase in the number of required spaces, the owner or occupant must comply with the recalculated parking requirements or seek a special exception under this Chapter.” SECTION 2. That all ordinances and provisions of the Ordinances of the City of Coppell, Texas in conflict with the provisions of this ordinance be, and the same are hereby, repealed, and all other provisions not in conflict with the provisions of this ordinance shall remain in full force and effect. SECTION 3. That should any word, phrase, paragraph, section or portion of this ordinance, or of the Ordinances, as amended hereby, be held to be void or unconstitutional, the 2 TM 39272.2.091809 same shall not affect the validity of the remaining portions of said ordinance or of the Ordinances, as amended hereby, which shall remain in full force and effect. SECTION 4. An offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Ordinances, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 5. That any person, firm or corporation violating any of the provisions of this ordinance or of the ordinances, as amended hereby, shall be deemed guilty of a misdemeanor and, upon conviction in the municipal court of the City of Coppell, Texas, shall be subject to a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense; and each and every day said violation is continued shall constitute a separate offense. SECTION 6. That this ordinance shall become effective immediately from and after its passage and publication of the caption as the law and charter in such cases provide. DULY PASSED by the City Council of the City of Coppell, Texas, this the _____ day of __________, 2009. APPROVED: ________________________________ JAYNE PETERS, MAYOR ATTEST: ________________________________ LIBBY BALL, CITY SECRETARY APPROVED AS TO FORM: __________________________________ ROBERT E. HAGER, CITY ATTORNEY WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 10/R ✔ ORDINANCE Consider approval of an Ordinance for Case No. PD-181R2-SF-12, Bethel Road Estates, Lot 2, Block 1, a zoning change from PD-181-SF-12 (Planned Development-181-Single Family-12) to PD-181R2-SF-12 (Planned Development-181-Revision 2-Single Family-12) to allow for a stucco finish instead of masonry as required in Section 12-11-5 of the Zoning Ordinance and to allow an additional detached, two-story residential structure on 2.348 acres of property located at 256 West Bethel Road and authorizing the Mayor to sign. On August 20, 2009, the Planning Commission unanimously recommended approval of this zoning change (6-0). Commissioners Jett, Shute, Haas, Sangerhausen, Kittrell and Shipley voted in favor, none opposed, with the additional provision that kitchen facilities would be prohibited in the second residential structure. On September 8, 2009, City Council unanimously approved this zoning change (7-0). Staff recommends APPROVAL. @PD-181R2-SF-12, BRE ORD-1 AR (con) 1 TM 39274.2.091819 AN ORDINANCE OF THE CITY OF COPPELL, TEXAS ORDINANCE NO. ________ AN ORDINANCE OF THE CITY OF COPPELL, TEXAS, AMENDING THE COMPREHENSIVE ZONING ORDINANCE AND MAP OF THE CITY OF COPPELL, TEXAS, AS HERETOFORE AMENDED, BY GRANTING A CHANGE IN ZONING FROM PD-181-SF-12 (PLANNED DEVELOPMENT-181-SINGLE FAMILY-12) TO PD-181R2-SF-12 (PLANNED DEVELOPMENT-181-REVISION 2-SINGLE FAMILY-12) TO ALLOW FOR A STUCCO FINISH INSTEAD OF MASONRY AS REQUIRED IN SECTION 12-11-5 OF THE ZONING ORDINANCE, AND TO ALLOW AN ADDITIONAL DETACHED, TWO-STORY RESIDENTIAL STRUCTURE ON 2.348 ACRES OF PROPERTY LOCATED AT 256 WEST BETHEL ROAD; PROVIDING FOR DEVELOPMENT CONDITIONS; PROVIDING FOR THE APPROVAL OF A SITE PLAN, FLOOR PLAN AND ELEVATIONS, HERETO AS EXHIBITS “A”, “B” AND “C”; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; 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 AN EFFECTIVE DATE. WHEREAS, the City Planning and Zoning Commission and the governing body of the City of Coppell, Texas, in compliance with the laws of the State of Texas and pursuant to the Comprehensive Zoning Ordinance of the City of Coppell, have given requisite notices by publication and otherwise, and after holding due hearings and affording a full and fair hearing to all property owners generally, and to all persons interested and situated in the affected area and in the vicinity thereof, the said governing body is of the opinion that Zoning Application No. PD-181R2- SF-12 should be approved, and in the exercise of legislative discretion have concluded that the Comprehensive Zoning Ordinance and Map should be amended. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS: SECTION 1. That the Comprehensive Zoning Ordinance and Map of the City of Coppell, Texas, duly passed by the governing body of the City of Coppell, Texas, as heretofore amended, be and the same is hereby amended by granting a change in zoning from PD-181-SF-12 (Planned Development-181-Single Family-12) to PD-181R2-SF-12 (Planned Development-181-Revision 2-Single Family-12) to allow for a stucco finish instead of masonry as required in Section 12-11- 2 TM 39274.2.091819 5 of the Zoning Ordinance, and to allow an additional detached, two-story residential structure on 2.348 acres of property located at Lot 2 Block, 1, Bethel Road Estates and commonly known as 256 West Bethel Road. SECTION 2. That the property shall be developed and used only in accordance with the following development and use regulations set forth: A. Provisions of Ordinance Number 91500-A-241, shall continue in full force and effect except as amended herein. B. A detached 1,436 square foot dwelling unit may be constructed and maintained, in addition to the primary dwelling unit, as depicted on the attached Site Plan, which is limited as follows: (1) maximum height of twenty -five ( 25’) feet (measured to the peak); (2) shall not contain a kitchen or other food preparation area; (3) shall not be occupied, rented, or leased to any person other than the lot owner of the primary residence. C. Stucco material, may be used on the exterior finish elevations of the building, which shall match the primary structure in color and finish. Stucco, as used in this ordinance, shall be defined as continuous plaster or mortar of seven-eighths (7/8”) of an inch thickness over wood frame with metal lath and elastomeric topcoat. SECTION 3. That the Site Plan, Floor Plan and Elevations, attached hereto as Exhibits “A” , “B” and “C”, shall be made a part hereof for all purposes, are hereby, approved. 3 TM 39274.2.091819 SECTION 4. That the above property shall be used only in the manner and for the purpose provided for by the Comprehensive Zoning Ordinance of the City of Coppell, as heretofore amended, and as amended herein. SECTION 5. That all provisions of the Ordinances of the City of Coppell, Texas, in conflict with the provisions of this ordinance be, and the same are hereby, repealed, and all other provisions not in conflict with the provisions of this ordinance shall remain in full force and effect. SECTION 6. That should any sentence, paragraph, subdivision, clause, phrase or section of this ordinance be adjudged or held to be unconstitutional, illegal or invalid, the same shall not affect the validity of this ordinance as a whole, or any part or provision thereof other than the part so decided to be unconstitutional, illegal or invalid, and shall not affect the validity of the Comprehensive Zoning Ordinance as a whole. SECTION 7. An offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Comprehensive Zoning Ordinance, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 8. 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 Coppell, as heretofore amended, and upon conviction shall be punished by a fine not to exceed the sum of Two Thousand Dollars ($2,000.00) for each offense; and each and every day such violation shall continue shall be deemed to constitute a separate offense. SECTION 9. That this ordinance shall take effect immediately from and after its passage and the publication of its caption, as the law and charter in such cases provide. 4 TM 39274.2.091819 DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2009. APPROVED: _____________________________________ JAYNE PETERS, MAYOR ATTEST: _____________________________________ LIBBY BALL, CITY SECRETARY APPROVED AS TO FORM: _________________________________ ROBERT E. HAGER, CITY ATTORNEY (REH/cdb [ revised only] 06/26/09) WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 11 ✔ PUBLIC HEARING Consider approval of Case No. PD-242-HC, Holiday Inn Hotel & Suites, a zoning change request from LI (Light Industrial) to PD-242-HC (Planned Development District-242-Highway Commercial) for a Concept Plan on 9.078 acres for retail/office/hotel and restaurant uses within the City of Coppell (this does not include the 7.043 acres in the City of Grapevine) and to attach a Detail Plan on 3.03 acres of property to allow a six-story, 128-room, Holiday Inn Hotel & Suites to be located on the south side of Northpoint Drive, east of S.H. 121. The following P&Z condition remains outstanding: 1. Revise attached signs to be in accordance with Sign Ordinance. On August 20, 2009, the Planning & Zoning Commission held this case under advisement and continued the public hearing to September 17, 2009 (6-0). On September 17, 2009, the Planning & Zoning Commission unanimously recommended approval of this zoning change, subject to the above-stated condition (6-0). @01 PD-242-HC, HIH&S-1 AR ITEM # 4 Page 1 of 5 CITY OF COPPELL PLANNING DEPARTMENT STAFF REPORT CASE NO.: PD-242-HC, Holiday Inn Hotel and Suites P&Z HEARING DATE: September 17, 2009 (originally heard on August 20th, and held under advisement with the hearing left open) C.C. HEARING DATE: October 13, 2009 STAFF REP.: Marcie Diamond, Assistant Director of Planning LOCATION: South side of Northpoint Drive, east of S.H. 121 SIZE OF AREA: Concept Plan – 9.078 acres of property Detail Site Plan – 3.03 acres of property CURRENT ZONING: LI (Light Industrial) REQUEST: A zoning change to PD-242-HC, for a Concept Plan for retail/office/hotel and restaurant uses and a Detail Site Plan to allow a six-story, 128-room hotel (Holiday Inn Hotel & Suites). APPLICANT: Gus Coppock Design Build Contractors, Inc. 10830 N. Central Expressway, Suite 375 Dallas, Texas 75231 972-978-1185 FAX: 214-360-4774 HISTORY: In spring of 2001, the City Council approved a Site Plan and Plat for an office development on this property. At that time, three buildings were planned for the 16-acre parcel, which lies in two cities, Grapevine and Coppell. A 104,600-square-foot office building, on seven acres, was proposed to be located within the City of Grapevine. Two buildings, on nine acres, were proposed ITEM # 4 Page 2 of 5 for Coppell, a two-story 104,600 square-foot office building and a one-story 32,400 square foot office building. None of the buildings were constructed; therefore, various easements as established by plat for this property were no longer needed. In February 2008, the Replat of Lots 1R and 2, Block 1 Northpoint Addition was approved which: 1) abandoned the easements that were established to support the office development; 2) retained various utility easements; 3) established a mutual access easement from Northpoint Drive to S.H. 121; and 4) established a waterline easement within in the City of Grapevine to serve the proposed retail development. A 20-foot wide gas pipeline easement, which runs parallel to and west of the existing 30-foot wide access easement and then westward along the southern R.O.W. line of Northpoint Drive has been established by separate instrument. The 30’ wide paved access easement which extends from the Fellowship Church property north to Northpoint Drive was established in 1996. TRANSPORTATION: Northpoint Drive is a C4D four-lane divided thoroughfare within 80 feet of right-of-way to the east of the subject property. Northpoint continues to the west as a C4U four-lane undivided street within 90 feet of right-of-way. SURROUNDING LAND USE & ZONING: North – vacant and mini-warehouse beyond; LI (Light Industrial) South – Fellowship Church; LI (Light Industrial) East – Freeport North existing office/warehouse; LI (Light Industrial) West – S.H. 121; city of Grapevine COMPREHENSIVE PLAN: The Comprehensive Plan of May 1996, as amended, shows the property as suitable for light industrial/showroom uses. DISCUSSION: In 2006, the Zoning Ordinance was amended to include additional regulations for the development of hotels and motels in the City of Coppell. Specifically, Sec. 12-30-18. Hotel, motel and residence hotel was added: “A special use permit for a hotel, motel or residence hotel use may be approved only when there is a finding and determination by the city council, following a favorable recommendation by the planning and zoning commission, that the type of hotel, motel or residence hotel proposed is compatible and consistent with and ITEM # 4 Page 3 of 5 will have no adverse affect on existing uses in the area, that the proposed use is equal to or exceeds development standards of other uses and that the proposed use will not adversely affect the ability to locate, in the future, additional uses that are allowed within the zoning district of the area. 1. Hotel and motel developments shall be subject to the following development standards: (a) A minimum lot size for a hotel or motel development shall be no less than four acres, with the exception that a lot size less than four acres may be permitted provided the city council, following a favorable recommendation by the planning and zoning commission, and after review of submitted data and facts, finds and determines that such facility is an appropriate use, design and lay-out for the site and area. Under no circumstance shall a lot of less than two acres be utilized for this use. (b) Shall provide staff on-site 24-hours a day; (c) Shall contain a lobby with a minimum of 150 square feet; (d) Shall provide a minimum of three amenities from the list below: 1. Indoor/outdoor pool. 2. Spa/sauna. 3. Weight room/fitness center. 4. Playground. 5. Sports court. 6. Plaza/atrium. 7. Game room. 8. Jogging trail. 9. Conference room (1,000 square foot minimum). 10. Full service restaurant (minimum seating capacity of 35)”. Of this list of amenities, this 128-room, six-story hotel is providing an indoor pool with outdoor patio, fitness center, plaza/atrium plus 3,152 square foot lounge and pre-function area, 1,944-square-foot conference room and a 1,142-square-foot full service restaurant, for a total of over 6,238-square-feet of public use areas. This will be a welcomed addition to the City of Coppell. Given that this property does not meet the four acre requirement as required above, this hotel on 3.03 acres of property could only be supported “if the design and lay-out meets or exceeds the minimum ITEM # 4 Page 4 of 5 requirements” for the provision of amenities and provides all landscaping, parking and circulation. The Detail Plan meets the requirements for parking, circulation and landscape areas. Parking for the commercial uses has been provided at a ratio of one space per 200 square feet plus the one space per sleeping room, for a total of 162 spaces. Direct access to this property will be from Northpoint Drive. Access to SH 121 will be established when this property is replatted prior to development. There is currently a 30-foot wide mutual access drive from Northpoint Drive to the Fellowship Church property to the south. The detail site plan indicates the encroachment of this driveway with parking spaces and landscape islands, leaving a 24-foot wide driveway. The applicant has assured staff that this is not a violation of the easement agreement. However, verification from the easement holder will be required at the time of replatting. The required landscaped areas have been provided with a combination of soft and hardscape areas including an outdoor patio area abutting the indoor pool. This patio area will be surrounded with a one-foot brick wall with 3’ of wrought iron fencing. Wax Myrtles and Burr Oaks will be planted abutting this fence to soften the appearance. While this submittal is substantially better than the previous, there are still outstanding issues which need to be addressed. Most issues deal with drafting, however there are still significant issues with the elevations and signage. Drafting errors: Concept Site Plan – correct spelling of Platting Detail Site Plan – correct the building area in the site data table (97,697 vs. 97,097) Landscape Plan – missing two trees within the landscape islands, and relocate “Landscape Buffer Note” along southern property line. Will the Burr Oaks be planted around the perimeter of the patio area, as shown on the landscape plan but not on the color rendering? Floor Plans – typos in Data Tables Elevation Sheets - correct all notes so they are legible. OUTSTANDING ISSUES: Monument Sign- ƒ The details of the monument sign need to be corrected. ƒ White Plastic Fascia Panel is not permitted. ƒ Provide color rendering of proposed monument sign. Elevations/Color Board – ƒ Add specifications of attached signs; overall size, size of logo and colors. It appears from the rendering that the letters are ITEM # 4 Page 5 of 5 proposed to be green. Per the Sign Ordinance, the letters need to be white, ivory, black or neutral color, the logo may be of any color, but shall not exceed 20% of the area of the sign. ƒ Correct/complete the Wall Material Computation table. It appears that the elevations indicate 21% non-masonry materials. Non- masonry (EFIS) is permitted up to 20% on each façade. Either revise the elevations or request a PD Condition allowing an additional 1% non-masonry. ƒ Four brick colors are indicated on the elevations, but only one brick color is included on the color board. ƒ Specify the color/materials for the porte cochere. RECOMMENDATION TO THE PLANNING AND ZONING COMMISSION: Staff is recommending APPROVAL of PD-242-HC, Holiday Inn Hotel and Suites subject to the following conditions being met prior to forwarding this request for Council consideration: 1. Correct all drafting errors as detailed above. 2. Revise monument sign and attached signs to be in accordance with Sign Ordinance. 3. Revise elevations and percentage of masonry calculations to be in accordance with the provisions of the Zoning Ordinance. 4. Provide an accurate color board. ALTERNATIVES: 1. Recommend approval of the request 2. Recommend disapproval of the request 3. Recommend modification of the request 4. Take under advisement for reconsideration at a later date ATTACHMENTS: 1. Concept Plan 2. Detail Site Plan 3. Landscape Plan 4. Trash Enclosure and Monument Sign Details 5. Floor Plans (2 sheets) 6. Elevations and Color Rendering (3 sheets) WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 12 ✔ PUBLIC HEARING Consider approval of Case No. PD-199R5-HC-S-1211R2, Service Star, a zoning change request from PD-199R4-HC-S-1211R2 (Planned Development-199-Highway Commercial Revision 4-Special Use Permit-1211 Revision 2) to PD-199R5-HC-S-1211R2 (Planned Development-199-Highway Commercial Revision 5-Special Use Permit-1211 Revision 2), to revise the detail site plan to allow the subdivision of Lot 4 into two lots, recognizing the existing developments and adding PD conditions, on 2.2 acres of property located at the southwest corner of S.H. 121 and MacArthur Blvd. The following P&Z condition remains outstanding: 1. Fifty-one (51) parking spaces will be provided for the medical office use on Lot 4R2, and twenty-six (26) parking spaces will be provided for the Firestone use on Lot 4R1. On September 17, 2009, the Planning & Zoning Commission unanimously recommended approval of this zoning change, subject to the above-stated condition (6-0). Commissioners Jett, Shute, Frnka, Haas, Sangerhausen and Kittrell voting in favor. None opposed. Staff recommends APPROVAL. @02 PD-199R5-HC-S-1211R2, SS-1 AR ITEM # 5 Page 1 of 4 CITY OF COPPELL PLANNING DEPARTMENT STAFF REPORT PD-199R5-HC-S-1211R2, Service Star P&Z HEARING DATE: September 17, 2009 C.C. HEARING DATE: October 13, 2009 STAFF REP.: Gary L. Sieb, Director of Planning LOCATION: SWC of S.H. 121 and MacArthur Blvd. SIZE OF AREA: 2.2 acres of property CURRENT ZONING: PD-199R4-HC-S-1211R2 (Planned Development-199- Highway Commercial Revision 4-Special Use Permit-1211 Revision 2) REQUEST: A zoning change to PD-199R5-HC-S-1211R2 (Planned Development-199-Highway Commercial Revision 5-Special Use Permit-1211 Revision 2), to revise the detail site plan to allow the subdivision of Lot 4 into two lots, recognizing the existing developments and adding PD conditions. APPLICANT: (Owner) (Applicant) Jim Stillwell Brian Dench, P.E. Texas Realty Partners Pate Engineering 5613 DTC Parkway 8150 Brookriver Dr. Suite 800 Suite S-700 Greenwood Village, CO. 80111 Dallas, TX. 75247 (720) 529-2840 (214) 357-2981 Fax: (720) 529-2841 Fax: (214) 357-2985 HISTORY: The attached letter dated September 9, 2009 from the owner’s agent for this request outlines the history of development of this parcel. To summarize the letter: on ITEM # 5 Page 2 of 4 November 14, 2006, the Site Plan allowed a 9,300 square foot retail building replacing a previously approved gas station/convenience store. A Firestone repair garage was completed in April of 2007 on the adjacent land (shown here as Lot 4R1), and the retail space was completed shortly thereafter on the eastern property (shown here as Lot 4R2), in July. The retail space has been vacant since that date. TRANSPORTATION: State Highway 121 frontage road, directly to the north of this parcel, contains 3 lanes east bound in a variable width right- of-way. MacArthur Boulevard is a P6D Major thoroughfare built to standard with a six lane divided street contained within a 120 foot right of way. SURROUNDING LAND USE AND ZONING: North-SH 121; city of Lewisville South-Bank of Texas; PD-199-R2-HC (Planned Development 199 Revision 2-Highway Commercial) East-office development; city of Lewisville West-office/warehouse; PD-199-R-3-HC (Planned Development 199 Revision 3-Highway Commercial) COMPREHENSIVE PLAN: The Comprehensive Plan of May 1996, as amended, shows the property as suitable for mixed uses. DISCUSSION: The applicant has gone to great lengths in his September 9 letter to describe the existing situation with the vacant retail building on the site and why he feels a change in PD conditions and a replat is in order. To briefly review, the existing building has been vacant for over two years. A group of doctors is interested in the building but only if they can purchase the property, including the land upon which the building sits. Hence, a revision to the PD to separate the parcel into two lots, and the replat document to legally delineate the new ownership boundaries, has been requested. To accomplish the wishes of the doctors, the plan has been divided into two separate lots, coming as close as possible to our required side yard separation. Specifically, the ordinance calls for a 30 foot side yard from a common lot line in Highway Commercial zoning districts. Based upon the revised PD plan, the Firestone store ITEM # 5 Page 3 of 4 complies with this zoning requirement. Unfortunately there is only a 7.5 foot setback remaining for the vacant structure. Short of demolishing 22.5 feet of the existing building, an additional 30 foot setback is impossible to achieve for this site. Because this is a PD, the side yard dimensions can be modified, and our staff position is to make them as close to code requirements as possible. In this case only one building can meet code requirements, that being the Firestone building. We would support a 30 foot sideyard setback for the Firestone building and a 7.5 foot sideyard setback for the vacant building for a variety of reasons. One, in a PD variable setbacks can be granted; two, it would be a shame to demolish 22 feet of an existing building that is just two years old; three, there are no openings to the building on the 7.5 foot side yard; four the fire department can support this request because of the lack of openings; five, we have an opportunity to assist a developer in gaining a useful life to this structure. As mentioned above, we support the reduced setbacks. A second issue revolves around the number of parking spaces needed for the retail building. Because this structure is being sold to a group of doctors for medical use, the parking required is 53 spaces. There are 51 spaces on site, so a parking agreement with the Firestone Store, which has never needed the 31 spaces required (they actually have 26 surface spaces plus 9 within the garage bays—the bay spaces can not technically be counted, by the way), is warranted. The applicant has entered into a parking agreement with Firestone which allows the doctors to pick up the required two spaces, making the doctor’s site legal. A draft copy of the parking agreement is attached but it needs some work. The lots need to be clearly identified in the attached exhibits, and the agreement should be from Firestone to the doctors, allowing two parking spaces to be assigned to the vacant building. There does not need to be any cross agreement from the doctors to the Firestone store. By making that agreement, Firestone technically looses two parking spaces, but as pointed out by the applicant’s letter, the 26 spaces are more than adequate for Firestone’s needs. To summarize, staff endorses the amendment to the PD creating two lots—one with a 30 foot side yard, the other with a 7.5 foot side yard. We also support the parking agreement between Firestone and the applicant whereby the ITEM # 5 Page 4 of 4 applicant provides the 53 parking spaces required by code through an agreement with Firestone for 2 spaces. We further support the applicant’s position that 26 spaces for the Firestone activity are adequate. RECOMMENDATION TO THE PLANNING AND ZONING COMMISSION: Staff is recommending APPROVAL of this request with the following conditions: 1. Provide one 30 foot side yard, and one 7.5 foot side yard between the revised common west side yard property line. 2. Revise the draft parking agreement between Firestone and the applicant, clearly labeling the two lots and clearly stating that Firestone agrees to assign two parking spaces to the adjacent building for medical use. There is no need for a cross-parking agreement on the proposed Firestone lot. ALTERNATIVES: 1. Recommend approval of the request 2. Recommend disapproval of the request 3. Recommend modification of the request 4. Take under advisement for reconsideration at a later date ATTACHMENTS: 1. Planned Development Site Plan 2. Applicant letter dated September 8, 2009 3. Draft of parking agreement WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 13 ✔ PRESENTATION Consider approval of the Vista Point II, Lots 4R1 & 4R2, Block A, Replat, being a replat of Lot 4, Block A, of the Vista Point II Addition, to subdivide Lot 4 to allow the conveyance of two separately platted lots on 2.2 acres of property located at the southwest corner of S.H. 121 and MacArthur Blvd. With no conditions. On September 17, 2009, the Planning & Zoning Commission unanimously recommended approval of this replat with no conditions (6-0). Commissioners Jett, Shute, Frnka, Haas, Sangerhausen and Kittrell voting in favor. None opposed. Staff recommends APPROVAL. @03 VP II, L4R1&L4R2, BA RP-1 AR ITEM # 6 Page 1 of 3 CITY OF COPPELL PLANNING DEPARTMENT STAFF REPORT Vista Point II, Lots 4R1 & 4R2, Block A, Replat P&Z HEARING DATE: September 17, 2009 C.C. HEARING DATE: October 13, 2009 STAFF REP.: Gary L. Sieb, Director of Planning LOCATION: SWC of S.H. 121 and MacArthur Blvd. SIZE OF AREA: 2.2 acres of property CURRENT ZONING: PD-199R4-HC-S-1211R2 (Planned Development-199- Highway Commercial Revision 4-Special Use Permit-1211 Revision 2) REQUEST: Being a replat of Lot 4, Block A, to subdivide Lot 4 into two lots to allow the existing buildings to be on individual lots to permit separate ownership. APPLICANT: (Owner) (Applicant) Jim Stilwell Brian Dench, P.E. Texas Realty Partners Pate Engineering 5613 DTC Parkway 8150 Brookriver Dr. Suite 800 Suite S-700 Greenwood Village, CO. 80111 Dallas, TX. 75247 (720) 529-2840 (214) 357-2981 Fax: (720) 529-2841 Fax: (214) 357-2985 HISTORY: The attached letter dated September 9, 2009 from the owner’s agent for this request summarizes the history of development of this parcel. To summarize the letter: on November 14, 2006 the Site Plan allowed a 9,300 square foot retail building, replacing a previously approved gas station/convenience store. A Firestone repair garage was completed in April of 2007, and the retail space was ITEM # 6 Page 2 of 3 completed in July. The retail space has been vacant since that date. TRANSPORTATION: State highway 121 frontage road is directly to the north of this parcel. MacArthur Boulevard is a P6D Major thoroughfare built to standard with a six lane divided street contained within a 120 foot right of way. SURROUNDING LAND USE & ZONING: North-SH 121; city of Lewisville South-Bank of Texas; PD-199-R2-HC (Planned Development 199 Revision 2-Highway Commercial) East-office development; city of Lewisville West-office/warehouse; PD-199-R3-HC (Planned Development 199 Revision 3-Highway Commercial) COMPREHENSIVE PLAN: The Comprehensive Plan of May 1996, as amended, shows the property as suitable for mixed use including light industrial/showroom uses. DISCUSSION: This is a request to replat one 2.2 acre lot into two smaller lots for the purpose of selling the corner parcel. Lot 4R1 (the Firestone site) will contain 36,314 square feet. Lot 4R2 (an existing vacant building) will contain 59,606 square feet when the replatting has been accomplished. As explained by the applicant, the existing corner building has been completed for over two years, and although an aggressive marketing effort to lease the building over that time frame has been undertaken, the building remains vacant. In recent months, a group of doctors has expressed interest in the building, but only if it and the land upon which it sits can be purchased as a free-standing parcel. To accommodate this request, the property needs to be replated into two lots—one containing the Firestone store, the other this 9,000 square foot retail/commercial building. Two objectives will be served if this request is approved. One, the property will be divided into two separate lots, thus accommodating the purchaser of the corner building to achieve separate ownership. Two, to accomplish the replat, the existing fire lane easement needs to be abandoned and ITEM # 6 Page 3 of 3 re-established slightly to the east to accommodate the replat document. In essence, all that is visible on the ground is the fire lane is repainted approximately 8 feet to the east. RECOMMENDATION TO THE PLANNING AND ZONING COMMISSION: Staff is recommending approval of the replat document, all conditions have been met. ALTERNATIVES: 1. Recommend approval of the request 2. Recommend disapproval of the request 3. Recommend modification of the request ATTACHMENTS: 1. Replat Document WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: PLANNING October 13, 2009 14 ✔ PRESENTATION Consider approval of the Red Hawk, Final Plat, a request for 54 single-family lots and two commercial lots on 16.42 acres of property, located along the west side of S. Denton Tap Road, north of Bethel School Road. The following P&Z condition remains outstanding: 1. Submit a copy of the final HOA documents (specifically including or excluding cemetery maintenance) for City Attorney review. On September 17, 2009, the Planning & Zoning Commission unanimously recommended approval of this final plat subject to the above-stated condition (6-0). Commissioners Jett, Shute, Frnka, Haas, Sangerhausen and Kittrell voting in favor. None opposed. Staff recommends APPROVAL. @04 Red Hawk, FP-1 AR ITEM #8 Page 1 of 4 CITY OF COPPELL PLANNING DEPARTMENT STAFF REPORT Red Hawk, Final Plat P&Z HEARING DATE: September 17, 2009 C.C. HEARING DATE: October 13, 2009 STAFF REP.: Matt S. Steer, City Planner LOCATION: West side of S. Denton Tap Road, north of Bethel School Road SIZE OF AREA: 16.42 acres of property CURRENT ZONING: PD-241-SF&C (Planned Development-241-Single Family & Commercial) REQUEST: Approval of a final plat for 54 single-family lots and 2 commercial lots. APPLICANT: Owner: THBGP, Inc. dba The Holmes Builders 1445 MacArthur Drive Suite 200 Carrollton, TX. 75007 (972) 242-1770 Fax: (972) 242-2931 Engineer: Kadleck and Associates Lynn Kadleck 555 Republic Drive Suite 115 Plano, TX. 75074 (972) 881-0771 Fax: (972) 509-1861 ITEM #8 Page 2 of 4 HISTORY: The former owner of this property (now deceased) lived in a mobile home here for many years. Approximately eight years ago, the zoning was changed from “C” Commercial to “O” Office although no development activity reflecting office use occurred. In May 2009, Council approved a rezoning from “O” Office to PD-241-SF&C “Planned Development- 241-Single Family & Commercial” and a preliminary plat for this development. TRANSPORTATION: Denton Tap Road is an improved P6D, six-lane divided concrete roadway built within a proposed 110-foot right-of- way. Bethel School Road is a C2U, concrete two lane road built within a proposed 60-foot right-of-way. SURROUNDING LAND USE & ZONING: North – single family homes and office; “PD-115-SF-7” Planned Development-115-Single Family-7 and “C” Commercial South – Ace Hardware; “C”: Commercial East – day care and retail/gas station; “PD-204-C” Planned Development-204-Commercial & “C” Commercial West – single family homes; “PD-95-SF-9” Planned Development-95-Single Family-9 COMPREHENSIVE PLAN: The Comprehensive Plan, as amended, shows this property as appropriate for mixed use development, which includes residential and commercial buildings. DISCUSSION: This is the final plat of the Red Hawk subdivision located on the northwest corner of Bethel School and Denton Tap Roads. The preliminary plat containing 54 single-family residential and two commercial lots, was approved by the City Council in May 2009, in conjunction with the Planned Development rezoning request. The two commercial lots will require replatting prior to development. This plat conforms with both the preliminary plat and the conditions outlined in the PD. One administrative change to ITEM #8 Page 3 of 4 the Planned Development is the Homeowners Association is assuming maintenance responsibility of the proposed landscaping and wall abutting residential lots (Lots 1 and 2, Block A), whereas previously, it was the responsibility of each property owner. Note #3 on the top left of the plat shall be revised to reflect not only the HOA’s responsibility for landscaping maintenance, but also wall maintenance. The commercial lot owners will be responsible for the maintenance of the abutting walls and landscaping on their respective lots and the common areas and any improvements within will remain the HOA’s responsibility. A condition of the approval of the previous request was to provide a “Ten-foot No Tree Disturb Area” along the north property line, which has been depicted and noted on the plat. Also, in lieu of the payment of tree mitigation fees: one tree will be planted in the front yard of each lot; 304 total caliper inches of trees will be planted in the common areas and within the entry features; and 67 total caliper inches of trees will be planted in the rear yards of lots 4-6, 9-11 and 17. The maintenance of the cemetery is noted to be the Historic Bullock Cemetery Association or the Homeowner’s Association. The maintenance will need to be finalized prior to the recording of the HOA documents and is listed as a condition of approval. As noted on the plat, no parking will be allowed on the south side of Oxford Place adjacent to Lots 27 & 28, and Common Area 1X, Block A. There are numerous other PD conditions listed on the right side of the plat, all of which were previously approved with the zoning. RECOMMENDATION TO THE PLANNING AND ZONING COMMISSION: Staff is recommending APPROVAL of the Red Hawk Final Plat, subject to the following conditions: 1. Submit a copy of the final HOA documents (specifically including or excluding cemetery maintenance) for City Attorney review. 2. Correct note #3 on the top left to read “The HOA shall have the responsibility for maintenance of the screening wall and the area between the screening wall and street right-of-way on Lots 1 & 2, Block A.” 3. Contact Karen Eastman at Oncor for electrical easement requirements. 4. All roads and Detail ‘C’ (Emergency Access) will need to be constructed prior to any building permits being issued. ITEM #8 Page 4 of 4 5. Water lines with fire hydrants will need to be installed and accepted prior to any building permits being issued. ALTERNATIVES: 1. Recommend approval of the request 2. Recommend disapproval of the request 3. Recommend modification of the request ATTACHMENTS: 1. Final Plat WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: Fire October 13, 2009 15 ✔ RESOLUTION Consider approval of a Resolution approving the terms and conditions for procurement of four (4) MICU Ambulances with Horton / Professional Ambulance, through the HGAC Contract #AM04-08 provided to the City through interlocal agreement, in the amount of $643,084.00; authorizing the City Manger to execute all appropriate documents. The adoption of the 2009-2010 budget includes the scheduled replacement of four (4) Fire Department Ambulances. The current units have reached their expected service life as identified in the Apparatus Replacement Schedule and have surpassed their peek performance. The ambulance fleet has been experiencing significant maintenance issues that continue to worsen and are now affecting service delivery. Down time, repair expenses, and reliability issued continue to increase at an alarming rate. Funds for this purchase have been budgeted in the Fire Department Motor Vehicle account. Staff recommends approval. (FD Ambulances - 1 AR Contract No.:AM04-08 Date Prepared:7/24/2009 Buying Agency:Contractor: Contact Person: Prepared By: Phone:Phone: Fax:Fax: Email:Email: Product Code:IA03 Description: 144794 Cost Cost 480 444 440 830 342 711 1121 1362 144 1066 1516 415 25229 CONTRACT PRICING WORKSHEET For Standard Equipment Purchases H-MD-12, HORTON MODEL 555, CHEVY/C4500, 169"Lx96"Wx72"HR A. Product Item Base Unit Price Per Contractor's H-GAC Contract: 325-356-3360 B. Published Options - Itemize below - Attach additional sheet(s) if necessary - Include Option Code in description if applicable. (Note: Published Options are options which were submitted and priced in Contractor's bid.) BL26J000: REV CAMERA W/WINDSHIELD MONITOR HK14B000: (2)LIFEPAK 12 SWIVEL BRACKET GK12C000: HIGH BACK CHILD SAFETY SEATDR09LB00: (2)SHELF FOR LED LIGHTED DOOR COMPT JE05R100: ROBINSON ROLLUP DOOR DL480000: ELECT. DOOR LOCKS, COMPT Subtotal From Additional Sheet(s): DG06D000: ELECT. PRIVACY WINDOWS IN PT DOORS DR11P000: STAIR CHAIR POCKET, RECESSED FE06A000: (2)COUNTERTOP, AVONITE ncarroll@comanchetx.com Description Description DR08L000: (3)SHELF FOR LIGHTED VERT. COMPT DR22B000: DRIDEK EXTERIOR COMPARTMENTS DR11A000: (2)VERTICAL COMPT. DIVIDER FIXED This Form must be prepared by Contractor, and provided to End User to attach to Purchase Order, with copy to H-GAC. The H-GAC administrative fee shall be calculated and shown as a separate line item. Please type or print legibly. COPPELL FIRE DEPARTMENT ERIC GREASER 972-304-3502 egreaser@ci.coppell.tx.us HORTON / PROFESSIONAL AMBULANCE NATALIE 866-356-2236 415 25229 89 Subtotal B: 34189 Cost Cost 1720 -3285 1300 1272 651 3680 Subtotal C: 5338 3% Cost Cost Subtotal D: 0 4 184321 = = Subtotal E: 737284 Subtotal F: 1000 Cost Cost -4000 -80000 -11200 Subtotal G: -95200 643084H. Total Purchase Price (E+F+G): Delivery Date: MAXCOOL II DUAL A/C UNIT SCENE LIGHTS, WELDON HID VISUAL EMERGENCY WARNING SYSTEM CONVERSION ADJUSTMENT Description Description DL480000: ELECT. DOOR LOCKS, COMPT DL48B000: ELECT. DOOR LOCK SWITCH, CONCEALED Subtotal From Additional Sheet(s): Subtotal From Additional Sheet(s): Quantity Ordered: PAINT & LETTERING Description Description For this transaction the percentage is: Check: Total cost of Unpublished Options (C) cannot exceed 25% of the total of the Base Unit Price plus Published Options (A+B). D. Other Cost Items Not Itemized Above (e.g. Installation, Freight, Delivery, Etc.) Description Description F. H-GAC Fee Calculation (From Current Fee Tables) E. Total Cost Before Any Applicable Trade-In / Other Allowances / Discounts (A+B+C+D) G. Trade-Ins / Other Allowances / Special Discounts X Subtotal of A + B + C + D: (4) MULTIPLE TRUCK DISCOUNT (4)DEALER DISCOUNT (4) TRADE-IN, 2004 MEDTEC C. Unpublished Options - Itemize below / attach additional sheet(s) if necessary. (Note: Unpublished options are items which were not submitted and priced in Contractor's bid.) Cost Cost 2724 242 1638 952 546 1718 1152 1581 273 303 545 592 545 978 908 546 2184 2251 1587 3525 439 25229 Cost Cost 160 491 651 SHELF IN REAR COMPT. STREETSIDE TOTAL KEYPAD ON DRIVER DOOR MM26UI30: GRILLE LIGHTS, SUPER LED 700 MM27AB10: (2)BLUE SUPER LED 900 SERIES TOTAL ADDITIONAL UNPUBLISHED OPTIONS Description Description PL27CM00: LED LIGHTING, INT. CABINETS MM26J030: (4)WHITE SUPER LED 600 SERIES QH29M200: HEAT A/C SYSTEM OL09L000: LED MARKER LIGHTS MM27BA10: (8)AMBER SUPER LED 600 SERIES MN35EF20: SIREN, FEDERAL EQ2B ADDITIONAL PUBLISHED OPTIONS Description Description OM25E000: (2) LOAD LIGHTS 600 SERIES MM26D030: (6)RED SUPER LED 600 SERIES PAL30A00: (3)110V INTERIOR OUTLET MM26F030: (2)RED SUPER LED 700 SERIES OM30L700: TAIL LIGHTS LED 600 SERIES PAL02K00: INVERTER, 20-1050 W/CHARGER MM26R030: AMBER SUPER LED 700 SERIES QL4550000: DANHARD 110V A/C SYSTEM MM26B030: (6)RED SUPER LED 900 SERIES PAL38E00: (3)SHORELINE SUPER AUTO EJECT PL24B000: (4)FLUORESCENT LIGHTS PL26D000: NORCOLD REFRIGERATOR MM26TI30: RED SUPER LED, INTERSECTION WORK SESSION CONSENT REGULAR DEPT: DATE: ITEM #: AGENDA REQUEST FORM ITEM TYPE: ITEM CAPTION: GOAL(S): EXECUTIVE SUMMARY: FINANCIAL COMMENTS: RECOMMENDED ACTION: ACTION TAKEN BY COUNCIL: City Manager October 13, 2009 16 ✔ PROCEDURAL Consider approval of adoption of 2009-2010 Work Plan. The attached Work Plan is the product of the City Council and Executive Staff retreats at which Council set goals for the 2009-2010 fiscal year and staff created a Work Plan to accomplish the tasks. Staff recommends adoption. !Work Plan - 1 AR MEMORANDUM October 6, 2009 TO: Mayor & City Council FROM: Clay Phillips, City Manager SUBJECT: Completed 2008-2009 & Proposed 2009-2010 Work Plans The beginning of a new fiscal year brings with it the opportunity to both look back at what was accomplished in the last 12 months as well as what is planned to take place over the course of the next year. Included in this packet are two separate spreadsheets related to annual Council Goals & Objectives. The first represents the work that was expected and then delivered during the past 12 months. The second represents the Goals & Objectives Council developed at your spring ’09 retreat for which the staff has now developed supporting work plans. Each of the spreadsheets includes the following sections: - Goal - Priority - Work Plan Element - Responsibility - Projected Completion Date - Status 2008-2009 Goals, Objectives, & Work Plans The work toward the completion of the Goals & Objectives for 2008-2009 was challenging in that the goals were developed at a time when we were in the midst of the Coppell 2030 process. For this reason, all of the elements of the work were classified according to their relative relationship with the Coppell 2030 Strategies. Those strategies are: - Sense of Community - Special Place to Live - Community Wellness & Enrichment - Business Prosperity - Sustainable City Government We were also dealing with the transition in organizational leadership during this period that resulted in our not bringing closure to the previous year’s work. When first adopted, it was thought that several of the goals would continue well into the 2009-2010 timeframe that began just a few days ago. However, with very few exceptions, I am happy to report that staff was able to complete most of the Goals & Objectives and associated work elements that were due to be completed during the year. Items not complete at this time are the Kirkland House & Minyard projects, the construction of the Senior Center, completion of the traffic synchronization project, and the business retention/attraction/vacancy portion of the Economic Development Committee’s work. As you know, the Senior Center is expected to be completed early next month. We continue to wait on direction regarding certain aspects of the Kirkland House project but progress is being made. The unfinished work in the economic development area will be better served if it is included as part of the overall Comprehensive Land Use Plan and resulting decisions regarding what type of development is desired. A report due to Council at year’s end regarding our efforts related to the youth in Coppell is attached for your review consisting of information from the Park & Recreation and Library Departments. As is always the case, much of the work we do is classified as “Ongoing Efforts” as we continue to work on these particular issues year after year. Many of these same work plan elements will be carried forward again in the 2009-2010 year. Even so, each of these efforts also supports the overall mission of the City and help to accomplish the Goals & Objectives of the City Council. Given the various challenges previously mentioned and the other issues that developed due to the economic climate, we believe our staff accomplished a great deal during the 2008-2009 year. 2009-2010 Goals, Objectives, & Work Plans The Goals, Objectives, and associated work plans for 2009-2010 are included in the second spreadsheet for your review and adoption. The format of the document has been modified slightly to better distinguish between policy and management priorities. In either case, staff will be working to complete each of the work plan elements. We no longer use the term “WIP” or “Work in Progress.” You will also see the phrase “Comp Plan” associated with some of the tasks. These are tasks that staff believes will be included in, or contingent upon the outcome of, the revisions to the Comprehensive Land Use Plan. Please review this spreadsheet as we will be seeking your adoption of the document during the Regular Session. We will most likely discuss the contents of the document to some degree during the Executive Session item regarding the development of the City Manager Performance Review process for 2010. Please feel free to call me with any questions you may have regarding these documents. 09-10 Council Goal WorkplanRevised 10/07/0912345678910111213141516171819202122232425262728293031323334AB C DEFGoal Priority Work Plan Element Responsibility Projected Date StatusSpecial Place to LiveMgmt Priority Denton Tap sidewalk (SH 121 to Southwestern) Infill Eng December-09Special Place to LiveMgmt Priority Complete the design for Deforest Road (MacArthur to East) Eng December-09Special Place to LiveMgmt Priority Begin construction - Bethel Rd Phase A (Denton Tap to Penfolds) Eng December-09Sense of CommunityMgmt Priority Finalize construction on the Senior/Community Center Eng/Parks September-09 WIPSense of CommunityMgmt PriorityComprehensive Communication Plan for City - Evaluation of current methods and Plan DevelopmentCMO, IS January-10Sense of CommunityMgmt Priority New Resident Welcome Program (Communication Plan) CMO, IS January-10Business ProsperityMgmt PriorityDevelop a bona-fide business retention plan with or without the assistance from outside agenciesCMO September-09 WIPBusiness ProsperityMgmt Priority Business retention/attraction:Study, Clawback policy EDC, Council September-09 WIPBusiness ProsperityPolicy Priority Shopping Center/Business Vacancy - Eval, Policy, Incentives EDC, Council September-09 Comp PlanSustainable City GovernmentMgmt Priority City use of Xeriscape - Evaluation and Direction Parks, Grn Team January-10Community WellnessMgmt Priority Community Health & Wellness: Assessment, Strategy, Funding Parks March-10Special Place to LiveMgmt Priority ROW acqusition - Sandy Lake (Denton Tap to N. Coppell Rd) Eng March-10Community WellnessPolicy Priority Library Expansion - Evaluation, Direction & Funding Library April-10Community WellnessPolicy Priority City Arts Advisory Committee - Evalution and Direction CMO, Parks, Lib April-10Community WellnessMgmt Priority Mature Citizens - Survey, Needs Assessment and Direction Parks April-10Community WellnessMgmt Priority Parks and Recreation Master Plan development Parks April-10Community WellnessMgmt Priority Recreation Programs and Services: Evaluation, Direction, Enhancements Parks April-10Special Place to LiveMgmt Priority Provide annual update to the Infrastructure Maintenance Plan Eng April-10Sustainable City GovernmentMgmt Priority 5-Year Financial Planning effort presenting update to City Council Finance April-10Sustainable City GovernmentMgmt Priority Conduct annual review of outstanding & proposed debt Finance April-10Business ProsperityPolicy Priority "Coppell Brand" and Marketing Strategy - Evaluation & Development CMO June-10Community WellnessPolicy Priority Old Coppell Projects - Grant & Funding options (beyond façade grant) CMO June-10Special Place to LivePolicy PriorityEconomic Incentives for Neighborhood Commercial Properties - Evaluation, Direction and FundingCMO June-10Special Place to LiveMgmt PriorityComplete a comprehensive review of neighborhood integrity programs assessing their effectiveness and provide recommendations for improvement to the City CouncilFire June-10Sustainable City GovernmentMgmt Priority City Services Inventory - Use/Value Analysis, Revenue Sources CMO June-10Sustainable City GovernmentPolicy Priority Funding Sources for Infrastructure/Facilities - Eval & Direction Eng, Finance June-10Special Place to LiveMgmt PriorityExplore options available to conduct a fence condition inventory to assist the staff in neighborhood integrity code enforcement effortsFire June-10Sustainable City GovernmentMgmt Priority Performance Measures and Benchmarking of City Services All July-10Sustainable City GovernmentPolicy Priority Quality of Life - Bond Package and Election CMO July-10Community WellnessPolicy Priority Non Resident use of Parks & Facilities - Evaluation & Direction Parks September-10Community WellnessPolicy Priority Center for the Arts Facility - Evaluation and Finding CMO September-10Sense of CommunityPolicy Priority Determine use of existing Senior Center. CMO September-10Sense of CommunityMgmt Priority Plan, coordinate and execute Oak Fest in Oct 2009 Parks October-09Page 1 of 3 09-10 Council Goal WorkplanRevised 10/07/091AB C DEFGoal Priority Work Plan Element Responsibility Projected Date Status353637383940414243444546474849505152535455565758596061Special Place to LiveMgmt PriorityNeighborhood Wellness Index: Best Practices, Models Development, Implementation Plan - SummitFire September-10Special Place to LivePolicy Priority Alternative Housing Model - Definition & Attracting Developers Planning Comp PlanSpecial Place to LivePolicy Priority Comprehensive Plan for I-635/SH121 Frontage Planning Comp PlanSpecial Place to LiveMgmt Priority Housing Inventory: Assessment, Stategy & Actions Planning Comp PlanSpecial Place to LivePolicy PriorityProvide City Council with information regarding residential redevelopment to assist in determining desirability of “McMansions” and/or “empty nester” housing alternativesCMO/Planning Comp PlanSpecial Place to LivePolicy Priority Great Neighborhoods - Best Practice Evaluation and Recommendations Planning, Fire Comp PlanBusiness ProsperityPolicy Priority Targeted Businesses for Coppell - Definition & Guidelines CMO Comp PlanSpecial Place to LivePolicy Priority Redevelopment Policy (Residential/Commercial) - City Role and Toolkit Planning, Fire Comp PlanSpecial Place to LivePolicy PriorityXeriscape Regulations, Guidelines & Bldg Codes - Evaluation, Planning and FundingFire, Parks July-10Special Place to LivePolicy Priority Belt Line Revitalization Plan - Development Planning Comp PlanSense of CommunityPolicy Priority Develop policies for Use/Rental of city facilities Parks CompleteSense of CommunityPolicy Priority Events and Community Activities; City's Role & Analysis of Best Practice Parks July-10Sense of CommunityPolicy Priority Business Sponsorship Agreements for City Events - Direction & Funding Parks July-10Sense of CommunityPolicy Priority Sponsorship for Community Organizations and Events - Policy Direction Parks July-10Sense of CommunityPolicy PriorityImplement Coppell 2030 findings incorporating needed service delivery changes to meet changes in demand and expectationsCMO On Going EffortsSense of CommunityMgmt PriorityEmploy Coppell 2030 recommendations regarding how to better communicate with an increasingly diverse populationCMO On Going EffortsBusiness ProsperityMgmt Priority Commercial/Retail Redevelopment Developers - Contact & Marketing CMO On Going EffortsBusiness ProsperityMgmt Priority Hot Spot Opportunities - Direction & City Actions CMO On Going EffortsBusiness ProsperityMgmt Priority Continue to facilitate the development of the Leslie tract CMO, Planning On Going EffortsSense of CommunityMgmt Priority Public Information on Code Enforcement - Actions Fire On Going EffortsSense of CommunityMgmt Priority Community Gardens - Refinements & Enhancements Parks On Going EffortsSense of CommunityPolicy Priority Service Plan for Northlake Eng On Going EffortsSense of CommunityMgmt PriorityCity staff will continue Citizen Emergency Response Teams (CERT) and RACES by providing continuing education opportunities for existing membersFire On Going EffortsSense of CommunityMgmt PriorityCity staff will utilize HOA’s to educate the public and provide information regarding emergency incidents in the community and how neighborhoods can better prepare for emergenciesFire On Going EffortsSense of CommunityMgmt PriorityCity staff will maintain information for the City’s website designed to assist citizens in making preparations to deal with an emergency or disasterFire On Going EffortsSense of CommunityMgmt PriorityContinue, and expand where needed, public safety education classes offered through the Police and Fire Departments including Self-Defense for Women, CPR, First Aid, and othersFire, Police On Going EffortsSense of CommunityMgmt PriorityEnhance library E-branch to increase flexibility for library patrons and streamlined operations for staffLibrary On Going EffortsPage 2 of 3 09-10 Council Goal WorkplanRevised 10/07/091AB C DEFGoal Priority Work Plan Element Responsibility Projected Date Status62636465666768697071727374757677787980818283848586Sense of CommunityMgmt PriorityContinue to develop and disseminate information to the community regarding the Connect-CTY system. QuarterlyFire On Going EffortsSense of CommunityMgmt PriorityTraffic Report - Activities of the Traffic and Patrol Units regarding citations, warnings, DWI/DUI arrests and education programs regarding traffic safety. QuarterlyPolice On Going EffortsSense of CommunityMgmt PriorityCommunity Services Report - Activities of the Community Services Unit regarding educational programs, National Night Out, Women's Self Defense, Women's Self Defense for High School Seniors, Citizens Police Academy, Drug & Alcohol Education in CISD. QuarterlyPolice On Going EffortsSense of CommunityMgmt PriorityOrganized Crime Unit Report - Activities of the Organized Crime Unit (OCU) regarding narcotic and alcohol violations in the Metroplex. QuarterlyPolice On Going EffortsSense of CommunityMgmt Priority Monitor the progress of the Kolberg development CMO On Going EffortsSense of CommunityMgmt PriorityWork with Old Town interest groups to develop a clear understanding of City role and perspective on future of Old CoppellPlanning On Going EffortsSense of CommunityMgmt PriorityMaintain library programs including Volunteen, Summer Reading and Homework Center programsLibrary On Going EffortsSense of CommunityMgmt PriorityDevelop methods to use various points of contact as a means to reach out to diverse populations, particularly the Library and the Aquatics & Recreation CenterParks/Library On Going EffortsSpecial Place to LiveMgmt Priority Code Enforcement - Evaluation/Improvements - Summit Fire On Going EffortsSpecial Place to LiveMgmt Priority Complete annual street, sidewalk, alley maintenance program Eng On Going EffortsSpecial Place to LiveMgmt Priority Initiate debris removal program to lessen creek flood potential Eng On Going EffortsSpecial Place to LiveMgmt PriorityContinue communication efforts with HOA’s and other neighborhoods to ensure HOA common area responsibilities are maintained per zoning requirementsFire On Going EffortsSustainable City GovernmentMgmt Priority Continue city-wide & departmental satisfaction surveys All On Going EffortsSustainable City GovernmentMgmt Priority Continue organizational succession planning efforts CMO, HR On Going EffortsSustainable City GovernmentMgmt Priority Continue sales tax audit program Finance On Going EffortsSustainable City GovernmentMgmt Priority Evaluate various “green” & sustainability programs for implementation CMO On Going EffortsSustainable City GovernmentMgmt PriorityContinue use of Program/Policy financial impact analysis for new programs and servicesFinance On Going EffortsSustainable City GovernmentMgmt Priority Monitoring Legislative Process: Track State & Federal Legislation All On Going EffortsSustainable City GovernmentMgmt Priority Police Radio System Interoperability Police On Going EffortsMgmt Priority Work with Chamber on Identified Initiatives: CMO/Chamber June-10Business ProsperityMgmt Priority Mentoring Home-Based Businesses CMO/ChamberBusiness ProsperityMgmt Priority Retail Association - Development and City's Role CMO/ChamberBusiness ProsperityMgmt Priority Co-op for Marketing Old Town Coppell Development CMO/ChamberBusiness ProsperityMgmt Priority Home-Based Business - Study and Analysis CMO/ChamberBusiness ProsperityMgmt Priority Home-Based Business Fair CMO/ChamberPage 3 of 3 AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 17 CITY MANAGER'S REPORT A. Project Update and Future Agendas. Agenda Request Form - Revised 09/027 Document Name: %manrep AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 18 MAYOR AND COUNCIL REPORTS A. Report by Mayor Peters regarding the Metroplex Mayors’ Meeting. B. Report by Mayor Peters regarding Oak Fest to be held on October 17 from 5 p.m. to 10 p.m. at Andy Brown East. C. Report by Mayor Peters regarding National Night Out. Agenda Request Form - Revised 09/02 Document Name: %mayorreport AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 19 PUBLIC SERVICE ANNOUNCEMENTS CONCERNING ITEMS OF COMMUNITY INTEREST AND NO COUNCIL ACTION OR DELIBERATION IS PERMITTED Agenda Request Form - Revised 09/02 Document Name: %mayorreport AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 20 NECESSARY ACTION RESULTING FROM WORK SESSION Agenda Request Form - Revised 02/04 Document Name: %necessaryactionwork AGENDA REQUEST FORM DATE: October 13, 2009 ITEM #: 21 NECESSARY ACTION RESULTING FROM EXECUTIVE SESSION Agenda Request Form - Revised 09/02 Document Name: %necessaryactionexec CERTIFICATE OF AGENDA ITEM SUBMISSION Council Meeting Date: October 13, 2009 Department Submissions: Item No. 10/K was placed on the Agenda for the above-referenced City Council meeting by the Police Department. I have reviewed the Agenda Request (and any backup if applicable) and hereby submit this item to the City Council for consideration. ____________________ Police Department Item No. 10/L was placed on the Agenda for the above-referenced City Council meeting by the Parks Department. I have reviewed the Agenda Request (and any backup if applicable) and hereby submit this item to the City Council for consideration. ____________________ Parks Department Item No. 15 was placed on the Agenda for the above-referenced City Council meeting by the Fire Department. I have reviewed the Agenda Request (and any backup if applicable) and hereby submit this item to the City Council for consideration. ____________________ Fire Department Item Nos. 10/F, 10/G, 10/H, 10/I and 10/J were placed on the Agenda for the above-referenced City Council meeting by the Engineering Department. I have reviewed the Agenda Requests (and any backup if applicable) and hereby submit these items to the City Council for consideration. ____________________ Engineering Department Item Nos. 10/M, 10/N and 10/O were placed on the Agenda for the above-referenced City Council meeting by the Human Resources Department. I have reviewed the Agenda Requests (and any backup if applicable) and hereby submit these items to the City Council for consideration. ____________________ Human Resources Department Item Nos. 10/P, 10/Q, 10/R, 11, 12, 13 and 14 were placed on the Agenda for the above-referenced City Council meeting by the Planning Department. I have reviewed the Agenda Requests (and any backup if applicable) and hereby submit these items to the City Council for consideration. ____________________ Planning Department Financial Review: I certify that I have reviewed all the items submitted for consideration on the Agenda for the above-referenced City Council Meeting and have inserted any financial comments where appropriate. ____________________ Finance Department City Manager Review: I certify that I have reviewed the complete Agenda and Packet for the above-referenced City Council Meeting and hereby submit the same to the City Council for consideration. ____________________ City Manager (or Deputy City Manager)