The URL can be used to link to this page

CP 2016-06-14City Council City of Coppell, Texas Meeting Agenda 255 Parkway Boulevard Coppell, Texas 75019-9478 Council Chambers5:30 PMTuesday, June 14, 2016 KAREN HUNT GARY RODEN Mayor Place 4 CLIFF LONG NANCY YINGLING Place 1 Place 5 BRIANNA HINOJOSA-FLORES MARVIN FRANKLIN Place 2 Place 6 WES MAYS MARK HILL Mayor Pro Tem Place 7 CLAY PHILLIPS City Manager Notice is hereby given that the City Council of the City of Coppell, Texas will meet in Regular Called Session 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: 1. Call to Order 2.Executive Session (Closed to the Public) 1st Floor Conference Room Section 551.072, Texas Government Code - Deliberation regarding Real Property. A.Discussion regarding real property west of S. Coppell Road and south of Bethel Road. Section 551.087, Texas Government Code - Economic Development Negotiations. Page 1 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda B.Discussion regarding economic development prospects north of Hackberry Road and east of S. Belt Line Road. 3. Work Session (Open to the Public) 1st Floor Conference Room A. Discussion regarding Library technology. B. Presentation and discussion regarding the comprehensive Parks and Recreation Department Master Plan. C. Discussion of Agenda Items. Staff Memo - Bibliotheca Contract.pdf Parks and Recreation Master Plan.pdf Attachments: Regular Session 4. Invocation 7:30 p.m. 5. Pledge of Allegiance 6. Citizens’ Appearance 7. Consent Agenda A.Consider approval of the minutes: May 24, 2016. Minutes.pdfAttachments: B.Consider approval of an amendment to the City of Coppell Code of Ordinances, Chapter 6, Article 6-17, by repealing Article 6-17, “Horse-drawn Carriages” in its entirety, and replacing with a new Article 6-17, “Horse-drawn Carriages” establishing definitions, regulations pertaining to the operation and application procedures; and authorizing the Mayor to sign. Memo.pdf Ordinance.pdf Attachments: C.Consider approval of an Ordinance for CASE NO. PD-242R-HC, ALOFT & Holiday Inn Hotels, a zoning change from PD-242-HC (Planned Development-242-Highway Commercial), to PD-242R-HC (Planned Development-242 Revised-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 9.08 acres of property and attach a Detail Site Plan on 4.86 acres to allow two hotels to be located south of Northpoint Drive, east of S.H. 121 and authorizing the Mayor to sign. Page 2 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda Cover Memo.pdf Ordinance.pdf Exhibit B - Concept Site Plan.pdf Exhibit C - Detail Site Plan.pdf Exhibit D - Landscape Plan (2 pages).pdf Exhibit E - Tree Mitigation Plan.pdf Exhibit F- North Hotel First Floor and Typical Upper Floor Plans.pdf Exhibit G- South Hotel Fisrt Floor Plan and Typical Upper Floor Plan.pdf Exhibit H- North Hotel Elevations and Rendering .pdf Exhibit I -South Hotel Elevations and Rendering.pdf Attachments: D.Consider approval of an Ordinance for CASE NO. PD-208R3-LI, Coppell Trade Center, Lot 1R3, Block 1, a zoning change from PD-208R2-LI (Planned Development-208 Revision 2-Light Industrial) to PD-208R3-LI (Planned Development-208 Revision 3-Light Industrial), to amend the Site and Landscaping Plans to adjust parking requirements, add striping within the truck court areas and extend a private drive (fire lane & access easement) to Freeport Parkway, on 40.32 acres of property located at the northwest corner of Sandy Lake Road and Freeport Parkway and authorizing the Mayor to sign. Cover Memo.pdf Ordinance.pdf Exhibit A - Legal Description.pdf Exhibit B - Site Plan.pdf Exhibit C - Landscape Plan.pdf Exhibit D - Tree Survey.pdf Exhibit E - Sight Line Analysis.pdf Attachments: E.Consider approval of entering into an agreement to purchase right of way and construct an additional lane along Town Center Drive not to exceed $75,000.00; and authorizing the City Manager to sign any necessary documents. Town Center Drive Memo.pdf Town Center Drive Exhibit.pdf Town Center Drive Development Agreement.pdf Attachments: F.Consider approval of an Ordinance for CASE NO. PD-282-C, Sonic, a zoning change from S-1077R2-C (Special Use Permit-1077 Revision 2-Commercial) to PD-282-C (Planned Development-282-Commercial), to allow demolition of the existing drive-up restaurant and construction of a new 1,600-square-foot a drive-up and drive-thru Sonic with an approximately 800-square-foot patio area on 0.85 acres of property located at 201 N. Denton Tap Road and authorizing the Mayor to sign. Page 3 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda Cover Memo.pdf Ordinance.pdf Exhibit A - Legal Description.pdf Exhibit B - Site Plan .pdf Exhibit C - Landscape Plan .pdf Exhibit D - Elevations (2 pages) .pdf Attachments: G.Consider approval of change order #1 to Tree Systems Inc. in the amount of $7,120.00; provided by the Drainage Utility District funds; and authorizing the City Manager to sign any necessary documents. Tree Systems Change Order 1 Memo.pdf Tree Systems Contract.pdf Tree Systems Change Order 1.pdf Attachments: H.Consider approval of a Resolution granting a 30-foot wastewater easement and a 50-foot temporary construction easement on the North Lake property to the City of Dallas; and authorizing the Mayor to sign any necessary documents. Utility Easement Dedication Memo.pdf Utility Easement Exhibit.PDF Utility Easement Resolution.pdf Easement Exhibits.pdf Original Easement Document.pdf Attachments: I.Consider approval of change order #2 for the Street & Alley Repair Contract to F&F Concrete in the amount of $225,579.29; provided by ¼ cent sales tax fund; and authorizing the City Manager to sign any necessary documents. F&F CO 2 Memo.pdf F&F Proposal.pdf F&F Change Order 2.pdf Attachments: J.Consider approval of award of a bid and enter into a contract with Sports Fields Solutions, for the replacement of the storm damaged outfield fences on baseball fields #2 and #3 at Wagon Wheel Park, in the amount of $63,928.00, utilizing BuyBoard Contract #447-14; and authorizing the City Manager to sign the necessary documents. Memo.pdf Proposal.pdf Professional Services Agrmnt.pdf Buy Board Contract #447-14.pdf Attachments: End of Consent Agenda Page 4 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda 8.PUBLIC HEARING: Consider approval of CASE NO. PD-221R9-HC, TRU Hotel, a zoning change request from PD-221R4-HC (Planned Development-221 Revision 4-Highway Commercial) to PD-221R9-HC (Planned Development-221 Revision 9-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 8.21 acres and attach a Detail Site Plan on approximately 2.7 acres to allow a five-story 127-guest-room hotel to be located on the east side of Point West Blvd, south of Dividend Drive. Cover Memo.pdf Staff Report.pdf TRU Article from Hotel News.pdf Sign Package.pdf Concept Plan.pdf Detail Site Plan.pdf Landscape Plan.pdf First Floor Plan.pdf Typical 2nd-5th Floor Plan.pdf Elevations 1 of 2.pdf Elevations 2 of 2.pdf Attachments: 9.PUBLIC HEARING: Consider approval of CASE NO. PD-240R4R-HC, North Gateway Center, a zoning change request from PD-240R4-HC (Planned Development-240 Revision 4-Highway Commercial) to PD-240R4R-HC (Planned Development-240 Revision 4 Revised-Highway Commercial), to revise the Concept Plan for a four-lot commercial development on 6.13 acres of property located north of S.H. 121, approximately 270 feet west of N. Denton Tap Road. Cover Memo.pdf Staff Report.pdf Concept Site Plan.pdf Concept Landscape Plan.pdf Tree Survey.pdf Conceptual Elevations.pdf Attachments: 10.PUBLIC HEARING: Consider approval of the reanalysis of the areas designated as Mixed Use-Neighborhood Center and Mixed Use-Community Center on the Future Land Use Plan of the Coppell 2030 Comprehensive Master Plan. Cover Memo.pdf Staff Report .pdf Land Use Analysis Study (23 Pages) for CC .pdf Attachments: Page 5 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda 11.Consider approval of an Ordinance for CASE NO. PD-260R-R, Trinity River Kayak Company, a zoning change from PD-260-R (Planned Development-260-Retail) to PD-260R-R (Planned Development-260 Revised-Retail), to amend the allowed uses and signage on 1.5 acres of property located at 1601 E. Sandy Lake Road and authorizing the Mayor to sign. Cover Memo.pdf Ordinance.pdf Exhibit A - Legal Description.pdf Exhibit B- Signage Plan .pdf Exhibit C - Rear Elevation .pdf Attachments: 12.Consider approval of change order #5 to the Coppell Road and Bethel Road reconstruction project in the amount of $210,625.04 with Tiseo Paving, Inc.; and authorizing the City Manager to sign any necessary documents. Coppell Bethel CO 5 Memo.pdf Coppell Bethel CO 5 Exhibit.pdf Coppell Bethel CO 5.pdf Attachments: 13.PUBLIC HEARING: Consider approval of an Ordinance designating Varidesk, LLC, Reinvestment Zone No. 104 pursuant to Section 312.201 of the Property Redevelopment and Tax Abatement Act, and authorizing the Mayor to sign. Varidesk PH and Ordinance Memo.pdf Varidesk - Public Hearing Notice.pdf Varidesk - Ordinance.pdf Attachments: 14.Consider approval of a Resolution approving a Tax Abatement Agreement between the City of Coppell and Varidesk, LLC, and authorizing the Mayor to sign. Varidesk Resolution Memo.pdf Varidesk - Resolution.pdf Varidesk - Tax Abatement Agreement.pdf Attachments: 15.Consider approval of two Economic Development Agreements by and between the City of Coppell and Amazon.com.kydc LLC, and authorizing the Mayor to sign. Amazon - Economic Development Agreements Memo.pdf Amazon - Economic Development Agreement - BPP.pdf Amazon Chapter 380 - Sales Tax.pdf Attachments: 16. City Manager Reports - Project Updates and Future Agendas Page 6 City of Coppell, Texas Printed on 6/10/2016 June 14, 2016City Council Meeting Agenda 17.Council Committee Reports concerning items of community involvement with no Council action or deliberation permitted. A. North Texas Council of Governments - Mays B. North Texas Commission - Franklin/Yingling C. Historical Society - Long 18.Public Service Announcements concerning items of community interest with no Council action or deliberation permitted. 19. Necessary Action from Executive Session Adjournment __________________________________ Karen Selbo Hunt, 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 ______th day of ____________, 20_____, at _____________. ________________________________________ Jean Dwinnell, Deputy City Secretary PUBLIC NOTICE - STATEMENT FOR ADA COMPLIANCE AND OPEN CARRY LEGISLATION 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 makes 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). Pursuant to Section 30.06, Penal Code (trespass by license holder with a concealed handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a concealed handgun. Pursuant to Section 30.07, Penal Code (trespass by license holder with an openly carried handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a handgun that is carried openly. Page 7 City of Coppell, Texas Printed on 6/10/2016 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2840 File ID: Type: Status: 2016-2840 Agenda Item Executive Session 1Version: Reference: In Control: City Council 06/07/2016File Created: 06/14/2016Final Action: Exec Session - Real PropertyFile Name: Title: Discussion regarding real property west of S. Coppell Road and south of Bethel Road. Notes: Agenda Date: 06/14/2016 Agenda Number: A. Sponsors: Enactment Date: Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 06/14/2016City Council Discussed under Executive Session. Action Text: Text of Legislative File 2016-2840 Title Discussion regarding real property west of S. Coppell Road and south of Bethel Road. Summary Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: [Enter Staff Recommendation Here] Goal Icon: Sustainable City Government Business Prosperity Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2840) Community Wellness and Enrichment Sense of Community Special Place to Live Page 2City of Coppell, Texas Printed on 6/26/2017 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2825 File ID: Type: Status: 2016-2825 Agenda Item Executive Session 1Version: Reference: In Control: Administration 06/03/2016File Created: 06/14/2016Final Action: exec sess- eco dev n. of hackberry, e. of belt lineFile Name: Title: Discussion regarding economic development prospects north of Hackberry Road and east of S. Belt Line Road. Notes: Agenda Date: 06/14/2016 Agenda Number: B. Sponsors: Enactment Date: Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 06/14/2016City Council Discussed under Executive Session. Action Text: Text of Legislative File 2016-2825 Title Discussion regarding economic development prospects north of Hackberry Road and east of S. Belt Line Road. Summary Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2825) [Enter Staff Recommendation Here] Goal Icon: Business Prosperity Page 2City of Coppell, Texas Printed on 6/26/2017 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2829 File ID: Type: Status: 2016-2829 Agenda Item Work Session 1Version: Reference: In Control: Parks and Recreation 06/06/2016File Created: 06/14/2016Final Action: Work SessionFile Name: Title: A.Discussion regarding Library technology. B.Presentation and discussion regarding the comprehensive Parks and Recreation Department Master Plan. C.Discussion of Agenda Items. Notes: Agenda Date: 06/14/2016 Agenda Number: Sponsors: Enactment Date: Staff Memo - Bibliotheca Contract.pdf, Parks and Recreation Master Plan.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 06/14/2016City Council Presented in Work Session. Action Text: Text of Legislative File 2016-2829 Title A.Discussion regarding Library technology. B.Presentation and discussion regarding the comprehensive Parks and Recreation Department Master Plan. C.Discussion of Agenda Items. Summary Fiscal Impact: Staff Recommendation: Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2829) Goal Icon: Sustainable City Government Business Prosperity Community Wellness and Enrichment Sense of Community Special Place to Live Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Vicki Chiavetta, Director of Library Services Date: June 10, 2016 Reference: Discussion regarding Library Technology. 2030: Sustainable City Government: Excellent City Services with High Level of Customer Satisfaction Community Wellness and Enrichment: Community Gathering Places, Community Education Programs and Support of Top Quality Schools Introduction: An Automated Materials Handling (AMH) and Radio Frequency Identification (RFID) system has been part of the library’s Five Year Plan since FY12/13 and was included in the technology fund as part of the overall project budget for the expansion of the library. Following a Request for Proposal process, the library evaluated the respondents and recommends Bibliotheca, LLC as the vendor whose product will meet the needs of the library. Analysis: In 2010 the library began researching technology designed to increase efficiencies in collection management workflow as circulation continued to increase while staffing levels remained the same. RFID and AMH systems were beginning to be utilized by libraries to achieve improvements in reducing the time it takes to check materials in and out, increasing accuracy of check in, sorting items to speed their return to the shelves, and enhancing inventory management. At the time, this technology was still very expensive and was only gradually being adopted by libraries. A cost estimate at that time for the Coppell Library was over $450,000. In addition, the library facility did not have the optimal space requirements for the equipment necessary for AMH. In 2012, the library conducted a strategic plan process that resulted in several goals related to technology, including RFID. These goals are:  Evaluate and implement emerging technologies for patrons and staff 2  Build and maintain technology infrastructure to provide quality library services including an RFID inventory management system  Flexibility throughout the facility In FY12/13, the library included RFID in the Five Year Plan in conjunction with an expansion of the library. By this time, more libraries were beginning in install RFID/AMH systems to improve workflows and the cost of the systems was gradually becoming more affordable with a higher return on investment. In 2014, when planning for the library expansion project began, staff surveyed area libraries to determine who was using RFID/AMH and learn about the pros and cons of this technology. Costs had come down significantly by then, making the inclusion of RFID in the project more economically viable. As a result, the library was designed to include the space needed to implement an RFID/AMH system. This technology provides the library and the community with the ability to check in materials from the drive up book return, activate security, and sort items, ultimately reducing the time it takes to return books to the shelves. RFID self-check machines benefit patrons by speeding up check out, reducing long lines during peak business hours, and protecting privacy during checkout. Staff workload reductions include processing more items in a shorter period of time with less handling, accurate multi-item self-check circulation in the patron's preferred language, book returns that automatically check-in items and remove them from patron accounts within seconds, and automatic sorting that distributes material to multiple bins in a fine sort for re-shelving and shorter “return to shelf" periods. Circulation staff can be re-deployed to the public floor to provide direct customer service to patrons. Utilizing this technology also builds capacity for future growth in circulation for years to come by stabilizing staffing needs. Legal Review: Agenda item was reviewed by Bob Hager on June 8, 2016. Fiscal Impact: The Radio Frequency Identification/Automated Materials Handling system is included in a technology fund of $225,000, which is part of the overall expansion project budget. Funds will be provided by the ½% CRDC Sales Tax and the General Fund designated Fund Balance. Beginning in 2018, ongoing annual maintenance costs will be approximately $18,990. 1 MEMORANDUM To: Mayor and City Council From: Brad Reid, Director of Parks and Recreation Date: June 14, 2016 Reference: Presentation and discussion regarding the comprehensive Parks and Recreation Department Master Plan 2030: Sustainable City Government Strategy: Excellent and Well-Maintained Infrastructure and Facilities. Introduction: The primary purpose of the Parks and Recreation Master Plan is to create a clear set of goals, policies and objectives that will provide direction to City staff, the Parks and Recreation Advisory Board and the City Council for development and enhancement of the City’s park system, open space, trails, recreation facilities and recreation programs for the short term (2017), the mid -term (2020) and the long term (2025). The National Park and Recreation Association (NRPA) recommends updating master plans every five to seven years as a standard for incorporating current and future trends into parks, facilities and programs. La Terra Studio was awarded the Parks and Recreation Master Plan on March 22, 2016. Analysis: Some of the notable components and milestone dates of the La Terra plan process are: 1. Includes all of the standard master plan statistics/data (i.e. timeline, base maps, GIS data, surveys, existing reports, related planning studies, socio-economic data, demographics, and growth patterns, etc.). 2. Produces an inventory of areas, programs and facilities including physical conditions, features, opportunities and constraints. 3. Determines needs assessment and identification through a demand-based approach, a standard-based approach and a resource-based approach. 4. Conceptualizes an overall Parks and Recreation vision for Coppell through public participation by branding the project, utilizing all public contact options, conducting public opinion surveys and collecting and disseminating information through open public forums. 2 5. Creates a priority of needs for indoor and outdoor activities, area and/or facility specific. 6. Identifies specific areas intended for open space acquisition and preservation. 7. Reviews and documents sports field trends and establishes a methodology to evaluate non- city sponsored youth, adult, and community sports activities. 8. Milestone Dates: • Kick off meeting: April 15, 2016 • Initial Facility Tour April 21, 2016 • Inventory Begins: April 18th, 2016 • Parks Board Meeting June 6th, 2016 • City Council Workshop June 14th, 2016 • Sports Organizations Meeting June 14th, 2016 • Programing Workshop June 14th-15th 2016 • Public Meeting #1: July 7th, 2016 • Draft Master Plan: March 15th, 2017 • Final Master Plan: April 10h, 2017 Legal Review: No legal review needed Fiscal Impact: There will be no fiscal impact of this Agenda item. Recommendation: This item is informational only and no action is requested Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2830 File ID: Type: Status: 2016-2830 Agenda Item Passed 1Version: Reference: In Control: City Secretary 06/06/2016File Created: Final Action: Minutes Minutes File Name: Title: Consider approval of the minutes: May 24, 2016. Notes: Agenda Date: 06/14/2016 Agenda Number: A. Sponsors: Enactment Date: Minutes.pdfAttachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Text of Legislative File 2016-2830 Title Consider approval of the minutes: May 24, 2016. Summary Fiscal Impact: Staff Recommendation: Approval recommended. Goal Icon: Sustainable City Government Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2830) Business Prosperity Community Wellness and Enrichment Sense of Community Special Place to Live Page 2City of Coppell, Texas Printed on 6/26/2017 255 Parkway Boulevard Coppell, Texas 75019-9478City of Coppell, Texas Minutes City Council 5:30 PM Council ChambersTuesday, May 24, 2016 KAREN HUNT GARY RODEN Mayor Mayor Pro Tem CLIFF LONG NANCY YINGLING Place 1 Place 5 BRIANNA HINOJOSA-FLORES MARVIN FRANKLIN Place 2 Place 6 WES MAYS MARK HILL Place 3 Place 7 CLAY PHILLIPS City Manager Also present were City Manager Clay Phillips, Deputy City Managers Mario Canizares and Mike Land, City Secretary Christel Pettinos and City Attorney Robert Hager. The City Council of the City of Coppell met in Regular Called Session on Tuesday, May 24, 2016, at 5:30 p.m. in the City Council Chambers of Town Center, 255 Parkway Boulevard, Coppell, Texas. Call to Order1. Mayor Hunt called the meeting to order, determined that a quorum was present and convened into Executive Session at 5:41 p.m. Karen Hunt;Cliff Long;Brianna Hinojosa-Flores;Wes Mays;Gary Roden;Marvin Franklin;Mark Hill and Nancy Yingling Present 8 - Executive Session (Closed to the Public) 1st Floor Conference Room2. Section 551.072, Texas Government Code - Deliberation regarding Real Property. A.Discussion regarding the deliberation of purchase, sale and/or exchange of real property along portions south of east Belt Line Road and west of south Belt Line Road within the City of Coppell. Discussed under Executive Session Page 1City of Coppell, Texas May 24, 2016City Council Minutes Section 551.087, Texas Government Code - Economic Development Negotiations. B.Discussion regarding economic development prospects south of Dividiend Drive and west of south Belt Line Road. Discussed under Executive Session Section 551.071, Texas Government Code - Consultation with City Attorney. C.To seek legal advice from the City Attorney regarding Sales Tax Abatements and Economic Development Agreements. Discussed under Executive Session Work Session (Open to the Public) 1st Floor Conference Room3. Mayor Hunt adjourned the Executive Session at 7:10 p.m. and convened into Work Session. A.Discussion regarding Mayor Pro Tem appointment. B.Discussion regarding the Intent to Issue/Reimbursement Resolution. C.Discussion regarding Citizen Survey. D.Discussion related to the July 2017 fireworks event at Andrew Brown Park. E.Presentation regarding best practices for City Special Events. F.Discussion of agenda items. Presented in Work Session Regular Session Mayor Hunt adjourned the Work Session and convened into the Regular Session at 7:39 p.m. Invocation 7:30 p.m.4. Reverend Bill Eason, Associate Pastor with First United Methodist Church, gave the Invocation. Pledge of Allegiance5. Mayor Hunt and the City Council led those present in the Pledge of Allegiance. 6.Consider approval of a proclamation naming May 24, 2016, as “Sharon Logan Appreciation Day,” and authorizing the Mayor to sign. Mayor Hunt read the proclamation into the record and presented the same to Sharon Logan, Public Information Officer. A motion was made by Councilmember Brianna Hinojosa-Flores, seconded by Mayor Pro Tem Gary Roden, that this Agenda Item be approved. The motion passed by an Page 2City of Coppell, Texas May 24, 2016City Council Minutes unanimous vote. 7.Presentation by Ray Turco regarding Citizen Survey. Ray Turco, with Raymond Turco and Associates, made a presentation to the City Council and reviewed the 2016 Citizen Attitude survey results. Citizens’ Appearance8. Mayor Hunt asked for those who signed up to speak: Amit Sangani, 739 Chateau Dr., spoke in opposition to the Planning Commission's recommendation of using extra funds to hire a consultant to analyze the need for the three remaining districts. 9.Consider approval of the minutes: May 10, 2016. A motion was made by Councilmember Wes Mays, seconded by Councilmember Brianna Hinojosa-Flores, that this Agenda Item be approved. The motion passed by an unanimous vote. 10.Consider adoption of a Resolution directing publication of notice of intention to issue Certificates of Obligation in the amount of $11,800,000, in order to construct and improve Freeport Parkway, design Belt Line Road, construct and install water drainage improvements on City-owned land, pay issuance costs and resolving other matters relating to the subject; and authorizing the Mayor to sign. Presentation: Jennifer Miller, Director of Finance, made a presentation to Council and was available for questions. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, that this Agenda Item be approved. The motion passed by an unanimous vote. Enactment No: RE 2016-0524.1 11.Consider approval of a Resolution expressing official intent to reimburse expenses associated with constructing and improving streets and roads including related drainage, signalization, landscaping, lighting, utility relocation and replacement, bridges and signage, and acquisition of land and interests in land for such projects; and for constructing and installing storm water drainage improvements, and acquisition of land and interests in land for such projects, prior to the issuance of bonds, and authorizing the Mayor to sign. Presentation: Jennifer Miller, Director of Finance, made a presentation to Council and was available for questions. A motion was made by Councilmember Wes Mays, seconded by Councilmember Mark Hill, that this Agenda Item be approved. The motion Page 3City of Coppell, Texas May 24, 2016City Council Minutes passed by an unanimous vote. Enactment No: RE 2016-0524.2 12.Consider approval of a contract with Online Business Systems (OBS) for professional services related to the Enterprise Resource Planning (ERP) Replacement Discovery project in an amount not to exceed $442,680; and authorizing the City Manager to sign any necessary documents. Presentation: Jennifer Miller, Director of Finance, made a presentation to Council. A motion was made by Councilmember Nancy Yingling, seconded by Councilmember Cliff Long, that this Agenda Item be approved. The motion passed by an unanimous vote. 13.Consider approval to award a bid to Metron-Farnier for the purchase of water meters in the amount of $500,000.00; and issuing a purchase order; as budgeted; and authorizing the City Manager to sign any necessary documents. Presentation: Mike Garza, Assistant Director of Engineering, made a presentation to Council and was available for questions. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Wes Mays, that this Agenda Item be approved. The motion passed by an unanimous vote. 14.Consider approval to enter into a design contract with JQ Infrastructure, LLC., in the amount of $71,890.00; as budgeted in the ¼ cent sales tax fund; for paving and utility reconstruction for a portion of Town Center Boulevard (from the Town Center Shopping Center to north of the intersection of Town Center Drive); and authorizing the City Manager to sign all necessary documents. Presentation: Jamie Brierton, CIP Coordinator, made a presentation to Council and was available for questions. A motion was made by Councilmember Brianna Hinojosa-Flores, seconded by Councilmember Nancy Yingling, that this Agenda Item be approved. The motion passed by an unanimous vote. 15.Consider award of bid and of entering into a contract with RKM Utility Services for the reconstruction of Burns Street; in the total amount of $944,135.00; and an incentive of $45,000.00; for a total of $989,135.00; as budgeted in the ¼ cent sales tax fund; and authorizing the City Manager to sign any necessary documents. Presentation: Jamie Brierton, CIP Coordinator, made a presentation to Council and was available for questions. A motion was made by Councilmember Cliff Long, seconded by Councilmember Marvin Franklin, that this Agenda Item be approved. The Page 4City of Coppell, Texas May 24, 2016City Council Minutes motion passed by an unanimous vote. 16.Consider award of bid and entering into a contract with Advance Contracting Group for the construction of various alleyways throughout the City; in the total amount of $795,864.00; as budgeted in the ¼ cent sales tax fund; and authorizing the City Manager to sign any necessary documents. Presentation: Jamie Brierton, CIP Coordinator, made a presentation to Council and was available for questions. A motion was made by Councilmember Mark Hill, seconded by Councilmember Cliff Long, that this Agenda Item be approved. The motion passed by an unanimous vote. 17.Consider appointment of Mayor Pro Tem as required by Section 3.05 of the Home Rule Charter. A motion was made by Mayor Pro Tem Gary Roden, seconded by Councilmember Cliff Long, to nominate Councilmember Wes Mays as the next Mayor Pro Tem. The motion passed by an unanimous vote. City Manager Reports - Project Updates and Future Agendas18. City Manager Clay Phillips introduced April Reiling, the new Public Information Officer. Mr. Phillips also reported on Coppell's infrastructure. Thanks to past and present City Council, Coppell has been fortunate to have the resources available to maintain existing infrastructure. Finally, the 5th Tuesday Work Session has been rescheduled to June 28th. Discussion will include: the performing arts center and subcommittee and the Parkway Boulevard design. Council Committee Reports concerning items of community involvement with no Council action or deliberation permitted. 19. A.North Texas Council of Governments - Mays B.North Texas Commission - Franklin/Yingling C.Historical Society - Long A) Councilmember Gary Roden reported on the Dallas Regional Mobility Coalition. Mayor Hunt stepped down as an Executive Committee Member and Treasurer. Guest speaker Glenn Hager, Texas Comptroller, spoke about projected revenues and local taxation issues, and what to expect in the next legislative session. Vick Vandergriff, Commissioner for TXDOT, also spoke about the need for increased funding for transportation. B) Councilmember Hill updated the Council on Metrocrest Community Clinic. A free eye clinic was held in March and will be offered again in July. MCC has partnered with UT Southwestern Medical Center to add a 24-hour nurse line. With Christian Community Action closing their clinic, MCC has agreed to see 25% of its patients. C) Councilmember Hill also reported on Metrocrest Services. Sack Summer Hunger for Kids has begun and feeds 200 kids in Coppell. Just $54 will feed a child a kid-friendly meal for the entire summer. If you are interested in Page 5City of Coppell, Texas May 24, 2016City Council Minutes volunteering or donating, please see their website. Also, Frost Bank is partnering with Metrocrest Services to offer free checking accounts for the first $100 saved. The North Texas Food Bank offered a grant to Metrocrest Services to stock and update the Food Pantry. With a 37% increase in requests (186 families/446 individuals served), this will aid with overall food distribution. Finally, SPAN reported a 16% increase in ridership in the 3rd quarter. Public Service Announcements concerning items of community interest with no Council action or deliberation permitted. 20. Councilmember Nancy Yingling announced that she and Deputy City Manager Mario Canizares graduated from Leadership North Texas Class 7 on May 20th. Applications are being accepted for Class 8 through June 17th. Also, the first Chamber of Commerce Health and Fitness Fair will be held at The CORE on June 1st from 4p.m. - 7p.m. Necessary Action from Executive Session21. Nothing to report. Adjournment There being no further business before the City Council, the meeting was adjourned. ________________________ Karen Selbo Hunt, Mayor ATTEST: ______________________________ Christel Pettinos, City Secretary Page 6City of Coppell, Texas Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2779 File ID: Type: Status: 2016-2779 Agenda Item Passed 1Version: Reference: In Control: Parks and Recreation 05/03/2016File Created: 06/14/2016Final Action: Special Events OrdinanceFile Name: Title: Consider approval of an amendment to the City of Coppell Code of Ordinances, Chapter 6, Article 6-17, by repealing Article 6-17, “Horse-drawn Carriages” in its entirety, and replacing with a new Article 6-17, “Horse-drawn Carriages” establishing definitions, regulations pertaining to the operation and application procedures; and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: B. Sponsors: Enactment Date: 06/14/2016 Memo.pdf, Ordinance.pdfAttachments: Enactment Number: 2016-1439 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassAdopted As Amended 06/14/2016City Council A motion was made by Councilmember Nancy Yingling, seconded by Councilmember Mark Hill, that this Agenda Item be approved with an amendment to Section 6-17-5, Paragraph L, Provision J, regarding the hours of operation on city streets Monday thorugh Friday being changed from 6:00 p.m. to 6:30 p.m. The motion passed by a unanimous vote. Action Text: Text of Legislative File 2016-2779 Title Consider approval of an amendment to the City of Coppell Code of Ordinances, Chapter 6, Article 6-17, by repealing Article 6-17, “Horse-drawn Carriages” in its entirety, and replacing with a new Article 6-17, “Horse-drawn Carriages” establishing definitions, regulations pertaining to the operation and application procedures; and authorizing the Mayor to sign. Summary Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2779) Fiscal Impact: No fiscal impact will result from this item. Staff Recommendation: The Parks and Recreation Department recommends approval of this Ordinance. Goal Icon: Sense of Community Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Brad Reid, Director of Parks and Recreation Date: June 14, 2016 Reference: Consider approval of an amendment to the City of Coppell Code of Ordinances, Chapter 6, Article 6-17, by repealing Article 6-17, “Horse-drawn Carriages” in its entirety, and replacing with a new Article 6-17, “Horse-drawn Carriages” establishing definitions, regulations pertaining to the operation and application procedures; and authorizing the Mayor to sign. 2030: Successful Community Events and Festivals Introduction: With the past operation of horse-drawn carriages and vehicles, particularly in Old Town, the need arose for the horse-drawn carriages Ordinance to be amended and expanded so that the City can continue to ensure their safe operation. The Special Event Review Committee (SERC) comprised of City staff from each Department, reviewed the current Ordinance and provided recommendations on amendments to the Ordinance. Analysis: The Parks and Recreation Department recommends the amendment of permitting and operation of horse-drawn carriages and vehicles to Chapter 6, Article 6-17, Horse-Drawn Carriages. This amendment includes a process for prospective horse-drawn carriages or vehicles to apply for and obtain permits to ensure their safe operation through the Parks and Recreation Department, as well as proof of liability insurance, carriage inspection, safety lighting, waste containment plans, proposed route and staging area, and hours and times of operation. Legal Review: The Ordinance revision was prepared by Bob Hager. 2 Fiscal Impact: No fiscal impact will result from this item. Recommendation: The Parks and Recreation Department recommends approval of this Ordinance. 1 TM 76935 ORDINANCE NO. __________________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, AMENDING CHAPTER 6, ARTICLE 6-17 OF THE CODE OF ORDINANCES OF THE CITY OF COPPELL BY REPEALING THE ARTICLE 6-17 HORSE-DRAWN CARRIAGES, IN ITS ENTIRETY AND REPLACING WITH A NEW ARTICLE 6-17 HORSE-DRAWN CARRIAGES, ESTABLISHING DEFINITIONS, REGULATIONS PERTAINING TO THE OPERATION, AND APPLICATION PROCEDURES FOR HORSE DRAWN CARRIAGES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A REPEALING CLAUSE; AND PROVIDING AN EFFECTIVE DATE WHEREAS, the City of Coppell is current in operation of horse-drawn carriages; and WHEREAS, the current regulations are insufficient, and WHEREAS, the City desires to adopt new rules and regulations concerning the operation of horse-drawn carriages; and WHEREAS, the City of Coppell desires to amend Chapter 6, Article 6-17 by repealing Article 6-17, Horse-Drawn Carriages in its entirety and replacing by a new Article 6-17. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS SECTION 1. That the Chapter 6, Article 6-17 of the Code of Ordinances of the City of Coppell, Texas be repealed in its entirety and replaced by a new Chapter 6, Article 6-17 which shall hereinafter read as follows: “Chapter 6 BUSINESS REGULATIONS ….. Article 6-17. Horse-Drawn Carriages Sec. 6-17-1 Definitions The following definitions shall apply to this Article: 2 TM 76935 Horse-Drawn Carriage is a wheel vehicle, trailer, wagon, carriage, buggy or any other such vehicle, drawn or powered by domestic horse or equine animal. Sec. 6-17-01. Application A. A person must submit an application and provide on a form for that purpose, for the safe operation of a horse-drawn carriage or vehicle. The applicant shall be a person or legal entity that owns, controls, or operates such vehicle. An application shall contain the applicant name, business type, number of horses to be used, number of carriages, proof of liability insurance, safety lighting, proposed sanitary plans, proposed route(s) and map thereof, identify staging area, the hours and times of proposed operation and other requirement under this article. B. The city shall issue a permit for use of a horse-drawn carriage upon satisfactory proof that the use and route does not pose a public safety hazard and such operation will not endanger the health, safety and welfare of the community. C. License Required. No horse-drawn carriage shall be allowed to operate on any public street, alley or right-of-way or on public property within the City of Coppell unless it is currently licensed by the City of Coppell in accordance with this article. D. Expiration. All horse-drawn carriage licenses expire on December 31st of the year in which they are issued. E. Renewal. All applications for renewal of a horse-drawn carriage license must be completed and fees paid pursuant to this article, but in no case later than the expiration of the license. F. Applications and Renewal. All horse-drawn carriage license applications and renewals of licenses shall be made in writing, signed and sworn to by the applicant, or if the applicant is a corporation, by an officer of the corporation. G. Local Operations. All licensees must maintain a telephone or contact staffed by the licensee or a person authorized to act on behalf of the licensee between the hours of 9:00am and 5:00pm on weekdays and at all other times the licensee’s carriages are in operation on the public streets, alleys and rights-of way within the City of Coppell. Each such licensee shall maintain an emergency telephone number 3 TM 76935 by which the City may reach a licensee or his agent, when a place of business is not staffed, within sixty minutes on a twenty-four-hour basis. H. Horse License. Each horse-drawn carriage license application or renewal of license application must be accompanied by certification that the applicant has at least one horse. I. Corporate Owner Requirements. Each horse-drawn carriage license application or renewal of license application filed by a corporate applicant may only be made by an officer of the corporation, and such application must be accompanied by a Certificate of Good Standing, issued by the Texas Secretary of State, and a list of corporate officers. An online certificate of good standing may be submitted in place of the actual Certificate of Good Standing; however, at the specific request of the City Manager or designee, a certified copy of the Certificate of Good Standing may be required in addition to the online report. J. Indebtedness to the City. Each horse-drawn carriage license application or renewal of license application must be accompanied by an affidavit sworn to and signed by the applicant, affirming that the licensee meets the provisions of this article. K. Manufacturer’s Information Required. Each horse-drawn carriage license application or renewal of license application must be accompanied by a schedule of carriages listing the manufacturer’s name, model, length of time in use, and seating capacity for each carriage to be licensed. L. License Fee. Each horse-drawn carriage license application or renewal of license application must be accompanied by the payment of the license fee which shall be established by resolution of the City Council. M. Insurance. No horse-drawn carriage may be operated without sufficient public liability insurance in full force and effect. Each horse-drawn carriage license application or renewal of license application must be accompanied by proof of liability insurance. The insurance and property damage is for $500,000. All insurance policies must be obtained pursuant to this section and must not be subject to cancellation except on 30 days previous notice to City Manager or designee. The expiration date for each shall be midnight on December 31 of the licensing year. N. Change of Information. Holders of horse-drawn carriage licenses shall notify in writing of any change of address or telephone number no later than 4 TM 76935 seventy-two hours after the change. This must be done by completing a change of address form in person at the office. O. Incomplete Application. In the event that an application for renewal of a horse-drawn carriage license(s) is not completed and the fee paid prior to the expiration date of the license(s), said license(s) shall be deemed to have been surrendered and not renewed. P. Carriage Inspection. After the license application or renewal of license application has been submitted and the fees paid, the City shall establish a date, time and place for the inspection of the carriages being licensed. The licensee is responsible to have all carriages available for inspection at the date, time, and place specified. After each carriage has passed inspection, the license will be issue and the carriage will be licensed. No carriage will be operated until such time as it has passed inspection for that licensing year. Inspections for license renewals shall be scheduled between September and October of each year. Q. Maintenance Records. Each licensee is required to maintain maintenance records for each carriage. Upon written request, maintenance records must be submitted to the City within 3 business days. R. Non-Transferable. No horse-drawn carriage license may be transferred from one carriage to another. Sec. 6-17-3 Horses A. Horse License and Identification. Any horse used or intended to be used for the purpose of drawing a carriage in the City of Coppell shall have an identification number noted on the horse. B. Fitness Exams. No horse may be used to draw a carriage in the Cit y of Coppell unless it is examined, not less than every three months, by a veterinarian, who shall certify the fitness of the animal to perform such work. The veterinarian’s certification for said examination and immunization shall be on a form and be in the possession of the driver of the horse-drawn carriage at all times such carriage is in operation. One copy each of this form shall be filed with the application or renewal. C. Unfit for Performance. No horse may be used to draw a carriage in the City of Coppell if it has any open sore or wound or if the horse is lame or has any other 5 TM 76935 ailment, unless the driver of the carriage has in his possession a written statement by a veterinarian that the horse is fit for such work, notwithstanding such condition. D. Horse Shoes. No horse may be used to draw a carriage in the City of Coppell unless the hoofs of the horse are properly shod and trimmed, utilizing rubber- coated, rubber heel pads or pen steel barium tip shoes to aid in the prevention of slipping. E. Grooming. No horse may be used to draw a carriage in the City of Coppell unless it is groomed daily, free from fungus or dandruff, and has a clean and healthy coat. F. Work Hours. No horse may be worked more than six hours in any twenty- four hour period. G. Weather Limitations. 1. No horse shall be worked if the National Weather Service determines that the actual air temperature at Dallas Fort Worth International Airport is at or above 90 degrees Fahrenheit or below 30 degrees Fahrenheit. 2. No horse shall be worked if snow and/or ice condition makes footing conditions unsafe for horse travel. 3. If the temperature limit is exceeded during the course of a particular carriage ride, at the ride’s conclusion, but no later than one- half hour after the temperature limit is exceeded, the carriage driver must immediately cease working the horse, move it to a stable, unbridle and unharness it, and rest the animal until the National Weather Service reports temperatures within the allowable range. H. Rest Periods. Each horse must be given water and rest for not less than a fifteen-minute period during each working hour. I. Vision Equipment. No horse may be worked with equipment causing an impairment of vision, other than normal blinders. 6 TM 76935 Sec. 6-17-4 Carriages A. Appearance. Each horse-drawn carriage shall be kept in good working order and maintained in a clean and attractive manner. B. Multiple Horses Prohibited. No carriage designed to be drawn by more than one horse shall be licensed or operated under this article. C. Visibility. All carriages must be equipped with: 1) rear view mirrors enabling the driver to see at least 200 feet behind the horse-drawn carriage; 2) two electrified white headlights visible for 1,000 feet to the front of the carriage; 3) two electrified red taillights visible for 1,000 feet to the rear of the carriage; and 4) right and left turn signals on the rear of the carriage, visible for 300 feet from the rear of the carriage All lights must be operational from sunset to sunrise and during times of lessened visibility. D. License Display. All horse-drawn carriages must have the licensee’s name and license number painted or otherwise permanently affixed on the rear of the carriage, in a clear and conspicuous manner. The name and license number shall be free of obstruction so as to be clearly visible to the public. E. Waste Containment. All horse-drawn carriages and horses shall be equipped with a device for catching horse excrement, approved by the Commission on Animal Care and Control, whenever the carriage is on the public way. Urine must be immediately diluted with a deodorizing, non-toxic liquid. The liquid used shall be eco-friendly, safe, recyclable, non-toxic, and non-harmful to people and property. The driver shall be responsible for carrying and using the diluting liquid. The Carriage licensee shall be responsible for providing the liquid and shall maintain documentation in the Carriage as to the composition of the liquid used. F. Wheels. All horse-drawn carriages must be equipped with wheels. G. Advertising Prohibited. No horse-drawn carriage shall display advertising on its exterior or in its interior. 7 TM 76935 6-17-5 Operation of horse-drawn carriages A. License Display. No horse-drawn carriage shall be allowed to operate for compensation within the City of Coppell unless it is operated by a person who has in his possession a current, valid Texas driver’s license and has displaying on the carriage a current, valid City of Coppell Horse-Drawn Carriage Driver’s License. B. Surrender of License. A horse-drawn carriage licensee of a horse-drawn carriage driver shall, upon request of a police officer or authorized personnel of City, surrender his horse-drawn carriage driver license and supply any additional information requested concerning the operation of the horse-drawn carriage. C. Traffic Regulation. Drivers of a horse-drawn carriage must comply with all State of Texas and City of Coppell traffic regulations. D. Maximum Passengers. No horse-drawn carriage may carry more passengers at one time than is rated for such carriage, including the driver. E. Seating. No person may sit in the driver’s compartment or area except the driver or, if a licensed driver is present, an employee of the horse-drawn carriage license holder while undergoing training. F. Unlicensed Driver. An employee of a horse-drawn carriage license holder who is not currently licensed as a horse-drawn carriage driver may operate a horse- drawn carriage only if a licensed horse-drawn carriage driver is also present in the driver’s compartment and there are no passengers in the carriage. G. Weapons Prohibited. No horse-drawn carriage driver may have any deadly weapon in his possession or in or about the driver’s compartment of a horse-drawn carriage while in charge of such carriage, except as authorized by state law. H. Alcoholic Beverages. No person may drink any alcoholic liquor as defined by law while such person is operating or being transported by a horse-drawn carriage, nor may any person transport, carry, possess or have any alcoholic liquor while being transported by horse-drawn carriage, except in the original package with the seal unbroken. 8 TM 76935 I. Curbside Driving. All horse-drawn carriages shall be driven in the right hand lane available for traffic or as close as practicable to the right hand curb or edge of the roadway. J. Right of Way. When the movement of traffic is not controlled by official traffic control signals or by a police officer or traffic control aide, the driver of a horse-drawn carriage shall yield the right of way, slowing down or stopping if need be to so yield, to a pedestrian crossing the roadway within a crosswalk when the pedestrian is upon the half of the roadway upon which the vehicle is traveling, or when the pedestrian is approaching so close from the opposite half of the roadway so as to be in danger. K. Failure to Comply. No driver or owner of a horse-drawn carriage shall willfully fail or refuse to comply with any lawful order or direction of a police officer, authorized personnel of the City or any other authorized official under this article. L. Operational Limits. No horse-drawn carriage may be driven: A. On any part of State Highway 121; B. Interstate Highway 635 (I635); C. East Belt Line Road in its entirety; D. South Belt Line Road in its entirety; E. Denton Tap Road in its entirety; F. Sandy Lake Road in its entirety; G. MacArthur Boulevard in its entirety; H. Bethel Road in its entirety; I. South Coppell Road in its entirety; J. On any city street between the hours of 7:00 a.m. and 9:30 a.m. daily or between 4:00 p.m. and 6:00 p.m., Monday through Friday. 6-17-6 Revocation of License A. The City Manager or his designee may revoke a license if such person determines that a license holder has: 9 TM 76935 1) Made false statement as to a material matter in the application concerning the license; 2) Failed to comply with applicable provisions of this chapter; 3) Operated a service without a license; Hearings and appeals 4) Hearings. Hearings for any revocation of any permit shall be conducted by the City Manager or his designee. 6-17-7 OFFENSE A person commits an offense as a class C misdemeanor if the owner or operator fails to comply with any provision of this article.” SECTION 2. That all provisions of the Code of Ordinance 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, sentence, paragraph, subdivision, clause, phrase or section of this ordinance, or of the Code of Ordinances, as amended hereby, be adjudged or held to be void or unconstitutional, illegal, or invalid, the same shall not affect the validity of the remaining portions of said ordinance or the Code of Ordinances, as amended hereby, which shall remain in full force and effect. SECTION 4. That an offense committed before the effective date of this ordinance is governed by prior law and the provisions of the Code of Ordinance, as amended, in effect when the offense was committed and the former law is continued in effect for this purpose. SECTION 5. 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. 10 TM 76935 DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016 APPROVED: ____________________________________ KAREN SELBO HUNT, MAYOR ATTEST: ____________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: _________________________________ ROBERT E. HAGER, CITY ATTORNEY (REH/mpm) ORDINANCE NO. __________________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, AMENDING CHAPTER 6, ARTICLE 6-17 OF THE CODE OF ORDINANCES OF THE CITY OF COPPELL BY REPEALING THE ARTICLE 6-17 HORSE-DRAWN CARRIAGES, IN ITS ENTIRETY AND REPLACING WITH A NEW ARTICLE 6-17 HORSE-DRAWN CARRIAGES, ESTABLISHING DEFINITIONS, REGULATIONS PERTAINING TO THE OPERATION, AND APPLICATION PROCEDURES FOR HORSE DRAWN CARRIAGES; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A REPEALING CLAUSE; AND PROVIDING AN EFFECTIVE DATE APPROVED: __________________________ KAREN SELBO HUNT, MAYOR ATTEST: ____________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: _________________________________ ROBERT E. HAGER, CITY ATTORNEY (REH/mpm) Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2698 File ID: Type: Status: 2016-2698 Zoning Ordinance Passed 4Version: Reference: In Control: City Council 03/16/2016File Created: Final Action: PD-242R-HC, ORD ALOFT & Holiday Inn Hotels REVISED File Name: Title: Consider approval of an Ordinance for CASE NO. PD-242R-HC, ALOFT & Holiday Inn Hotels, a zoning change from PD-242-HC (Planned Development-242-Highway Commercial), to PD-242R-HC (Planned Development-242 Revised-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 9.08 acres of property and attach a Detail Site Plan on 4.86 acres to allow two hotels to be located south of Northpoint Drive, east of S .H. 121 and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: C. Sponsors: Enactment Date: 06/14/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit B - Concept Site Plan.pdf, Exhibit C - Detail Site Plan.pdf, Exhibit D - Landscape Plan (2 pages).pdf, Exhibit E - Tree Mitigation Plan.pdf, Exhibit F- North Hotel First Floor and Typical Upper Floor Plans.pdf, Exhibit G- South Hotel Fisrt Floor Plan and Typical Upper Floor Plan.pdf, Exhibit H- North Hotel Elevations and Rendering .pdf, Exhibit I -South Hotel Elevations and Rendering.pdf Attachments: Enactment Number: 91500-A-694 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved03/24/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2698) Marcie Diamond, Assistant Planning Director introduced this case with exhibits, a color board, color renderings and elevations. She mentioned two notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also seven courtesy notices mailed to property owners within 800 feet of this request. She stated that staff is recommending this case be held under advisement to allow the applicant sufficient time to address outstanding conditions. Suketu Patel, Northpoint Hotel Groupe, LLC, 768 Lexington Avenue, Coppell Texas, was present to represent this case, to address questions and he was not in agreement with staff's recommendation to postpone 30 days and provided information addressing some of the outstanding conditions. Marc Funderburk, Landpatterns, Inc., 1804 N Commerce Street Ste 200, Dallas Texas, addressed the Commission and staff concerns with the amount of landscaping provided. Bill Martinelli, representing the owners, 6533 Azelea Lane, Dallas Texas, addressed the concerns with decreasing the shared-access easement agreement with the Fellowship Church. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. No one spoke. Chairman Haas closed the Public Hearing. Commissioner Williford motioned to hold this case under advisement per staff's recommendations until the April 21, 2016, meeting so that the applicant can adequately address the following outstanding conditions: 1. Concept Plan and Detail Site Plan – existing easement (pipeline, TU Electric and water) need to be included on the plans, and assurances that paving and landscaping is perrmitted within those easements. 2. Verify the acreage of the remaining acreage in the City of Coppell. 3. Need confirmation from the access easement holder (Fellowship Church) that the 30 feet may be encroached on. 4. Submission of a draft shared parking agreement for the property to the west in the City of Coppell. 5. Detail Plan - Amenities Table: a. Correct the square footage of the Lobby/Lounge Area for the Holiday Inn b. Correct the square footage on the Outdoor Plaza Area on 6. If additional enhanced paving is proposed, as indicated on as part of the Landscape Calculations, then it need to be added to the Detail Site Plan. 7. Landscape Plan a. Landscape Plan be redesigned to more adequately address the requirements of the Landscape Ordinance. b. A minimum 150-square-foot island is required at the end of each parking row, with an overstory tree. If double row, then two trees are required. Several islands are missing and several have no trees. c. Delete the 30% requirement in the table, as that is not part of the Landscape Ordinance. d. Add the trees required and provided per level of landscaping. e. Ensure all calculations are correct. f. Replace the Red Maple trees with trees from the Plant Palette. 8. Tree Mitigation – correct the calculations to read: a. Total Inches on- site: 703 b. Total Inches removed: 106 c. Preservation Credits: 85%-90 d. Landscape Credits: - 327.5 e. 106-90-327.5 = -311.5 f. Add a note to the plan tree removal permit will be required prior to the removal of any trees. 9. Elevations a. Correct the elevations to portray the correct material as specified b. Submit color boards c. Provide additional information on attached signs for the Holiday Inn Action Text: Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2698) d. Remove the “WXYZ” sign from the Aloft Elevations Seconded by Commissioner Sarma; motion carried (7-0). Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 2 PassApproved04/21/2016Planning & Zoning Commission Marcie Diamond, Assistant Planning Director presented this case with revised exhibits, color renderings, a material board, elevations and reviewed all revisions made since the March 24th public hearing request. She mentioned two notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also two courtesy notices mailed to property owners within 800 feet of this request. She stated that staff is recommending approval subject to conditions which she read into the record. Suketu Patel, Northpoint Hotel Group, LLC, 768 Lexington Avenue, Coppell Texas, was present to represent this case, to address questions and stated agreement with staff's recommendations. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. No one spoke. Chairman Haas closed the Public Hearing. Commissioner Robinson motioned to recommend approval subject to the following conditions: 1. Submission of a draft shared parking agreement for the property to the west in the City of Coppell prior to filing the plat for this property. 2. Landscape Plan - Ensure all calculations are correct, including number of trees being preserved. 3. Consider upsizing all the trees to four-inch caliper and add trees in the turf area adjacent to the ALOFT hotel. 4. Tree Mitigation – Correct the calculations to read: a. Total Inches on- site 703 b. Total Inches removed: 106 c. Preservation Credits 85% -90 d. Landscape Credits -327.5 e.106-90-327.5 = -311.5 f. Add a note to the plan that a tree removal permit will be required prior to the removal of any trees. 5. Elevations a. Correct the Masonry Calculations table on Sheet A2.11. Seconded by Commissioner Sarma; motion carried (7-0). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 3 PassClose the Public Hearing and Approve 05/10/2016City Council Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation to Council. Suki Patel, 768 Lexington Ave., representing the applicant, was available for questions. Mayor Hunt opened the Public Hearing and asked for those who signed up to speak: 1) Marcella Olson, 500 Main Street, Ft., Worth, attorneys for Fellowship Church, was neither in favor, nor opposition of the item. They wanted to go on record as having discussions with the applicant regarding the access easements. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, to close the Public Hearing and approve this Agenda Item subject to the following condition: Submission of a draft shared parking agreement for the property to the west in the City of Coppell prior to filing the plat for this property. The motion passed by an unanimous vote. Action Text: Page 3City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2698) Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: 4 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2698 Title Consider approval of an Ordinance for CASE NO. PD-242R-HC, ALOFT & Holiday Inn Hotels, a zoning change from PD-242-HC (Planned Development-242-Highway Commercial), to PD-242R-HC (Planned Development-242 Revised-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 9.08 acres of property and attach a Detail Site Plan on 4.86 acres to allow two hotels to be located south of Northpoint Drive, east of S.H. 121 and authorizing the Mayor to sign. Summary Staff Recommendation: On May 10, 2016, City Council approved this ZONING CHANGE (7-0). On April 21, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0). Commissioners, Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. On March 24, 2016, the Planning Commission unanimously recommended to hold this case under advisement until the April 21, 2016 meeting (7-0). Commissioners, Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Page 4City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: June 14, 2016 Reference: Consider approval of an Ordinance for PD-242R-HC, ALOFT & Holiday Inn Hotels, to amend the Concept Plan for hotel, office, retail and restaurant uses on 9.08 acres of property and attach a Detail Site Plan on 4.86 acres to allow two hotels to be located south of Northpoint Drive, east of S.H. 121. 2030: Business Prosperity Introduction: This PD is to amend the existing Concept Plan to permit two hotels on 4.8 acres and future Highway Commercial uses on 4.2 acres abutting to the west. Detail Site Plan approval will be required prior to the developments within the Concept Plan area. The Detail Site Plan indicates a 118 room, five-story, Holiday Inn, and 136 room, six-story ALOFT hotel on one lot, with mutual access, shared dumpster and parking property line. Analysis: On May 10, 2016 City Council unanimously recommended approval of this Planned Development District for two hotels, subject to conditions which have been made part of the ordinance. On April 21, 2016, the Planning and Zoning Commission unanimously recommended approval of this PD, subject to: the submission of a draft shared parking agreement for the property to the west in the City of Coppell prior to filing the plat for this property. On March 24, 2016, the Planning and Zoning Commission held this case under advisement to allow the applicant time to address outstanding issues with landscaping, easements, elevations and drafting errors. Legal Review: The City Attorney reviewed this ordinance Fiscal Impact: None Recommendation: The Planning Department recommends approval. 2 Attachments: 1. Ordinance 2. Exhibit “A” – Legal Description 3. Exhibit “B” - Concept Site Plan 4. Exhibit “C” - Detail Site Plan 5. Exhibit “D” - Landscape Plan 6. Exhibit “E” - Tree Mitigation Plan 7. Exhibit “F” - Holiday Inn – First Floor Plan and Typical Upper Floor Plans 8. Exhibit “G” - ALOFT – First Floor Plan and Typical Upper Floor Plan 9. Exhibit “H” - Holiday Inn – Elevations and Rendering 10. Exhibit “I” - ALOFT – Elevations and Renderings City of Coppell Ordinance Pg 1 TM77222 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-242-HC (PLANNED DEVELOPMENT-242- HIGHWAY COMMERCIAL), TO PD-242R-HC (PLANNED DEVELOPMENT- 242 REVISED – HIGHWAY COMMERCIAL) TO AMEND THE CONCEPT PLAN FOR HOTEL, OFFICE, RETAIL AND RESTAURANT USES ON 9.08 ACRES OF PROPERTY AND ATTACH A DETAIL SITE PLAN ON 4.86 ACRES TO ALLOW TWO HOTELS TO BE LOCATED SOUTH OF NORTHPOINT DRIVE, EAST OF S.H. 121, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR APPROVAL OF THE CONCEPT SITE PLAN, DETAIL SITE PLAN, LANDSCAPE PLAN, TREE MITIGATION PLAN, NORTH HOTEL FIRST FLOOR PLAN AND TYPICAL UPPER FLOOR PLANS, SOUTH HOTEL FIRST FLOOR PLAN AND TYPICAL UPPER FLOOR PLANS, NORTH HOTEL BUILDING ELEVATIONS AND RENDERINGS AND SOUTH HOTEL BUILDING ELEVATIONS AND RENDERINGS ATTACHED HERETO AS EXHIBITS “B” THOUGH “I”; AND PROVIDING FOR DEVELOPMENT REGULATIONS; 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-242R-HC 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-242-HC (Planned Development-242-Highway Commercial), to PD-242R-HC (Planned Development-242 Revised- Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on City of Coppell Ordinance Pg 2 TM77222 9.08 acres of property and attach a Detail Site Plan on 4.86 acres to allow two hotels to be located south of Northpoint Drive, east of S.H. 121, for the property described in Exhibit “A” attached hereto and made a part hereof for all purposes. SECTION 2. That the Property will be used and developed for Highway Commercial purposes as provided in the Code of Ordinances, is hereby approved subject to the following development regulations: A. This property shall be replatted to provide a building sites, utilities, easements and fire lanes prior to the issuance of a Building Permit. B. A shared parking agreement for the property to the west in the City of Coppell shall be reviewed by the City Attorney, to ensure adequate number of available parking for the North and South hotel sites as shall be filed in the deed records of Dallas County Texas prior to filing of the final plat. C. As indicated in Exhibit “F”, the North hotel site shall meet the following criteria: i. there shall be a minimum of 118 rooms; ii. the minimum room size shall be 316 square feet; iii. the lobby/waiting/atrium area shall be a minimum of 2,400 square feet; iv. There shall be a minimum of 5,715 square feet of meeting rooms (including pre-function area); v. There shall be a full service restaurant with a minimum of 50 seats. vi. the outdoor plaza areas shall be a minimum of 1,500 square feet. D. As indicated in Exhibit “G”, the South hotel site shall meet the following criteria: i. there shall be a minimum of 136 rooms; ii. the minimum room size shall be 290 square feet; iii. the lobby/waiting/atrium area shall be a minimum of 1,600 square feet; iv. The equipped fitness room shall be a minimum of 780 square feet. City of Coppell Ordinance Pg 3 TM77222 v. The Gift/pantry/snack shop shall be a minimum of 320 square feet. vi. The pool shall have a minimum of 600 square feet of water service area. vii. There shall be a limited service restaurant. viii. the outdoor plaza areas shall be a minimum of 2,300 square feet. E. The site shall be landscaped with the caliper inch of trees and landscaping materials as established in the Landscaping Plan, Exhibit D; and, the owner shall provide with inclusive enhanced paving in lieu of portion of the required non- vehicular landscape areas, as indicated and depicted in Exhibit “D”, Landscape Plan. F. A tree removal permit will be required prior to the removal of any trees. SECTION 3. That the Concept Site Plan, Detail Site Plan, Landscape Plan, Tree Mitigation Plan, North hotel site First Floor and Typical Upper Floor Plans, South First Floor and Typical Upper Floor Plans, North hotel Building Elevations and Renderings and South Building Elevations and Renderings, attached hereto as Exhibits “B” though “I”, respectively. 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 the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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 City of Coppell Ordinance Pg 4 TM77222 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 8. 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 9. 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 10. 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. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT ATTEST: ___________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ________________________________ CITY ATTORNEY EXHIBIT B EXHIBIT C Turf Turf Turf Turf Turf Turf Turf Turf Turf Turf TurfTurf Turf Turf Turf Turf Live Oak Burr Oak Chinquapin Oak Cedar Elm Shumard Red Oak Existing Trees to Remain Mexican Feathergrass Agave 'Blue Glow' Spineless Prickly Pear Cactus Liriope Gigantea Weeping Lovegrass Dwarf Wax Myrtle PLANT LEGEND LANDSCAPE MATERIALS AND INSTALLATION CRITERIA AND STANDARDS: (A) QUALITY. PLANT MATERIALS USED SHALL BE IN CONFORMANCE WITH THE PROVISIONS OF THE CITY OF COPPELL ORDINANCE AND SHALL CONFORM TO THE STANDARDS OF THE AMERICAN STANDARDS FOR NURSERY STOCK, OR EQUAL THERETO. GRASS SEED, SOD AND OTHER MATERIAL SHALL BE CLEAN AND FREE OF WEEDS AND NOXIOUS PESTS AND INSECTS. (B) TREES. TREES SHALL HAVE AN AVERAGE SPREAD OF CROWN OF GREATER THAN 15 FEET AT MATURITY. TREES HAVING A LESSER AVERAGE MATURE CROWN OF 15 FEET MAY BE SUBSTITUTED BY GROUPING THE SAME SO AS TO CREATE THE EQUIVALENT OF 15 FEET SPREAD OF CROWN. AT TIME OF PLANTING TREES SHALL BE A MINIMUM OF THREE INCHES IN CALIPER, MEASURED 12 INCHES ABOVE THE GROUND, AND A MINIMUM OF SEVEN FEET IN HEIGHT. (C)SHRUBS AND HEDGES. SHRUBS SHALL BE A MINIMUM OF TWO FEET IN HEIGHT WHEN MEASURED IMMEDIATELY AFTER PLANTING. HEDGES, WHERE INSTALLED, SHALL BE PLANTED AND MAINTAINED SO AS TO FORM A CONTINUOUS, UNBROKEN, SOLID, VISUAL SCREEN WHICH WILL BE THREE FEET HIGH WITHIN ONE YEAR AFTER TIME OF PLANTING. (D) VINES. VINES SHALL BE A MINIMUM OF TWO FEET IN HEIGHT IMMEDIATELY AFTER PLANTING AND MAY BE USED IN CONJUNCTION WITH FENCES, SCREENS, OR WALLS TO MEET SCREENING REQUIREMENTS AS SPECIFIED. (E) GROUND COVER. GROUND COVERS USED IN LIEU OF GRASS IN WHOLE AND IN PART SHALL BE PLANTED IN SUCH A MANNER AS TO PRESENT A FINISHED APPEARANCE AND REASONABLY COMPLETE COVERAGE WITHIN ONE YEAR OF PLANTING. (F) LAWN GRASS. GRASS AREAS MAY BE SODDED, PLUGGED, SPRIGGED OR SEEDED EXCEPT THAT SOLID SOD SHALL BE USED IN SWALES, BERMS, OR OTHER AREAS SUBJECT TO EROSION. LANDSCAPE MAINTENANCE. THE OWNER SHALL BE RESPONSIBLE FOR THE MAINTENANCE OF ALL LANDSCAPING. ALL REQUIRED LANDSCAPING SHALL BE MAINTAINED IN A NEAT AND ORDERLY MANNER AT ALL TIMES. THIS SHALL INCLUDE MOWING, EDGING, PRUNING, FERTILIZING, WATERING, WEEDING, AND OTHER SUCH ACTIVITIES COMMON TO THE MAINTENANCE OF LANDSCAPING. LANDSCAPED AREAS SHALL BE KEPT FREE OF TRASH, LITTER, WEEDS AND OTHER SUCH MATERIAL OR PLANTS NOT A PART OF THE LANDSCAPING. ALL PLANT MATERIALS SHALL BE MAINTAINED IN A HEALTHY AND GROWING CONDITION AS IS APPROPRIATE FOR THE SEASON OF THE YEAR. PLANT MATERIALS WHICH DIE SHALL BE REPLACED WITH PLANT MATERIAL OF SIMILAR VARIETY AND SIZE. LANDSCAPE MATERIALS AND INSTALLATION CRITERIA AND STANDARDS: (A) QUALITY. PLANT MATERIALS USED SHALL BE IN CONFORMANCE WITH THE PROVISIONS OF THE CITY OF COPPELL ORDINANCE AND SHALL CONFORM TO THE STANDARDS OF THE AMERICAN STANDARDS FOR NURSERY STOCK, OR EQUAL THERETO. GRASS SEED, SOD AND OTHER MATERIAL SHALL BE CLEAN AND FREE OF WEEDS AND NOXIOUS PESTS AND INSECTS. (B) TREES. TREES SHALL HAVE AN AVERAGE SPREAD OF CROWN OF GREATER THAN 15 FEET AT MATURITY. TREES HAVING A LESSER AVERAGE MATURE CROWN OF 15 FEET MAY BE SUBSTITUTED BY GROUPING THE SAME SO AS TO CREATE THE EQUIVALENT OF 15 FEET SPREAD OF CROWN. AT TIME OF PLANTING TREES SHALL BE A MINIMUM OF THREE INCHES IN CALIPER, MEASURED 12 INCHES ABOVE THE GROUND, AND A MINIMUM OF SEVEN FEET IN HEIGHT. (C)SHRUBS AND HEDGES. SHRUBS SHALL BE A MINIMUM OF TWO FEET IN HEIGHT WHEN MEASURED IMMEDIATELY AFTER PLANTING. HEDGES, WHERE INSTALLED, SHALL BE PLANTED AND MAINTAINED SO AS TO FORM A CONTINUOUS, UNBROKEN, SOLID, VISUAL SCREEN WHICH WILL BE THREE FEET HIGH WITHIN ONE YEAR AFTER TIME OF PLANTING. (D) VINES. VINES SHALL BE A MINIMUM OF TWO FEET IN HEIGHT IMMEDIATELY AFTER PLANTING AND MAY BE USED IN CONJUNCTION WITH FENCES, SCREENS, OR WALLS TO MEET SCREENING REQUIREMENTS AS SPECIFIED. (E) GROUND COVER. GROUND COVERS USED IN LIEU OF GRASS IN WHOLE AND IN PART SHALL BE PLANTED IN SUCH A MANNER AS TO PRESENT A FINISHED APPEARANCE AND REASONABLY COMPLETE COVERAGE WITHIN ONE YEAR OF PLANTING. (F) LAWN GRASS. GRASS AREAS MAY BE SODDED, PLUGGED, SPRIGGED OR SEEDED EXCEPT THAT SOLID SOD SHALL BE USED IN SWALES, BERMS, OR OTHER AREAS SUBJECT TO EROSION. LAWN SPRINKLER SYSTEM. A COMPLETE AUTOMATIC LAWN SPRINKLER SYSTEM WILL BE INSTALLED IN ALL LANDSCAPED AREAS . AN IRRIGATION PLAN WILL BE SUBMITTED TO THE CITY BEFORE A BUILDING PERMIT IS ISSUED. LANDSCAPE REQUIREMENTS: LANDSCAPE AREAS: LOT AREA= 4.846 ACRES = 211,081.37 S.F. TOTAL LANDSCAPE AREA: 60948 S.F. (28.87% OF SITE) INTERIOR LANDSCAPING: REQUIRED: 118157SF @ 10% = 11,816 SF PROVIDED: 13,743 S.F. TREES REQUIRED: 1 TREE/ 400 S.F. OF (MIN.) INTERIOR LANDSCAPE AREA = 11,816 S.F. / 400 = 30 TREES PROVIDED: 35- TREES PLANTING ISLANDS: REQUIRED: EVERY 15 PARKING SPACES PROVIDED: EVERY 15 PARKING SPACES REQUIRED TREES IN PLANTING ISLANDS: 1 TREE / PLANTING ISLAND PROVIDED TREES IN PLANTING ISLANDS: Min. 1 TREE / PLANTING ISLAND PERIMETER LANDSCAPE: = Provided 18,585 S.F. REQUIRED: 15' FRONT BUFFER AND 10' SIDES AND REAR BUFFERS PROVIDED: 15' FRONT BUFFER AND 10' SIDES AND REAR BUFFERS TOTAL PERIMETER LANDSCAPE AREA PROVIDED = 18,585 S.F. PERIMETER TREES REQUIRED: 1748 LF / 50 LF = 35 REQUIRED PERIM.TREES PERIMETER TREES PROVIDED: 44 EXISTING TREES PLUS 35 NEW TREES NON-VEHICULAR OPEN SPACE: REQUIRED: 26,865 SF (15% of the lot not covered by buildings) = 179,105 SF x 15% = 26,865 SF PROVIDED: Outdoor Patios = (5363 SF) + LANDSCAPE (23,257 SF) = 28,620 SF ( OVER 1,755 S.F. ) NON-VEHICULAR OPEN SPACE (TREES REQUIRED): 1 TREE PER 4,000 SF of NON-VEHICULAR OPEN SPACE = 26,865 SF / 2,500 SF = 11 TREES PROVIDED = 12 ALFOT/ HOLIDAY INN HOTELS Architect: Owner/ Applicant: Engineer: LANDSCAPE PLAN 01 1"=20'-0" L1.1EXHIBIT D1 OF 2 OUTDOOR POOLTurf Turf Turf Turf TurfTurf Turf Turf Turf OUTDOOR POOL POOL 10' Turf Turf Live Oak Burr Oak Chinquapin Oak Cedar Elm Shumard Red Oak Existing Trees to Remain Mexican Feathergrass Agave 'Blue Glow' Spineless Prickly Pear Cactus Liriope Gigantea Weeping Lovegrass Dwarf Wax Myrtle PLANT LEGEND LANDSCAPE MATERIALS AND INSTALLATION CRITERIA AND STANDARDS: (A) QUALITY. PLANT MATERIALS USED SHALL BE IN CONFORMANCE WITH THE PROVISIONS OF THE CITY OF COPPELL ORDINANCE AND SHALL CONFORM TO THE STANDARDS OF THE AMERICAN STANDARDS FOR NURSERY STOCK, OR EQUAL THERETO. GRASS SEED, SOD AND OTHER MATERIAL SHALL BE CLEAN AND FREE OF WEEDS AND NOXIOUS PESTS AND INSECTS. (B) TREES. TREES SHALL HAVE AN AVERAGE SPREAD OF CROWN OF GREATER THAN 15 FEET AT MATURITY. TREES HAVING A LESSER AVERAGE MATURE CROWN OF 15 FEET MAY BE SUBSTITUTED BY GROUPING THE SAME SO AS TO CREATE THE EQUIVALENT OF 15 FEET SPREAD OF CROWN. AT TIME OF PLANTING TREES SHALL BE A MINIMUM OF THREE INCHES IN CALIPER, MEASURED 12 INCHES ABOVE THE GROUND, AND A MINIMUM OF SEVEN FEET IN HEIGHT. (C)SHRUBS AND HEDGES. SHRUBS SHALL BE A MINIMUM OF TWO FEET IN HEIGHT WHEN MEASURED IMMEDIATELY AFTER PLANTING. HEDGES, WHERE INSTALLED, SHALL BE PLANTED AND MAINTAINED SO AS TO FORM A CONTINUOUS, UNBROKEN, SOLID, VISUAL SCREEN WHICH WILL BE THREE FEET HIGH WITHIN ONE YEAR AFTER TIME OF PLANTING. (D) VINES. VINES SHALL BE A MINIMUM OF TWO FEET IN HEIGHT IMMEDIATELY AFTER PLANTING AND MAY BE USED IN CONJUNCTION WITH FENCES, SCREENS, OR WALLS TO MEET SCREENING REQUIREMENTS AS SPECIFIED. (E) GROUND COVER. GROUND COVERS USED IN LIEU OF GRASS IN WHOLE AND IN PART SHALL BE PLANTED IN SUCH A MANNER AS TO PRESENT A FINISHED APPEARANCE AND REASONABLY COMPLETE COVERAGE WITHIN ONE YEAR OF PLANTING. (F) LAWN GRASS. GRASS AREAS MAY BE SODDED, PLUGGED, SPRIGGED OR SEEDED EXCEPT THAT SOLID SOD SHALL BE USED IN SWALES, BERMS, OR OTHER AREAS SUBJECT TO EROSION. LANDSCAPE MAINTENANCE. THE OWNER SHALL BE RESPONSIBLE FOR THE MAINTENANCE OF ALL LANDSCAPING. ALL REQUIRED LANDSCAPING SHALL BE MAINTAINED IN A NEAT AND ORDERLY MANNER AT ALL TIMES. THIS SHALL INCLUDE MOWING, EDGING, PRUNING, FERTILIZING, WATERING, WEEDING, AND OTHER SUCH ACTIVITIES COMMON TO THE MAINTENANCE OF LANDSCAPING. LANDSCAPED AREAS SHALL BE KEPT FREE OF TRASH, LITTER, WEEDS AND OTHER SUCH MATERIAL OR PLANTS NOT A PART OF THE LANDSCAPING. ALL PLANT MATERIALS SHALL BE MAINTAINED IN A HEALTHY AND GROWING CONDITION AS IS APPROPRIATE FOR THE SEASON OF THE YEAR. PLANT MATERIALS WHICH DIE SHALL BE REPLACED WITH PLANT MATERIAL OF SIMILAR VARIETY AND SIZE. LANDSCAPE MATERIALS AND INSTALLATION CRITERIA AND STANDARDS: (A) QUALITY. PLANT MATERIALS USED SHALL BE IN CONFORMANCE WITH THE PROVISIONS OF THE CITY OF COPPELL ORDINANCE AND SHALL CONFORM TO THE STANDARDS OF THE AMERICAN STANDARDS FOR NURSERY STOCK, OR EQUAL THERETO. GRASS SEED, SOD AND OTHER MATERIAL SHALL BE CLEAN AND FREE OF WEEDS AND NOXIOUS PESTS AND INSECTS. (B) TREES. TREES SHALL HAVE AN AVERAGE SPREAD OF CROWN OF GREATER THAN 15 FEET AT MATURITY. TREES HAVING A LESSER AVERAGE MATURE CROWN OF 15 FEET MAY BE SUBSTITUTED BY GROUPING THE SAME SO AS TO CREATE THE EQUIVALENT OF 15 FEET SPREAD OF CROWN. AT TIME OF PLANTING TREES SHALL BE A MINIMUM OF THREE INCHES IN CALIPER, MEASURED 12 INCHES ABOVE THE GROUND, AND A MINIMUM OF SEVEN FEET IN HEIGHT. (C)SHRUBS AND HEDGES. SHRUBS SHALL BE A MINIMUM OF TWO FEET IN HEIGHT WHEN MEASURED IMMEDIATELY AFTER PLANTING. HEDGES, WHERE INSTALLED, SHALL BE PLANTED AND MAINTAINED SO AS TO FORM A CONTINUOUS, UNBROKEN, SOLID, VISUAL SCREEN WHICH WILL BE THREE FEET HIGH WITHIN ONE YEAR AFTER TIME OF PLANTING. (D) VINES. VINES SHALL BE A MINIMUM OF TWO FEET IN HEIGHT IMMEDIATELY AFTER PLANTING AND MAY BE USED IN CONJUNCTION WITH FENCES, SCREENS, OR WALLS TO MEET SCREENING REQUIREMENTS AS SPECIFIED. (E) GROUND COVER. GROUND COVERS USED IN LIEU OF GRASS IN WHOLE AND IN PART SHALL BE PLANTED IN SUCH A MANNER AS TO PRESENT A FINISHED APPEARANCE AND REASONABLY COMPLETE COVERAGE WITHIN ONE YEAR OF PLANTING. (F) LAWN GRASS. GRASS AREAS MAY BE SODDED, PLUGGED, SPRIGGED OR SEEDED EXCEPT THAT SOLID SOD SHALL BE USED IN SWALES, BERMS, OR OTHER AREAS SUBJECT TO EROSION. LAWN SPRINKLER SYSTEM. A COMPLETE AUTOMATIC LAWN SPRINKLER SYSTEM WILL BE INSTALLED IN ALL LANDSCAPED AREAS . AN IRRIGATION PLAN WILL BE SUBMITTED TO THE CITY BEFORE A BUILDING PERMIT IS ISSUED. LANDSCAPE REQUIREMENTS: LANDSCAPE AREAS: LOT AREA= 4.846 ACRES = 211,081.37 S.F. TOTAL LANDSCAPE AREA: 60948 S.F. (28.87% OF SITE) INTERIOR LANDSCAPING: REQUIRED: 118157SF @ 10% = 11,816 SF PROVIDED: 13,743 S.F. TREES REQUIRED: 1 TREE/ 400 S.F. OF (MIN.) INTERIOR LANDSCAPE AREA = 11,816 S.F. / 400 = 30 TREES PROVIDED: 35- TREES PLANTING ISLANDS: REQUIRED: EVERY 15 PARKING SPACES PROVIDED: EVERY 15 PARKING SPACES REQUIRED TREES IN PLANTING ISLANDS: 1 TREE / PLANTING ISLAND PROVIDED TREES IN PLANTING ISLANDS: Min. 1 TREE / PLANTING ISLAND PERIMETER LANDSCAPE: = Provided 18,585 S.F. REQUIRED: 15' FRONT BUFFER AND 10' SIDES AND REAR BUFFERS PROVIDED: 15' FRONT BUFFER AND 10' SIDES AND REAR BUFFERS TOTAL PERIMETER LANDSCAPE AREA PROVIDED = 18,585 S.F. PERIMETER TREES REQUIRED: 1748 LF / 50 LF = 35 REQUIRED PERIM.TREES PERIMETER TREES PROVIDED: 44 EXISTING TREES PLUS 35 NEW TREES NON-VEHICULAR OPEN SPACE: REQUIRED: 26,865 SF (15% of the lot not covered by buildings) = 179,105 SF x 15% = 26,865 SF PROVIDED: Outdoor Patios = (5363 SF) + LANDSCAPE (23,257 SF) = 28,620 SF ( OVER 1,755 S.F. ) NON-VEHICULAR OPEN SPACE (TREES REQUIRED): 1 TREE PER 4,000 SF of NON-VEHICULAR OPEN SPACE = 26,865 SF / 2,500 SF = 11 TREES PROVIDED = 12 ALFOT/ HOLIDAY INN HOTELS Architect: Owner/ Applicant: Engineer: L1.2 LANDSCAPE PLAN 01 1"=20'-0"EXHIBIT D2 OF 2 50'-0"Turf Turf Turf Turf Turf Turf Turf Turf Turf Turf Turf Turf Turf TurfTurfTurf Turf Turf Turf POOL 711 SF Turf Turf 10' Turf Turf Turf Turf Turf PLANT MITIGATION SUMMARY TOTAL INCHES SURVEYED 635 TOTAL INCHES REMOVED (106) TOTAL INCHES PRESERVED credits 90 LANDSCAPE CREDITS (16) 4"CAL.TREES PLANTED 83*1.5 =124.5 OVERAGE 108.5 NOTE:A TREE REMOVAL PERMIT WILL BE REQUIRED PRIOR TO THE REMOVAL OF ANY TREES TOTAL INCHES 635 TOTAL INCHES 635 ALFOT/ HOLIDAY INN HOTELS Architect: Owner/ Applicant: Engineer: 2.1 TREE SURVEY/MITIGATION PLAN 01 1"=40'-0"EXHIBIT E EXHIBIT F 1 OF 2 EXHIBIT F 2 OF 2 EXHIBIT G 1 OF 2 EXHIBIT G 2 OF 2 EXHIBIT H 1 OF 3 EXHIBIT H 2 OF 3 EXHIBIT H 3 OF 3 EXHIBIT I 1 OF 3 EXHIBIT I 2 OF 3 EXHIBIT 13 OF 3 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2719 File ID: Type: Status: 2016-2719 Zoning Ordinance Passed 3Version: Reference: In Control: City Council 04/01/2016File Created: Final Action: PD-208R3-LI, ORD Coppell Trade Ctr, Lot 1R3, Blk 1File Name: Title: Consider approval of an Ordinance for CASE NO. PD-208R3-LI, Coppell Trade Center, Lot 1R3, Block 1, a zoning change from PD -208R2-LI (Planned Development-208 Revision 2-Light Industrial) to PD -208R3-LI (Planned Development-208 Revision 3-Light Industrial), to amend the Site and Landscaping Plans to adjust parking requirements, add striping within the truck court areas and extend a private drive (fire lane & access easement) to Freeport Parkway, on 40.32 acres of property located at the northwest corner of Sandy Lake Road and Freeport Parkway and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: D. Sponsors: Enactment Date: 06/14/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit A - Legal Description.pdf, Exhibit B - Site Plan.pdf, Exhibit C - Landscape Plan.pdf, Exhibit D - Tree Survey.pdf, Exhibit E - Sight Line Analysis.pdf Attachments: Enactment Number: 91500-A-695 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved04/21/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2719) Matt Steer introduced this case with exhibits. He mentioned five notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also three courtesy notices mailed to property owners within 800 feet of this request. He stated that staff is recommending approval subject to three conditions which he read into the record. Dayton Macatee, Macatee Engineering, Dallas Texas, was present to represent this case, to address questions and stated agreement with staff's recommendations. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. No one spoke. Chairman Haas closed the Public Hearing. Vice Chairman Portman motioned to recommend approval subject to the following conditions: 1. Reduce width of drive to 40 feet where leading to the truck court of Building A. 2. A tree removal permit is required prior to the start of construction. 3. Include the correct drive width and include landscape calculations for the entire lot on the Landscape Plan, as this will be the new Planned Development zoning district for the property. Seconded by Commissioner Blankenship; motion carried (7-0). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 2 PassClose the Public Hearing and Approve 05/10/2016City Council Presentation: Matt Steer, Planner, made a presentation to Council. Mayor Hunt opened the Public Hearing and advised that no one signed up to speak. A motion was made by Councilmember Marvin Franklin, seconded by Mayor Pro Tem Gary Roden, to close the Public Hearing and approve the Agenda Item subject to the following conditions: 1) A tree removal permit is required prior to the start of construction; and 2) Include landscape calculations for the entire lot on the Landscape Plan, as this will be the new Planned Development zoning district for the property. The motion passed by an unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: 3 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2719 Title Consider approval of an Ordinance for CASE NO. PD-208R3-LI, Coppell Trade Center, Lot 1R3, Block 1, a zoning change from PD -208R2-LI (Planned Development-208 Revision 2-Light Industrial) to PD -208R3-LI (Planned Development-208 Revision 3-Light Industrial ), to amend the Site and Landscaping Plans to adjust parking requirements, add striping within the truck court areas and extend a private drive (fire lane & access easement) to Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2719) Freeport Parkway, on 40.32 acres of property located at the northwest corner of Sandy Lake Road and Freeport Parkway and authorizing the Mayor to sign. Summary Staff Recommendation: On May 10, 2016, City Council approved this ZONING CHANGE (7-0). On April 21, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0). Commissioners, Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Page 3City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: June 14, 2016 Reference: Consider approval of an ordinance for PD-208R3-LI, Coppell Trade Center, Lot 1R3, Block 1, to amend the Site and Landscaping Plans to adjust parking requirements, add striping within the truck court areas and extend a private drive (fire lane & access easement) to Freeport Parkway, on 40.32 acres of property located at the northwest corner of Sandy Lake Road and Freeport Parkway 2030: Business Prosperity Introduction: This PD Amendment revised the Site Plan to allow the striping of the truck court for car parking and realignment and widening of the planned connection from this site into Freeport Parkway. This request was partially necessitated by the new tenant for Building A, GENCO, which will include an estimated employee count of 700 (350 per shift). Revisions to the Landscape Plan were also approved. Analysis: On May 10, 2016 the City Council unanimously approved this PD amendment. On April 21, 2016, the Planning and Zoning Commission unanimously recommended approval of this PD, subject to: 1. A tree removal permit is required prior to the start of construction. 2. Include landscape calculations for the entire lot on the Landscape Plan, as this will be the new Planned Development zoning district for the property. Legal Review: The City Attorney reviewed this ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval. Attachments: 1. Ordinance 2. Exhibit “A” - Legal Description 3. Exhibit “B” - Site Plan 2 4. Exhibit “C” - Landscape Plan 5. Exhibit “D” - Tree Survey 6. Exhibit “E” - Sight Line Analysis City of Coppell Ordinance Pg 1 TM 77221 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-208R2-LI (PLANNED DEVELOPMENT-208 REVISION 2-LIGHT INDUSTRIAL) TO PD-208R3-LI (PLANNED DEVELOPMENT-208 REVISION 3-LIGHT INDUSTRIAL), TO AMEND THE SITE AND LANDSCAPING PLANS TO ADJUST PARKING REQUIREMENTS, ADD STRIPING WITHIN THE TRUCK COURT AREAS ON PHASE ONE (1) AND PHASE THREE (3) TO FREPORT PARKWAY AND EXTEND A (FIRE LANE & ACCESS EASEMENT) TO FREEPORT PARKWAY, ON 40.32 ACRES OF PROPERTY LOCATED AT THE NORTHWEST CORNER OF SANDY LAKE ROAD AND FREEPORT PARKWAY, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR APPROVAL OF THE DETAIL SITE PLAN, LANDSCAPE PLAN, TREE SURVEY AND SIGHT LINE ANALYSIS, ATTACHED HERETO AS EXHIBITS “B” THOUGH “E”; AND PROVIDING FOR SPECIAL CONDITIONS; 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-208R3-LI 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 from PD-208R2-LI (Planned Development- 208 Revision 2-Light Industrial) to PD-208R3-LI (Planned Development-208 Revision 3-Light Industrial), to amend the Site and Landscaping Plans to increase parking space requirements, add City of Coppell Ordinance Pg 2 TM 77221 striping within the truck court areas and extend a private drive (fire lane & access easement) to Freeport Parkway, on 40.32 acres of property located at the northwest corner of Sandy Lake Road and Freeport Parkway, for the property described in Exhibit “A” attached hereto and made a part hereof for all purposes. SECTION 2. That the Property will be used and developed for Commercial purposes as provided in the Code of Ordinances, is hereby approved subject to the following development regulations: A. Except as amended herein, the property shall be developed in accordance with the Planned Development Ordinance, No. 91500-A-436 which is incorporated herein as set forth in full and hereby republished. B. That the site will be developed and maintained in compliance with the amended site plan and landscape plan, to adjust parking space requirement as set forth in Exhibit B; reconfigure and mark additional parking space within the Truck Court areas; and, to extend the dedicated fire lane and access easement from Phase one (1) and Phase three (3) to Freeport Parking as depicted in Exhibits “B” and “C”, which are attached hereto as Exhibit “B” and “C”, respectfully. C. Prior to issuance of a permit for construction of the driveway, a revised Landscape Plan for the entre Planned Development District shall be submitted for staff approval. D. A tree removal permit is required prior to the start of construction. SECTION 3. That the Site Plan, Landscape Plan, Tree Survey and Site Line Analysis, attached hereto as Exhibits “B” though “E”. 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. City of Coppell Ordinance Pg 3 TM 77221 SECTION 5. That the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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 8. 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 9. 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 10. 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. City of Coppell Ordinance Pg 4 TM 77221 DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT ATTEST: ___________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ________________________________ CITY ATTORNEY Exhibit B Exhibit C 1 of 3 Exhibit C 2 of 3 Exhibit c 3 of 3 Exhibit D Exhibit E Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2834 File ID: Type: Status: 2016-2834 Agenda Item Passed 1Version: Reference: In Control: Engineering 06/06/2016File Created: Final Action: Town Center Drive ROWFile Name: Title: Consider approval of entering into an agreement to purchase right of way and construct an additional lane along Town Center Drive not to exceed $75,000.00; and authorizing the City Manager to sign any necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: E. Sponsors: Enactment Date: Town Center Drive Memo.pdf, Town Center Drive Exhibit.pdf, Town Center Drive Development Agreement.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2834 Title Consider approval of entering into an agreement to purchase right of way and construct an additional lane along Town Center Drive not to exceed $75,000.00; and authorizing the City Manager to sign any necessary documents. Summary Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2834) Fiscal Impact: Funds are available in Street CIP for this project. Staff Recommendation: The Engineering Department recommends approval. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Ken Griffin, P.E., Director of Engineering and Public Works Date: June 14, 2016 Reference: Consideration of Approval of an agreement to purchase right of way and widen Town Center Drive. 2030: Sustainable City Government Business Prosperity General Information:  Approval will allow the construction of an additional lane on Town Center Drive adjacent to the Sonic property.  Town Center Drive at Denton Tap is a critical intersection in regards to traffic flow associated with the Coppell High School. The additional lane will increase intersection capacity which will be noticed during peak traffic times.  Council approved zoning change to allow demolition of the existing building and construct new building with drive through on May 10, 2016. Introduction: On May 10, 2016 the City of Coppell approved a zoning change to allow demolition of the existing Sonic building and construct a new building with a drive through. The plan also showed 6’ of right of way to be sold to the city for the purpose of widening Town Center Drive. Analysis: In the initial plans for reconstruction of the Sonic property, submitted to the City, the landscape island on the south side of the property adjacent to Town Center Drive was 15’ wide. At that time, staff requested 6’ of right of way. Working with the owner and the Planning Department, the landscape island was modified to 10’ wide which allowed the 6’ right of way to be dedicated. The additional 6’ will allow the existing 31’ back of curb to back of curb (b/c) pavement section to be a total of 37’ b/c. This will allow the City to construct two outbound lanes (eastbound) and one 2 inbound lane (westbound). The two outbound lanes will consist of a through and right turn lane and one dedicated left turn lane. This is similar to the Bethel School and Denton Tap intersection. The agreement with the Sonic developer allows the property owner compensation for the right of way and allows the City to pay them to construct the additional lane. It is estimated that the construction cost and right of way should not exceed $75,000.00. At this time the City has agreed to a negotiated price for the right of way of $18,000.00. This equates to approximately $10.79 per square foot. It is estimated the construction costs will be around $48,347.00, leaving $8,653.00 in contingency. The owner anticipates performing the street work during the summer months while school is out of session, which works in the City’s favor in regards to impact on traffic. However, the restaurant probably won’t be complete when school starts. A few years ago, a traffic engineer reviewing the traffic along Denton Tap explained that while it looks like a lot of our traffic problems occur at Denton Tap and Parkway during the AM peak, Town Center Drive is actually the problem location. This is in part due to the fact the traffic signal is operated in “split-phase” configuration, whereby eastbound and westbound traffic are served at different periods. By adding an additional eastbound lane to Town Center Drive, the City will be able to remove this phasing configuration by having dedicated left turn lanes both eastbound and westbound. Then the through movements can operate at the same time as well and allow permissive left turns during this time. This will help handle some of the pedestrian movements as well. Currently, when pedestrians cross Denton Tap they walk at the same time as eastbound traffic (while westbound holds at a red). In the future the pedestrians will still move with the eastbound traffic but the westbound traffic will also get a permissive green. In summary, the additional lane on Town Center Drive will increase intersection capacity and potentially allow a reduction in time allocated to eastbound and westbound traffic in-turn increasing the north/south or other deficient movements. Legal Review: Legal review and ordinance provided on May 27, 2016. Fiscal Impact: The fiscal impact of this agenda item is not to exceed $75,000.00. Recommendation: The Engineering Department recommends approval of an agreement to purchase right of way and widen Town Center Drive. CITY OF COPPELL DALLAS COUNTY, TEXAS 2 _ ST04-02 Page 1 Infrastructure Development Agreement TM 77024 STATE OF TEXAS § INFRASTRUCTURE DEVELOPMENT § AGREEMENT BY AND BETWEEN CITY OF COPPELL, § TEXAS AND LEE PROPERTIES, INC. EMPLOYEE PROFIT SHARING PLAN. COUNTY OF DALLAS § This Infrastructure Development Agreement (“Agreement”) is made by and among the City of Coppell, Texas (the “City”), Lee Properties, Inc. Employee Profit Sharing Plan (the “Company”) (each a “Party” and collectively the “Parties”), acting by and through their respective authorized representatives. W I T N E S S E T H: WHEREAS, the Company is the owner of approximately 0.89 acres of land (“Land”) and improvements (“Improvements”) located at 201 N. Denton Tap Road, Coppell, Texas (collectively the “Property”); and WHEREAS, the Company intends to renovate the Improvements consisting of approximately 1600 square feet of building and parking space on 0.89 acres of land for the operation of a restaurant known as Sonic Drive-In (hereinafter defined as the “Restaurant”); and WHEREAS, the City desires to encourage business expansions within the City that will increase property tax base and generate additional sales tax and other revenue for the City; and WHEREAS, the promoting of the expansion of existing businesses within the City will promote economic development, stimulate commercial activity, generate additional sales tax and will enhance the property tax base and economic vitality of the City; and WHEREAS, the development and maintenance of the roadway and traffic management are governmental functions; and WHEREAS, the Company desires to contribute to the City’s roadway improvements; and WHEREAS, the City has determined that making and entering into this Agreement will (i) further the objectives of the City; (ii) benefit the City and the City’s inhabitants; and (iii) promote local economic development and stimulate business and commercial activity in the City. NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions hereinafter set forth, and other valuable consideration the receipt and sufficiency of which are hereby acknowledged, the Parties agree as follows: Page 2 Infrastructure Development Agreement TM 77024 Article I Definitions Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: “Bankruptcy or Insolvency” shall mean the dissolution or termination of Company’s existence, insolvency, employment of receiver for any part of Company’s property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors or the commencement of any proceedings under any bankruptcy or insolvency laws by or against Company and such proceedings are not dismissed within ninety (90) days after the filing thereof. “City” shall mean the City of Coppell, Texas. “Commencement Date” shall mean Completion of Construction of the Infrastructure. “Commencement of Construction shall mean that: (i) the plans have been prepared and all approvals thereof required by applicable governmental authorities have been obtained for construction of the Project and/or Infrastructure, as the case may be; (ii) all necessary permits for the construction of the Project and/or Infrastructure, as the case may be, have been issued by the applicable governmental authorities; and (iii) construction of the Project and/or the Infrastructure, as applicable, has commenced. “Company” shall mean Lee Properties, Inc. Employee Profit Sharing Plan. “Completion of Construction” shall mean that final inspection has been conducted and acceptance has been issued by the City for the Infrastructure. “Effective Date” shall mean the last date of execution hereof. “Expiration Date” shall mean the date the Parties have fully satisfied their respective obligations hereunder. “Force Majeure” shall mean any contingency or cause beyond the reasonable control of a Party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, government or de facto governmental action (unless caused by acts of omissions of the Party), fires, explosions or floods, strikes, slowdowns or work stoppages, but may not impact any payments to be made hereunder. “Impositions” shall mean all taxes, assessments, use and occupancy taxes, charges, excises, license and permit fees, and other charges by public or governmental authority, general and special, ordinary and extraordinary, foreseen and unforeseen, which are or may be assessed, charged, levied, or imposed by any public or governmental Page 3 Infrastructure Development Agreement TM 77024 authority on Company with respect to the Infrastructure or any property or any business owned by Company within the City. “Infrastructure” shall mean construction of a roadway lane on the North portion of Town Center Boulevard, at the intersection with Denton Tap Road westward for 250 feet. “Infrastructure Grant” shall mean a grant of funds to offset costs and expenses incurred by Company for the acquisition of the right-of-way and the construction of Infrastructure, in an amount not to exceed $75,000.00, to be paid as set forth herein. “Payment Request” shall mean a written request from Company to City for payment of the monthly installment of the Infrastructure Grant accompanied by the applicable copies of invoices, bills, receipts and such other information, as may reasonably be requested by the City, reflecting the actual costs incurred and paid by the Company for the construction of the Infrastructure for the preceding ending calendar month. “Property” shall mean that real property located at 201 N. Denton Tap Road, Coppell, Texas, described as Lot 1R Block A, Sonic addition, an addition to the City of Coppell, Dallas County Texas. “Right of Way” shall mean the six (6) feet of right of way being dedicated to the City by the Company pursuant to Section 4.4 hereof. Article II Term The term of this Agreement shall begin on the Effective Date and continue until the Expiration Date, unless sooner terminated as provided herein. Article III Economic Development Grant 3.1 Infrastructure Grant. Subject to the obligation of the Company to repay the Infrastructure Grant pursuant to Section 5.2 hereof and the continued satisfaction of all the terms and conditions of this Agreement by the Company, the City agrees to provide the Company with the Infrastructure Grant to be paid as set forth herein. 3.2 The Infrastructure Grant made hereunder shall be provided solely from lawful available funds. The City shall not be obligated to pay any commercial bank, lender or similar institution for any loan or credit agreement made by Company. Nothing in this Agreement shall obligate or create any duty on the City to budget appropriate or obligation to fund any future obligation. None of the obligations of the City under this Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and/or similar financial institution without the prior written consent of the City. Page 4 Infrastructure Development Agreement TM 77024 Article IV Conditions to Economic Development Grant The obligation of the City to provide the Infrastructure Grant shall be conditioned upon the compliance and satisfaction by Company of the terms and conditions of this Agreement and each of the following conditions. 4.1 Payment Request. Company shall, as a condition precedent to the payment of the applicable Infrastructure Grant, provide the City with a Payment Request and dedicate the Right of Way easement as set forth in Exhibit A. 4.2 Company Obligation. Company shall, prior to the Payment Request for the Grant, complete construction of the Infrastructure, as depicted and set forth in Exhibit B which is attached hereto and incorporated by reference. 4.3 Good Standing. Company shall not have an uncured breach or default of this Agreement. 4.4 Project. Company shall, subject to events of Force Majeure, cause Commencement of Construction of the Project and the Infrastructure to occur on or before August 15, 2016; and shall, subject to events of Force Majeure, cause Completion of Construction of the Project and the Infrastructure to occur on or before forty-five (45) days following Commencement of Construction. Simultaneous with the execution hereof, Company shall dedicate by final plat the six foot (6’) Right of Way. The Company shall construct the infrastructure lane roadway thereon, in accordance with City standards and applicable maintenance bond. Article V Termination; Repayment 5.1 Termination. This Agreement shall terminate upon any one of the following: (a) by mutual written agreement of the Parties; (b) on the Expiration Date; (c) upon written notice by either Party, if the other Party defaults or breaches any of the terms or conditions of this Agreement, and such default or breach is not cured within thirty (30) days after written notice thereof; (d) upon written notice by City, if Company suffers an event of Bankruptcy or Insolvency; (e) upon written notice by City, if any Impositions owed to the City or the State of Texas by Company shall have become delinquent (provided, however Company retains the right to timely and properly protest and contest any such Impositions); or (f) upon written notice by either Party, if any subsequent Federal or State legislation or any decision of a court of competent jurisdiction declares or renders this Agreement invalid, illegal or unenforceable. Page 5 Infrastructure Development Agreement TM 77024 5.2. Repayment. In the event the Agreement is terminated by the City pursuant to Section 5.1(c), (d), (e), or (f), the Company shall immediately repay to the City an amount equal to the Infrastructure Grant provided by the City to Company immediately preceding the date of such termination, plus interest at the rate of interest periodically announced by the Wall Street Journal as the prime or base commercial lending rate, or if the Wall Street Journal shall ever cease to exist or cease to announce a prime or base lending rate, then at the annual rate of interest from time to time announced by Citibank, N.A. (or by any other New York money center bank selected by the City) as its prime or base commercial lending rate, from the date on which the Infrastructure Grant is paid by the City until such Infrastructure Grant is repaid by the Company. The repayment obligation of Company set forth in this section 5.2 hereof shall survive termination. 5.3 Right of Offset. The City may at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to the City from the Company, regardless of whether the amount due arises pursuant to the terms of this Agreement, or otherwise, and regardless of whether or not the debt due the City has been reduced to judgment by a court. Article VI Miscellaneous 6.1 Binding Agreement. The terms and conditions of this Agreement are binding upon the successors and permitted assigns of the Parties hereto. 6.2 Limitation on Liability. It is understood and agreed between the Parties that the Company and City, in satisfying the conditions of this Agreement, have acted independently, and the City assumes no responsibilities or liabilities to third parties in connection with these actions. The Company agrees to indemnify and hold harmless the City from all such claims, suits, and causes of actions, liabilities and expenses, including reasonable attorney’s fees, of any nature whatsoever by a third party arising out of the Company’s performance of the conditions under this Agreement. 6.3 No Joint Venture. It is acknowledged and agreed by the Parties that the terms hereof are not intended to and shall not be deemed to create a partnership or joint venture between the Parties. 6.4 Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the Party at the address set forth below or on the day actually received if sent by courier or otherwise hand delivered: Page 6 Infrastructure Development Agreement TM 77024 If intended for City, to: Attn: Clay Phillips City Manager City of Coppell, Texas 255 Parkway Coppell, Texas 75019 With a copy to: Robert E. Hager Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Ross Tower 500 N. Akard Dallas, Texas 75201 If intended for Company, to: Attn: Ralph L. Mason P.O. Box 22775 Oklahoma City, OK 73123-1775 With a copy to: Attn: Reeder E. Ratliff P.O. Box 22775 Oklahoma City, OK 73123-1775 6.5 Authorization. Each Party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. 6.6 Severability. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the Parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. 6.7 Governing Law. This Agreement shall be governed by the laws of the State of Texas without regard to any conflict of law rules. Exclusive venue for any action under this Agreement shall be the State District Court of Dallas County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 6.8 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 6.9 Entire Agreement. This Agreement embodies the complete agreement of the Parties hereto, superseding all oral or written previous and contemporary agreements between the Parties and relating to the matters in this Agreement, 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 Agreement. 6.10 Recitals. The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. 6.11 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 6.12 Amendment. This Agreement may only be amended by the mutual written agreement of the Parties. Page 7 Infrastructure Development Agreement TM 77024 6.13 Legal Construction. 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 affect other provisions, and it is the intention of the Parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 6.14 Assignment. This Agreement may not be assigned by the Company without the prior written consent of the City Manager, which consent shall not be unreasonably withheld, conditioned or delayed. 6.15 Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the Parties, as well as any rights and benefits of the Parties, pertaining to a period of time following the termination of this Agreement shall survive termination. EXECUTED on this ______ day of ___________________, 2016. CITY OF COPPELL, TEXAS By: Clay Phillips, City Manager ATTEST: By: Christel Pettinos, City Secretary APPROVED AS TO FORM: By: Robert E. Hager, City Attorney EXECUTED on this _____ day of ____________________, 2016. LEE PROPERTIES, INC. EMPLOYEE PROFIT SHARING PLAN ____________________________________ By: Ralph L. Mason, Trustee Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2741 File ID: Type: Status: 2016-2741 Zoning Ordinance Passed 3Version: Reference: In Control: City Council 04/13/2016File Created: Final Action: PD-282-C, ORD SonicFile Name: Title: Consider approval of an Ordinance for CASE NO. PD-282-C, Sonic, a zoning change from S-1077R2-C (Special Use Permit-1077 Revision 2-Commercial) to PD-282-C (Planned Development-282-Commercial), to allow demolition of the existing drive -up restaurant and construction of a new 1,600-square-foot a drive-up and drive-thru Sonic with an approximately 800-square-foot patio area on 0.85 acres of property located at 201 N. Denton Tap Road and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: F. Sponsors: Enactment Date: 06/14/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit A - Legal Description.pdf, Exhibit B - Site Plan .pdf, Exhibit C - Landscape Plan .pdf, Exhibit D - Elevations (2 pages) .pdf Attachments: Enactment Number: 91500-A-696 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved04/21/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2741) Gary Sieb, Planning Director introduced this case with exhibits, a material board and elevations. He mentioned 13 notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also 71 courtesy notices mailed to property owners within 800 feet of this request. He stated that staff is recommending approval subject to conditions which he read into the record. Wade Harden, Sonic Drive-In, 300 Johnny Bench Drive, Oklahoma City, Oklahoma, was present to represent this case, to address questions and stated agreement with staff's recommendations. George Marshall, City of Coppell, Engineering Manager, 265 Parkway Blvd., Coppell Texas, addressed concerns with the traffic safety, width and curve pattern of the entry-only driveway from Denton Tap Road. He stated that he, staff and the applicant will work together to resolve this concern. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. No one spoke. Chairman Haas closed the Public Hearing. Commission Robinson motioned to recommended approval subject to the following conditions: 1. There will be additional comments during detailed Engineering review. 2. Show all dimensions (height, width, etc.) on Elevations Sheets A3.01 and A3.02. 3. Double check landscape calculations on Sheet C2.0 and Sheet L1.0. 4. Modify landscape island adjacent to Town Center Boulevard to discourage exit at east entry. 5. Reconsider the brick color submitted on your color board. A more red brick would be a better contrast with a lighter accent brick/stone. Seconded by Vice Chairman Portman; motion carried (7-0). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 2 PassClose the Public Hearing and Approve 05/10/2016City Council Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation to Council. Wade Harden, 300 Johnny Bench Dr., Oklahoma City, OK, representing the applicant, answered questions of Council. Mayor Hunt opened the Public Hearing and advised that no one signed up to speak. A motion was made by Councilmember Wes Mays, seconded by Councilmember Brianna Hinojosa-Flores, to close the Public Hearing and approve the Agenda Item. The motion passed by an unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: 3 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2741 Title Consider approval of an Ordinance for CASE NO. PD-282-C, Sonic, a zoning change from Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2741) S-1077R2-C (Special Use Permit-1077 Revision 2-Commercial) to PD-282-C (Planned Development-282-Commercial), to allow demolition of the existing drive -up restaurant and construction of a new 1,600-square-foot a drive-up and drive-thru Sonic with an approximately 800-square-foot patio area on 0.85 acres of property located at 201 N. Denton Tap Road and authorizing the Mayor to sign. Summary Staff Recommendation: On May 10, 2016, City Council approved this ZONING CHANGE (7-0). On April 21, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0). Commissioners, Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Sense of Community Page 3City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: June 14, 2016 Reference: Consider approval of an Ordinance for PD-282-C, Sonic, to allow demolition of the existing drive-up restaurant and construction of a new 1,600-square-foot drive-up and drive-thru structure with an approximate 800-square-foot patio area on 0.85 acres of property located at 201 N. Denton Tap Road 2030: Business Prosperity, Sense of Community Introduction: This is a request to demolish the existing Sonic Drive-In and construct a new one with a drive-thru component. The new building will be similar in size to the removed structure--roughly 1,600 square feet, including an 800 square foot patio, and the drive thru addition which will accommodate at least 7 vehicles in the queuing lane. The site plan reflects the increased right-of-way which will allow the redesign of Town Center to improve traffic flow. Analysis: On May 10, 2016 the City Council unanimously approved this PD for Sonic. On April 21, 2016, the Planning and Zoning Commission unanimously recommended approval of this PD, with the condition that there will be additional comments at the time of detail engineering review. Legal Review: The City Attorney reviewed this Ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval. Attachments: 1. Ordinance 2. Exhibit “A” – Legal Description 3. Exhibit “B” - Site Plan 4. Exhibit “C” - Landscape Plan 5. Exhibit “D” - Exterior Elevations City of Coppell Ordinance Pg 1 TM 77223 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 S-1077R2-C (SPECIAL USE PERMIT-1077 REVISION 2-COMMERCIAL) TO PD-282-C (PLANNED DEVELOPMENT-282-COMMERCIAL), CONSTRUCTION AND MAINTENANCE OF A NEW 1,600-SQUARE-FOOT DRIVE-UP AND DRIVE-THRU RESTAURANT WITH AN APPROXIMATELY 800- SQUARE-FOOT PATIO AREA ON 0.85 ACRES OF PROPERTY LOCATED AT 201 N. DENTON TAP ROAD, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A”, ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR APPROVAL OF THE DETAIL SITE PLAN, LANDSCAPE PLAN, AND BUILDING ELEVATIONS ATTACHED HERETO AS EXHIBITS “B” THOUGH “D”, RESPECTIVELY AND PROVIDING FOR SPECIAL CONDITIONS; 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-282-C 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 from S-1077R2-C (Special Use Permit-1077 Revision 2-Commercial) to PD-282-C (Planned Development-282-Commercial), to allow redevelopment of a 0.85 acres of property located at 201 N. Denton Tap Road, for construction of sixteen hundred (1,600) foot square restaurant with a eight hundred (800) square foot drive thru City of Coppell Ordinance Pg 2 TM 77223 window, and drive up stalls, for the property described in Exhibit “A” attached hereto and made a part hereof for all purposes. SECTION 2. That the Property will be used and developed for Commercial purposes as provided in the Code of Ordinances, is hereby approved subject to the following special conditions: A. That the site will be re-developed and maintained in compliance with the amended site plan, landscape plan and building elevations, to provide for the uses and development reflected therein. B. The hours of operation shall not exceed 8:00 a.m. to 11:00 p.m., seven days per week. SECTION 3. That the Site Plan, Landscape Plan and Building Elevations, attached hereto as Exhibits “B” though “D” and the condition and regulations set forth therein shall be deemed to be special conditions for the development use permitted herein. 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 the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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 City of Coppell Ordinance Pg 3 TM 77223 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 8. 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 9. 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 10. 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. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT ATTEST: ___________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ________________________________ CITY ATTORNEY EXHIBIT B EXHIBIT C EXHIBIT D 1 OF 2 EXHIBIT D2 OF 2 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2835 File ID: Type: Status: 2016-2835 Agenda Item Passed 1Version: Reference: In Control: Engineering 06/06/2016File Created: Final Action: Tree Systems CO#1File Name: Title: Consider approval of change order #1 to Tree Systems Inc. in the amount of $7,120.00; provided by the Drainage Utility District funds; and authorizing the City Manager to sign any necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: G. Sponsors: Enactment Date: Tree Systems Change Order 1 Memo.pdf, Tree Systems Contract.pdf, Tree Systems Change Order 1.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2835 Title Consider approval of change order #1 to Tree Systems Inc. in the amount of $7,120.00; provided by the Drainage Utility District funds; and authorizing the City Manager to sign any necessary documents. Summary Fiscal Impact: Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2835) Funds are available in the Drainage Utility Fund for this change order. Staff Recommendation: The Engineering Department recommends approval. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Ken Griffin, P.E., Director of Engineering and Public Works Date: June 14, 2016 Reference: Tree Removal Change Order #1 (Tree System, Inc.) 2030: Sustainable City Government, Goal 3 Excellent and Well-maintained City Infrastructure and Facilities General Information:  Awarded tree removal contract to Tree Systems in 2011.  It is a 5 year annual renewal contract.  We typically spend around $30,000 - $40,000 annually.  This year we will go over $50,000, which requires Council approval.  This change order is for an additional $7,120.00 to the 15-16 contract.  Funds provided through the Drainage Utility District (DUD). Introduction: This agenda item is being presented for approval of Change Order #1 with Tree Systems Inc., for the Tree Removal Contract in the amount of $7,120.00 Analysis: This contract was originally bid in 2011 as a 5-year annual renewal contract. Tree Systems was the low bid and has been our tree removal contractor for the last 5 years. The amount typically spent in each of the first 4 years was between $30,000 - $40,000. We budget $49,000 each year for tree removal out of drainage maintenance from the Drainage Utility District. This is an hourly rate contract based on the size of the required crew. With the rain and increase in discharge from the lakes upstream within the past year, we have seen an increase in trees that have fallen in the creek. In an effort to keep blockages to a minimum, we have asked the contractor to remove trees as we have received complaints. With the last invoice, work completed to date has exceeded the budgeted amount. The additional invoiced amount will push the total expenditure beyond $50,000 which requires Council approval. 2 Legal Review: This Change Order did not require legal review. Fiscal Impact: This Change Order has a financial impact of $7,120.00 as provided by the Drainage Utility District (DUD funds). Recommendation: The Engineering Department recommends approval of Change Order #1. CITY OF COPPELL CHANGE OR EXTRA WORK ORDER Tree Systems, Inc. City of Coppell One (1)DATE:June 14, 2016 Item Description Quantity Unit Unit Price Total Add:1 overrun quantity 1 LS $7,120.00 $7,120.00 $7,120.00 Delete: $0.00 $7,120.00 $49,000.00 $7,120.00 $0.00 $56,120.00 14.5% 0 n/aRevised Contract time of completion (Including Previous Changes) Total Revision to Contract Amount: This change order provides an overrun of quantity which takes the amount to $56,120. Previously approved changes Total Additions Total Deletions Net increase in contract time of completion (This Change Order) Cumulative increase in TOTAL change order amount (Percentage) Revised contract amount Net increase in contract amount Original contract amount Tree Removal CHANGE ORDER NO.: OWNER: PROJECT: CONTRACTOR: CITY OF COPPELL CHANGE OR EXTRA WORK ORDER Date Date DateAccepted by City Recommended by City Engineer Agreed to by Contractor The contractor hereby accepts this Contract adjustment as a final and complete adjustment in full accord and satisfaction of all past and future liability originating under any clause in the Contract by reason of this Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2836 File ID: Type: Status: 2016-2836 Agenda Item Passed 1Version: Reference: In Control: Engineering 06/06/2016File Created: Final Action: Northlake EasementFile Name: Title: Consider approval of a Resolution granting a 30-foot wastewater easement and a 50-foot temporary construction easement on the North Lake property to the City of Dallas; and authorizing the Mayor to sign any necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: H. Sponsors: Enactment Date: 06/14/2016 Utility Easement Dedication Memo.pdf, Utility Easement Exhibit.PDF, Utility Easement Resolution.pdf, Easement Exhibits.pdf, Original Easement Document.pdf Attachments: Enactment Number: 2016-0614.1 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2836 Title Consider approval of a Resolution granting a 30-foot wastewater easement and a 50-foot temporary construction easement on the North Lake property to the City of Dallas; and authorizing the Mayor to sign any necessary documents. Summary Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2836) Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: The Engineering Department recommends approval. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Ken Griffin, P.E., Director of Engineering and Public Works Date: June 14, 2016 Reference: Dedication of a 30 foot Wastewater Easement and 50 foot Temporary Construction Easement on North Lake Property. 2030: Sustainable City Government, Goal 3 Excellent and Well-maintained City Infrastructure and Facilities General Information:  The City of Dallas plans to design, construct and maintain a 24-inch wastewater force main pipeline on North Lake property owned by the City of Coppell.  The City of Dallas is requiring the existing 30-foot utility easement to be dedicated to the City of Dallas.  The City of Dallas is requesting a 50-foot temporary construction easement. Introduction: In 2013, City Council approved various resolutions pertaining to the Northlake property. One of the approvals was for a 30-foot utility easement dedicated to Trammell Crow Company No. 43 Limited. It was known at the time that the Cypress Waters development would eventually construct a force main to handle the wastewater from their site. In the interim, there is another agreement between the City of Coppell and Cypress Waters which allows wastewater discharge into our sewer system along Belt Line Road. The City of Dallas reimburses the City of Coppell for all wastewater discharged into our system by Cypress Waters. This agenda item is being presented for approval of a resolution dedicating the existing 30-foot wastewater easement to the City of Dallas for the installation of a wastewater force main. Additionally, the City of Dallas is requesting a 50-foot temporary construction that is only valid during the actual construction time. Analysis: The City of Dallas is planning to design and construct a 24-inch wastewater force main pipeline to serve the Cypress Waters Development. This project is necessary for Dallas to transfer untreated 2 wastewater from the Cypress Waters Development in Dallas to the Trinity River Authority’s wastewater system in Coppell near the intersection of Belt Line Road and the Elm Fork of the Trinity River. The force main will come from the Cypress Water development to the north crossing City of Coppell property in North Lake, east of the dam, in order to tie into the Trinity River Authority main line along Belt Line Road. To accomplish this they need to obtain a temporary construction easement and a permanent wastewater easement from the City of Coppell. Even through the easement was previously dedicated in 2013, the wastewater force main will be a City of Dallas facility, so they are requiring that the easement be dedicated to them. We will be able to review and approve any plans prior to construction. We will also be coming to the next council meeting to present a license agreement for the use of the City of Coppell right of way along Belt Line Road for the installation of the force main. Legal Review: This resolution has been reviewed by Bob Hager. Fiscal Impact: There is no fiscal impact. Recommendation: The Engineering Department recommends approval of the resolution. City of CoppellNorth Lake 50' TemporaryConstruction and 30' WastewaterEasementsCreated in ACAD20151 INCH = 1 MILE0W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwg\NORTHLAKE TEMP CONST EASEMENT LOCCreated on: June 7, 2016 by Kevin Rubalcaba1/21/2 1 1 INCH = FT.0240012001200City of CoppellNorth Lake 50' TemporaryConstruction and 30' WastewaterEasementsCreated in ACAD2015W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwgNORTHLAKE TEMP COST EASEMENTCreated on: June 7, 2016 by Kevin Rubalcaba2/2CITY OF COPPELLPARCELTEMPORARY CONSTRUCTIONEASEMENTWASTEWATEREASEMENT Exhibit A Exhibit B Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2838 File ID: Type: Status: 2016-2838 Agenda Item Passed 1Version: Reference: In Control: Engineering 06/06/2016File Created: Final Action: F&F CO#2File Name: Title: Consider approval of change order #2 for the Street & Alley Repair Contract to F&F Concrete in the amount of $225,579.29; provided by ¼ cent sales tax fund; and authorizing the City Manager to sign any necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: I. Sponsors: Enactment Date: F&F CO 2 Memo.pdf, F&F Proposal.pdf, F&F Change Order 2.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2838 Title Consider approval of change order #2 for the Street & Alley Repair Contract to F&F Concrete in the amount of $225,579.29; provided by ¼ cent sales tax fund; and authorizing the City Manager to sign any necessary documents. Summary Fiscal Impact: Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2838) Funds are available in the Infrastructure Maintenance Fund ¼ cent Sales Tax for this change order. Staff Recommendation: The Engineering Department recommends approval. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Ken Griffin, P.E., Director of Engineering and Public Works Date: June 14, 2016 Reference: Street & Alley Repair Contract Change Order #2 2030: Sustainable City Government, Goal 3 Excellent and Well-maintained City Infrastructure and Facilities Introduction:  The change order includes the cost of remaining concrete paving repairs along Denton Tap that were not completed under last year’s construction project.  This work is in addition to the existing street & alley repair contract.  F&F Concrete, LLC has proposed $225,579.29 for remaining repairs.  The project will be funded from the ¼ cent sales tax fund.  The contractor will work for completion of construction prior to the start of school. Analysis: In order to provide excellent and well maintained city infrastructure, the citizens of Coppell authorized the use of ¼ percent sales tax revenue to be allocated for the reconstruction of our streets and alleyways. Through an analysis of all streets within the City, Denton Tap was identified as needing reconstruction. The majority of the repairs were performed last summer and this is a continuation of repairs to finalize this project. The City has internally designed the improvements. The change order before you this evening includes removal and replacement of concrete in identified repair areas along Denton Tap. In order to facilitate this work, street access will be restricted during construction. Upon approval of this change order, city staff will coordinate with residents and commuters via various communication sources informing them of the project schedule. City staff will also be coordinating with any businesses whose access will be impacted by these repairs. In an effort to reduce the construction timetable and impact to our residents, we have asked that flex base, as well as rapid set concrete, be used. 2 Legal Review: The City’s standard change order language has been reviewed by legal periodically, with changes made as requested. Fiscal Impact: The current contract value for the Street & Alley Repair contract is $474,530.28. The fiscal impact of this agenda item for Change Order #2 is $225,579.29, as budgeted in ¼ cent sales tax fund. This will bring the new contract value to $700,109.57. Recommendation: The Engineering Department recommends approval of this change order #2 with F&F Concrete, LLC. Proposal Date 6/3/2016 Estimate # 7364 Name / Address City of Coppell 255 Parkway Blvd. Coppell, Texas 75019 F & F Concrete, LLC Garland, TX 75040 Project Misc Concrete Replacement- 9158 Phone # 972-202-9202 Fax # 972-840-9793 Total Date: ______________________ Customer's Signature: _____________________________________________ 1222 Montclair Dr. Description QtyCost Total Location: S Denton Tap RD Coppell, Texas Contact Person: S Denton Tap Rd, front of Post Office, Section #1, 2, 3: Remove 9" reinforced concrete pavement - 484 SY 48421.50 10,406.00 Install 9" reinforced concrete pavement, rapid set - 484 SY 48462.48 30,240.32 Remove 6" reinforced integral curb - 233.5 LF 233.52.00 467.00 Install 6" reinforced integral curb - 233.5 LF 233.55.75 1,342.63 Install Type A Flexbase supplied, place & compacted - 40.33 CY 40.3384.00 3,387.72 Saw Cut full depth concrete pavement - 701 LF 7014.00 2,804.00 Subtotal 48,647.67 S Denton Tap Rd, North of Breawood, Northbound ln, Section #4: Remove 9" Reinforced concrete pavement - 324.5 SY 324.521.50 6,976.75 Install 9" Reinforced concrete pavement, rapid set - 324.5 SY 324.562.48 20,274.76 Remove 6" Reinforced integral curb - 64 LF 642.00 128.00 Install 6" Reinforced integral curb - 64 LF 645.75 368.00 Install Type 2 Flexbase supplied, place & compacted - 28 CY 2884.00 2,352.00 Saw Cut full depth concrete pavement - 548 LF 5484.00 2,192.00 Subtotal 32,291.51 S Denton Tap Rd, Front of McDonalds, Southbound Ln, Section #5: Remove 9" Reinforced concrete pavement - 37.77 SY 37.7722.50 849.83 Install 9" Reinforced concrete pavement, rapid set - 37.77 SY 37.7762.48 2,359.87 Remove 6" Reinforced integral curb - 20 LF 202.25 45.00 Install 6" Reinforced integral curb - 20 LF 206.00 120.00 Type 2 Flexbase supplied, place & compacted - 3.5 CY 3.584.00 294.00 Saw Cut full depth concrete pavement - 88 LF 884.00 352.00 Subtotal 4,020.70 Page 1 Proposal Date 6/3/2016 Estimate # 7364 Name / Address City of Coppell 255 Parkway Blvd. Coppell, Texas 75019 F & F Concrete, LLC Garland, TX 75040 Project Misc Concrete Replacement- 9158 Phone # 972-202-9202 Fax # 972-840-9793 Total Date: ______________________ Customer's Signature: _____________________________________________ 1222 Montclair Dr. Description QtyCost Total N Denton Tap Rd, Front of 7-Eleven, South Bound Ln, Section #6: Remove 9" Reinforced concrete pavement - 47.22 SY 47.2222.50 1,062.45 Install 9" Reinforced concrete pavement, rapid set - 47.22 SY 47.2262.48 2,950.31 Remove 6" Reinforced integral curb - 10 LF 102.25 22.50 Install 6" Reinforced integral curb - 10 LF 106.00 60.00 Install Type 2 Flexbase supplied, place & compacted - 4 CY 484.00 336.00 Saw Cut full depth concrete pavement - 105 LF 1054.00 420.00 Subtotal 4,851.26 N Denton Tap Rd, From ST 83+50 to 86+50, Section #7: Remove 9" Reinforced concrete pavement - 599.22 SY 599.2221.50 12,883.23 Install 9" Reinforced concrete pavement, rapid set - 599.22 SY 599.2262.48 37,439.27 Remove 6" Reinforced integral curb - 184.5 LF 184.52.00 369.00 Install 6" Reinforced integral curb - 184.5 LF 184.55.75 1,060.88 Install Type 2 Flexbase supplied, place & compacted - 50 CY 5084.00 4,200.00 Saw Cut full depth concrete pavement - 670 LF 6704.00 2,680.00 Subtotal 58,632.38 N Denton Tap Rd, From St 82+00 to 83+00 North Bound Ln, Section #8: Remove 9" Reinforced concrete pavement - 286 SY 28621.50 6,149.00 Install 9" Reinforced concrete pavement, rapid set - 286 SY 28662.48 17,869.28 Remove 6" Reinforced integral curb - 141 LF 1412.00 282.00 Install 6" Reinforced integral curb - 141 LF 1415.75 810.75 Install Type 2 Flexbase supplied, place & compacted - 24 CY 2484.00 2,016.00 Saw Cut full depth concrete pavement - 386.5 LF 386.54.00 1,546.00 Subtotal 28,673.03 N Denton Tap Rd, St 89+00 North Bound Ln, Section #9: Remove 9" Reinforced concrete pavement - 147.89 SY 147.8921.50 3,179.64 Install 9" Reinforced concrete pavement, rapid set - 147.89 SY 147.8962.48 9,240.17 Page 2 Proposal Date 6/3/2016 Estimate # 7364 Name / Address City of Coppell 255 Parkway Blvd. Coppell, Texas 75019 F & F Concrete, LLC Garland, TX 75040 Project Misc Concrete Replacement- 9158 Phone # 972-202-9202 Fax # 972-840-9793 Total Date: ______________________ Customer's Signature: _____________________________________________ 1222 Montclair Dr. Description QtyCost Total Remove 6" Reinforced integral curb - 80.5 LF 80.52.00 161.00 Install 6" Reinforced integral curb - 80.5 LF 80.55.75 462.88 Install Type 2 Flexbase supplied, place & compacted - 12.5 CY 12.584.00 1,050.00 Saw Cut full depth concrete pavement - 260.5 LF 260.54.00 1,042.00 Subtotal 15,135.69 N Denton Tap Rd, St 103+75, South Bound, Section #10: Remove 9" Reinforced concrete pavement - 20.5 SY 20.522.50 461.25 Install 9" Reinforced concrete pavement, rapid set - 20.5 SY 20.562.48 1,280.84 Remove 6" Reinforced integral curb - 16 LF 162.25 36.00 Install 6" Reinforced integral curb - 16 LF 166.00 96.00 Install Type 2 Flexbase supplied, place & compacted - 2 CY 284.00 168.00 Saw Cut full depth concrete pavement - 40 LF 404.00 160.00 Subtotal 2,202.09 N Denton Tap Rd, St 125+75, South Bound Ln, Section #11: Remove 9" Reinforced concrete pavement - 50 SY 5022.50 1,125.00 Install 9" Reinforced concrete pavement, rapid set - 50 SY 5062.48 3,124.00 Install Type 2 Flexbase supplied, place & compacted - 4.5 CY 4.584.00 378.00 Saw Cut full depth concrete pavement - 84 LF 844.00 336.00 Subtotal 4,963.00 N Denton Tap Rd, St 135+00, South Bound Ln, Section #12: Remove 9" Reinforced concrete pavement - 61.72 SY 61.7221.50 1,326.98 Install 9" Reinforced concrete pavement, rapid set - 61.72 SY 61.7262.48 3,856.27 Install Type 2 Flexbase supplied, place & compacted - 5.5 CY 5.584.00 462.00 Saw Cut full depth concrete pavement - 132.5 LF 132.54.00 530.00 Subtotal 6,175.25 N Denton Tap Rd, From St 142+00 to 143+50, 121 Intersection, Section #13: Remove 9" Reinforced concrete pavement - 20 SY 2022.50 450.00 Page 3 Proposal Date 6/3/2016 Estimate # 7364 Name / Address City of Coppell 255 Parkway Blvd. Coppell, Texas 75019 F & F Concrete, LLC Garland, TX 75040 Project Misc Concrete Replacement- 9158 Phone # 972-202-9202 Fax # 972-840-9793 Total Date: ______________________ Customer's Signature: _____________________________________________ 1222 Montclair Dr. Description QtyCost Total Install 9" Reinforced concrete pavement, rapid set - 20 SY 2062.48 1,249.60 Remove 24" Reinforced concrete curb and gutter - 87 LF 875.50 478.50 Install 9" Reinforced concrete curb and gutter - 20 LF 2024.00 480.00 Install Type 2 Flexbase supplied, place & compacted - 5 CY 584.00 420.00 Saw Cut full depth concrete pavement - 147 LF 1474.00 588.00 Monolithic Nose - 30 SY 3080.00 2,400.00 Subtotal 6,066.10 Barricades - 1 LS 113,920.61 13,920.61 Subtotal 13,920.61 Subtotal 225,579.29 Barricades cost can change price quoted is only approximate to be able to submit the proposal in time for council meeting. Page 4 $225,579.29 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2832 File ID: Type: Status: 2016-2832 Agenda Item Passed 1Version: Reference: In Control: Parks and Recreation 06/06/2016File Created: Final Action: Sports Fields SolutionsFile Name: Title: Consider approval of award of a bid and enter into a contract with Sports Fields Solutions, for the replacement of the storm damaged outfield fences on baseball fields #2 and #3 at Wagon Wheel Park, in the amount of $63,928.00, utilizing BuyBoard Contract #447-14; and authorizing the City Manager to sign the necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: J. Sponsors: Enactment Date: Memo.pdf, Proposal.pdf, Professional Services Agrmnt.pdf, Buy Board Contract #447-14.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved on the Consent Agenda 06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, that Items A and C-J on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2832 Title Consider approval of award of a bid and enter into a contract with Sports Fields Solutions, for the replacement of the storm damaged outfield fences on baseball fields #2 and #3 at Wagon Wheel Park, in the amount of $63,928.00, utilizing BuyBoard Contract #447-14; and authorizing the City Manager to sign the necessary documents. Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2832) Summary Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: The Parks and Recreation Department recommends approval of this item. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Brad Reid, Parks and Recreation Director Date: June 14, 2016 Reference: Consider approval of award of a bid and enter into a contract with Sports Fields Solutions, for the replacement of the storm damaged outfield fences on baseball fields #2 and #3 at Wagon Wheel Park, in the amount of $63,928.00, utilizing BuyBoard Contract #447-14; and authorizing the City Manager to sign the necessary documents. 2030: Sustainable City Government: Excellent and Well-Maintained City Infrastructure and Facilities Introduction: On March 8, 2016 a significant storm developed in Coppell causing considerable wind damage to several park amenities at Wagon Wheel Park. Apparently strong straight-line winds passed through the park causing heavy damage to the baseball outfield fences on fields #2 & #3. The Parks and Recreation Department cleaned up the debris and temporarily patched the outfield fences to get the Coppell Youth Baseball Association through their spring season minimiz ing any impact to their scheduled games. The city’s insurance carrier, Texas Municipal League (TML), was contacted and they sent an adjustor out to assess the damage. TML sent a check to the city for $56,614.55 minus depreciation and deductible. Analysis: The Parks and Recreation Department contacted Sports Field Solutions to review the extent of the damage to the baseball outfield fences. Sports Field Solutions recommended replacing both outfield fences due to the structural damage sustained to the concrete footer holding the fence posts in the ground, the damage to the chain link fabric and the fact that the fence line posts lost their structural integrity from being bent over by the strong winds. Sports Field Solutions’ BuyBoard Quote for $63,928.00 includes the demo and haul-off of the two existing damaged outfield fences and concrete mow strip, replace the concrete mow strip, replace the fencing fabric, posts, gates, pipe and the top and bottom railings. This will include new yellow safety 2 caps on the top of the fence and new windscreens on the fences. The TML insurance check in the amount of $56,614.55 from the storm damages will be applied to the quote and the Parks Operations budget will make up the difference of $7,313.45 to fund the remaining balance. Legal Review: Legal review was completed by legal counsel at the city attorney’s office. Fiscal Impact: The total fiscal impact is $63,928.00 Recommendation: The Parks and Recreation Department recommends approval of this item. PO Box 26945 Benbrook, TX 76126 To: City of Coppell Attn: Lloyd Mouch Date: 3-15-16 Project: Storm Damage to Fencing – Wagon Wheel Park Sports Field Solutions is proud to submit the following proposal for your consideration. Please remember this is a volume bid and a one-time bid. More or less material or scope in work would constitute a change in price. The projected start date for the work mentioned in this proposal is July 11, 2016. Sports Field Solutions is a Certified Buy Board Vendor for the following Proposal #447- 14 Grounds Maintenance, Equipment, Irrigation Supplies and Installation should the City of Coppell choose to purchase through our Buy Board category. Baseball Field Fencing Repairs Field 2 Wind Screen:  Hunter Green, Premium Cloth, Total of 395’ x 8’ Tall, Triple Grommet Laced W/ 3/8” UV Rope in the middle and Engineer Rated Zip Ties at Top and Bottom for Protection Installed W/ UV Protected Rope. Installed Base Bid……………………………………………………………. $ 4,443.00 Yellow Safety Cap:  395 L.F. Installed Base Bid…………………………………………………………….. $ 971.00 CONTINUED ON NEXT PAGE Replace Fences and Mow Strip Field 2  Fence: Total of 395’ x 8’ Tall 9g Fabric, Full Weight Top, Middle Bottom Rail. New Pipe, gates and Fence Fabric to Match $ 11,455.00  Saw Cut and Demo Existing Mow Strip and Fence W/ Haul Off $ 5,000.00  Install New Mow Strip to Match Existing. $ 8,295.00  New Sod to Repair along Inside and Outside Fence. $ 1,800.00 Base Bid……………………………………………………………..$26,550.00 __________________________________________________________________ Field 3 Wind Screen:  Hunter Green, Premium Cloth, Total of 395’ x 8’ Tall, Triple Grommet Laced W/ 3/8” UV Rope in the middle and Engineer Rated Zip Ties at Top and Bottom for Protection Installed W/ UV Protected Rope Base Bid……………………………………………………………. $ 4,443.00 Yellow Safety Cap:  395 L.F. Installed Base Bid……………………………………………………………. $ 971.00 Replace Fences and Mow Strip Field 3  Fence: Total of 395’ x 8’ Tall 9g Fabric, Full Weight Top, Middle Bottom Rail. New Pipe, gates and Fence Fabric to Match $ 11,455.00  Saw Cut and Demo Existing Mow Strip and Fence W/ Haul Off $ 5,000.00  Install New Mow Strip to Match Existing. $ 8,295.00  New Sod to Repair along Inside and Outside Fence. $ 1,800.00 Base Bid……………………………………………………………..$26,550.00 CONTINUED ON NEXT PAGE QUALIFICATIONS All prices quoted in this proposal are exclusive of tax. Sports Field Solutions will take reasonable care to avoid damage to underground facilities, irrigation systems, and other lines and items buried in or near the area where the work described in this Agreement is to be performed. We will rely on the markings (or lack of markings) as made by facilities operators or their agents to set out the location of underground facilities. It will be your responsibility to mark (prior to commencement of work under this Agreement) the location(s) of all underground facilities, irrigation systems, and other lines and items that have not been marke d by facilities operators. Absence of markings will be your representation that there are no underground facilities, irrigation systems, or other lines or items t hat may be damaged by the work to be performed under this Agreement. If damage to unmarked or inadequately marked facilities, irrigation systems, or other lines or items occurs during the course of our work, you agree to be responsible for all cost of repairs and to hold us harmless for the cost for same. If you believe that we have caused damag e to any of your property during the course of our work, you agree to notify us promptly of the damage and to give us the opportunity to inspect and (if its determined that the damage was caused by us and that we are responsible under the terms of this Agr eement to repair the damage) to repair the damage. You represent that there are no undisclosed subterranean conditions that will adversely affect or significantly increase the cost of the work proposed on the face of this Agreement. If during the course of our work we discover previously undisclosed subterranean conditions that will in our opinion adversely affect or significantly increase the cost of the work proposed on the face of this Agreement (including, by way of example and not by way of limitation: bedrock, boulders, buried debris, tree roots, and underground springs), we may negotiate additional payment from you to compensate for the additional time and expense to be incurred. Please let me know if we can work with you. We look forward to hearing from you. Respectfully, Randy Healer Sports Field Solutions www.sportsfieldsolutions.com 817-480-4270 STATE OF TEXAS COUNTY OF DALLAS § § § AGREEMENT FOR FENCE REP AIR SERVICES This agreement ("Agreement") is made by and between the City of Coppell , Texas ("City") and Sports Field Solutions (the "Contractor") acting by and through their authorized representatives . Recitals: WHEREAS, the City desires to engage the services of Contractor as an independent contractor to provide fence repair services in accordance with the terms and conditions set forth in this Agreement; and WHEREAS , the Contractor desires to render fence repair services for the City m accordance with the terms and conditions set forth in this Agreement; NOW THEREFORE, in exchange for the mutual covenants set forth herein and other valuable consideration, the sufficiency and receipt of which are hereby acknowledged , the parties agree as follows : Article I Term 1.1 This Agreement is effective as of July 1, 2016 (the "Effective Date") and continue for a period of six ( 6) months , terminating December 31 , 2016 , unless sooner terminated as provided herein. 1.2. The City may terminate this Agreement by providing the Contractor thirty (30) days prior written notice. Article II Scope of Services 2.1. The parties agree that Contractor shall perform fence repair services , including , but not limited to , demolishing and hauling off the two existing damaged outfield fences and concrete mow strip on Field #2 and Field #3 of Wagon Wheel Park, and replace the concrete mow strip , replace the fencing fabric , posts , gates , pipe and the top and bottom railings , in accordance with the terms and conditions of the Contractor's Wagon Wheel Park Proposal , (hereinafter "Proposal ") a copy of which are attached hereto and incorporated herein for all purposes as Exhibit "A". The Agreement consists of the following items , which shall be referred to as the "Contract Documents" and will be kept on file with the City 's Purchasing Department: Agreement for Fence Repair Services -CoppelV Sports Fi e ld Solution s -Pag e-1 77249 (1) This Agreement by and between the City and Contractor; and (2) Contractor 's Wagon Wheel Park Proposal to the City dated March 15 , 2016. Article III Schedu le of Work 3.1 Contractor shall commence work on July 11 , 2016 , and shall perform and complete all the items of work listed and referred to in the Contract Documents. 3.2 Contractor agrees to complete the required Services in accordance with the Scope of Services in a timely fashion. It is estimated that the work will be completed within one (1) month. In the event of a delay which will result in a later completion date , Contractor will notify the City of the cause of the delay , and the revised estimate for completion. Article IV Com pensation, Method of Payment and Termination 4.1 Contractor will be compensated in accordance with the payment schedule and amounts set forth in the Scope of Services , not to exceed a total amount of Sixty-Three Thousand Nine Hundred and Twenty-Eight Dollars ($63,928 .00). Unless otherwise provided herein , payment to the Contractor shall be within thirty (30) days after receipt of proper invoice and City verification that all of the work has been completed, unless otherwise provided herein . 4.2 Unless otherwise provided in the Scope of Services , Contractor shall be responsible for all expenses related to the services provided pursuant to this Agreement. 4 .3 City shall have the right to immediately suspend work by Contractor if the City determines in its sole discretion that Contractor has, or will fail to perform, in accordance with this Agreement. In such event, any payments due Company shall be suspended until Contractor has taken satisfactory corrective action. 4.4 If monies are not appropriated or otherwise made available to support continuation of performance in a subsequent fiscal period, this Agreement shall be canceled and Contractor may only be reimbursed for the reasonable value of any non-recurring costs incurred but not amortized in the price of services delivered under this Agreement or which are otherwise not recoverable . The cost of cancellation may be paid from any appropriations for such purposes. 4.5 Either Party may terminate this Agreement, with or without cause, by giving the other Party thirty (30) days prior written notice . In the event of such termination, Contractor shall be entitled to compensation for any services completed to the reasonable satisfaction of the City in accordance with this Agreement prior to such termination. 4.6 City reserves the right to terminate this Agreement immediately in the event Contractor fails to either (i) meet delivery schedules ; or, (ii) otherwise conform to the City's Agreement for Fence Repair Services-Coppell/ Sports Field Solutions -Page-2 77249 specifications as set forth in Exhibit "A". If a default or breach of this Agreement occurs , Contractor shall only be paid for services performed in accordance with the manner of performance set forth in this Agreement and Exhibit "A". Article V Devotion of Time; Personnel; and Equipment 5.1 Contractor shall devote such time as reasonably necessary for the satisfactory performance of the Services under this Agreement. 5.2 To the extent reasonably necessary for the Contractor to perform the services under this Agreement, Contractor shall be authorized to engage the services of any agents , assistants , persons , or corporations that the Contractor may deem proper to aid or assist in the performance of the services under this Agreement. The cost of such personnel and assistance shall be included as part of the total compensation to be paid Contractor hereunder, and shall not otherwise be reimbursed by the City unless provided differently herein. 5.3 Contractor shall furnish the equipment, supplies , and personnel necessary to perform the Services required under this Agreement unless otherwise provided herein. 5.4 City will not be responsible for any equipment supplied by Contractor which remains on the job site during the life of the Agreement. All equipment must by OSHA certified and/or meet all OSHA requirements . Article VI Miscellaneous 6.1 Entire Agreement. This Agreement constitutes the sole and only agreement between the Parties and supersedes any prior understandings written or oral agreements between the Parties with respect to this subject matter. 6.2 Assignment. Contractor may not assign this Agreement in whole or in part without the prior written consent of the City. In the event of an assignment by Contractor to which the City has consented , the assignee shall agree in writing with the City to personally assume , perform , and be bound by all the covenants , and obligations contained in this Agreement. 6.3 Successors and Assigns . Subject to the provisions regarding assignment, this Agreement shall be binding on and inure to the benefit of the Parties to it and their respective heirs , executors , administrators , legal representatives , successors and assigns . 6.4 Governing Law. The laws of the State of Texas shall govern this Agreement without regard to any conflict of law rules; and v enue for any action concerning this Agreement shall be in the State District Court of Dallas County , Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. Agreement for Fence Repair Services-Coppell/ Sports Field Solutions -Page-3 77249 6.5 Amendments. This Agreement may be amended by the mutual written agreement ·of the Parties. 6.6 Severability. In the event any one or more of the provisions contained in this Agreement shall for any reason be held to be invalid , illegal , or unenforceable in any respect , such invalidity, illegality or unenforceability shall not affect any other provisions, and the Agreement shall be construed as if such invalid, illegal , or unenforceable provision had never been contained in it. 6. 7 Independent Contractor. It is understood and agreed by and between the Parties that Contractor, in satisfying the conditions of this Agreement, is acting independently, and that the City assumes no responsibility or liabilities to any third party in connection with these actions . All services to be performed by Contractor pursuant to this Agreement shall be in the capacity of an independent contractor, and not as an agent or employee of the City. Contractor shall supervise the performance of its Services and shall be entitled to control the manner and means by which its services are to be performed, subject to the terms of this Agreement. 6.8 Notice. Any notice required or permitted to be delivered hereunder may be sent by first class mail , overnight courier or by confirmed telefax or facsimile to the address specified below, or to such other Party or address as either Party may designate in writing , and shall be deemed received three (3) days after delivery set forth herein: If intended for City: Attn: Purchasing Director Purchasing Department City of Coppell , Texas P.O. Box 478 Coppell , Texas 75019 With a copy to: Robert Hager Nichols , Jackson, Dillard , Hager & Smith, LLP 1800 Ross Tower 500 N. Akard Street Dallas , Texas 75201 If intended for Contractor: Sports Field Solutions Attn : Randy Healer P.O . Box 26945 Benbrook , Texas 76126 6.9 Insurance. Agreement for Fence Repair Services-Coppell/ Sports Field Solution s -Page-4 77249 (a) Contractor shall during the term hereof maintain in full force and effect the following insurance: (i) a comprehensive general commercial liability policy of insurance for bodily injury, death and property damage insuring against all claims, demands or actions relating to the Contractor 's performance of services pursuant to this Agreement with a minimum combined single limit of not less than $1 ,000 ,000.00 per occurrence for injury to persons (including death), (ii) public liability insurance policy with an aggregate limit of not less than $1 ,000,000.00 and products and completed operations liability aggregate limit of no less than $1 ,000,000.00; (iii) City 's Protective Liability insurance policy with a minimum limits of not less than $600,000.00 per occurrence and not less than $1,000,000 Aggregate, (iv) excess /umbrella liability insurance policy coverage with a limit of not less than $1 ,000 ,000.00 per occurrence with drop down coverage, (v) policy of automobile liability insurance covering any vehicles owned and/or operated by Contractor, its officers , agents, and employees, and used in the performance of this Agreement with policy limits of not less than $500,000.00 combined single limit and aggregate for bodily injury and property damage; and (iii) statutory Worker 's Compensation Insurance at the statutory limits and Employers Liability covering all of Contractor 's employees involved in the provision of services under this Agreement. (b) All policies of insurance shall be endorsed and contain the following provisions: (1) name the City, its officers, and employees as additional insureds as to all applicable coverage with the exception of Automobile Liability Insurance and Workers Compensation Insurance; and (2) provide for at least thirty (30) days prior written notice to the City for cancellation of the insurance; (3) provide for a waiver of subrogation against the City for injuries , including death , property damage , or any other loss to the extent the same is covered by the proceeds of insurance. Contractor shall provide written notice to the City of any material change of or to the insurance required herein. (c) All insurance companies providing the required insurance shall be authorized to transact business in Texas and rated at least "A" by AM Best or other equivalent rating service. (d) A certificate of insurance and copies of the policy endorsements evidencing the required insurance shall be submitted prior to commencement of Services and upon request by the City. (e) Contractor shall cause all subcontractors performing Services in compliance with this Agreement to obtain insurance coverages as required in Section 6.9 (a)-(d) herein , which shall remain in full force and effect during the term of this Agreement. 6.10 Indemnification. CITY SHALL NOT BE LIABLE FOR ANY LOSS, DAMAGE, OR INJURY OF ANY KIND OR CHARACTER TO ANY PERSON OR PROPERTY ARISING FROM THE SERVICES OF CONTRACTOR PURSUANT TO THIS AGREEMENT. CONTRACTOR HEREBY W AlVES ALL CLAIMS AGAINST CITY, ITS OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY REFERRED TO IN THIS SECTION AS "CITY") FOR DAMAGE TO ANY PROPERTY OR INJURY TO, OR DEATH OF, ANY PERSON ARISING AT ANY TIME AND FROM ANY CAUSE OTHER THAN THE Agreement for Fence Repair Services-Coppell/ Sports Field Solutions -Page-5 77249 NEGLIGENCE OR WILLFUL MISCONDUCT OF CITY OR BREACH OF CITY'S OBLIGATIONS HEREUNDER. CONTRACTOR AGREES TO INDEMNIFY AND SAVE HARMLESS CITY FROM AND AGAINST ANY AND ALL LIABILITIES, DAMAGES, CLAIMS, SUITS, COSTS (INCLUDING COURT COSTS, REASONABLE ATTORNEYS' FEES AND COSTS OF INVESTIGATION) AND ACTIONS OF ANY KIND BY REASON OF INJURY TO OR DEATH OF ANY PERSON OR DAMAGE TO OR LOSS OF PROPERTY TO THE EXTENT CAUSED BY THE CONTRACTOR'S NEGLIGENT PERFORMANCE OF SERVICES UNDER THIS AGREEMENT OR BY REASON OF ANY NEGLIGENT ACT OR OMISSION ON THE PART OF CONTRACTOR, ITS OFFICERS, DIRECTORS, SERVANTS, EMPLOYEES, REPRESENTATIVES, CONSULT ANTS, LICENSEES, SUCCESSORS, SUBCONTRACTORS OR PERMITTED ASSIGNS (EXCEPT WHEN SUCH LIABILITY, CLAIMS, SUITS, COSTS, INJURIES, DEATHS OR DAMAGES ARISE FROM OR ARE ATTRIBUTED TO NEGLIGENCE OF THE CITY, IN WHOLE OR IN PART, IN WHICH CASE CONTRACTOR SHALL INDEMNIFY CITY ONLY TO THE EXTENT OR PROPORTION OF NEGLIGENCE ATTRIBUTED TO CONTRACTOR AS DETERMINED BY A COURT OR OTHER FORUM OF COMPETENT JURISDICTION). THE CONTRACTOR'S OBLIGATIONS UNDER THIS SECTION SHALL NOT BE LIMITED TO THE LIMITS OF COVERAGE OF INSURANCE MAINTAINED OR REQUIRED TO BE MAINTAINED BY CONTRACTOR UNDER THIS AGREEMENT. THIS PROVISION SHALL SURVIVE THE TERMINATION OF THIS AGREEMENT. 6.11 Counterparts. This Agreement may be executed by the Parties hereto in separate counterparts , each of which when so executed and delivered shall be an original , but all such counterparts shall together constitute one and the same instrument. Each counterpart may consist of any number of copies hereof each signed by less than all , but together signed by all of the Parties hereto . 6.12 Exhi bits. The exhibits attached hereto are incorporated herein and made a part hereof for all purposes . (Signature Page to Follow) Agreement for Fence Repair Services-Coppell/ Sports F ield Solutions -Page-6 77249 EXECUTED this day of ________ , 2016. CITY OF COPPELL , TEXAS By : Clay Phillips , City Manager ATTEST : By: Christel Pettinos , City Secretary EXECUTED this ___ day of _________ , 2016. SPORTS FIELD SOLUTIONS By: ________________ _ Title: ________________ _ Agreement for Fence Repair Service s-Coppe lU Sports Field Solutions -Page-7 77249 EXHIBIT A Contractor's Wagon Wheel Park Proposal to the City dated March 15, 2016 [To Be Attached] Exhibit A to Agreement for Fence Repair Services 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com P ROPOSER’S A GREEMENT AND S IGNATURE Proposal Name: Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation Proposal Opening Date and Time: February 25, 2014 at 2:00 PM Proposal Number: 447-14 Location of Proposal Opening: Texas Association of School Boards, Inc. BuyBoard Department 12007 Research Blvd. Austin, TX 78759 Anticipated Cooperative Board Meeting Date: Contract Time Period: June 1, 2014 through May 31, 2015 with two (2) possible one-year renewals. May 2014 Name of Proposing Company Date _________________________________ Street Address Signature of Authorized Company Official City, State, Zip Printed Name of Authorized Company Official __________________________________ Telephone Number of Authorized Company Official Position or Title of Authorized Company Official _________________________________________ Fax Number of Authorized Company Official Federal ID Number The proposing company (“you” or “your”) hereby acknowledges and agrees as follows: 1. You have carefully examined and understand all Cooperative information and documentation associated with this Proposal Invitation, including the Instructions, General Terms and Conditions, Attachments/Forms, Item Specifications, and Line Items (collectively “Requirements”); 2. By your response (“Proposal”) to this Proposal Invitation, you propose to supply the products or services submitted at the prices quoted in your Proposal and in strict compliance with the Requirements, unless specific deviations or exceptions are noted in the Proposal; 3. Any and all deviations and exceptions to the Requirements have been noted in your Proposal and no others will be claimed; FORM A – PAGE 1 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com 4. If the Cooperative accepts any part of your Proposal and awards you a contract, you will furnish all awarded products or services at the prices quoted and in strict compliance with the Requirements (unless specific exceptions are noted in the Proposal), including without limitation the Requirements related to: a. conducting business with Cooperative members, including offering pricing to members that is the best you offer compared to similar customers; b. payment of a service fee in the amount specified and as provided for in this Proposal Invitation; c. the possible award of a piggy-back contract by another governmental entity, in which event you will offer the awarded goods and services in accordance with the Requirements; and d. submitting price sheets or catalogs in the proper format for posting on the BuyBoard as a prerequisite to activation of your contract; 5. You have clearly identified any information in your Proposal that you believe to be confidential or proprietary or that you do not consider to be public information subject to public disclosure under a Texas Public Information Act request or similar public information law; 6. The individual signing this Agreement is duly authorized to enter into the contractual relationship represented by this Proposal Invitation on your behalf and bind you to the Requirements, and such individual (and any individual signing a Form) is authorized and has the requisite knowledge to provide the information and make the representations and certifications required in the Requirements; 7. You have carefully reviewed your Proposal, and certify that all information provided is true, complete and accurate, and you authorize the Cooperative to take such action as it deems appropriate to verify such information; and 8. Any misstatement, falsification, or omission in your Proposal, whenever or however discovered, may disqualify you from consideration for a contract award under this Proposal Invitation or result in termination of an award or any other remedy or action provided for in the General Terms and Conditions or by law. FORM A – PAGE 2 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com VENDOR PURCHASE ORDER, REQUEST FOR QUOTES, AND INVOICE RECEIPT OPTIONS Company: __________________________________ General Contact Name: ___________________________________ Purchase Orders: Purchase orders from Cooperative members will be available through the Internet or by facsimile. Option 1: Internet. Vendors need Internet access and at least one e-mail address so that notification of new orders can be sent to the Internet contact when a new purchase order arrives. An information guide will be provided to vendors that choose this option to assist them with retrieving their orders. Option 2: Fax. Vendors need a designated fax line available at all times to receive purchase orders. Please choose only one (1) of the following options for receipt of purchase orders and provide the requested information: I will use the INTERNET to receive purchase orders. E-mail Address: _______________________________________________________________________ Internet Contact: _____________________________________ Phone: __________________________ Alternate E-mail Address: _______________________________________________________________ Alternate Internet Contact: ______________________________ Phone: __________________________ I will receive purchase orders via FAX. Fax Number: __________________________________________________________________________ Fax Contact: __________________________________________ Phone: __________________________ Request for Quotes (“RFQ”): Cooperative members will send RFQs to you by e-mail. Please provide e-mail addresses for the receipt of RFQs: E-mail Address: _______________________________________________________________________________ Alternate E-mail Address: _______________________________________________________________________ Invoices: Your company will be billed monthly for the service fee due under a contract awarded under this Proposal Invitation. All invoices are available on the BuyBoard website and e-mail notifications will be sent when they are ready to be retrieved. Please provide the following address, contact and e-mail information for receipt of service fee invoices and related communications: Mailing address: ____________________________________ Department: ________________________ City: _____________________________ State: __________________ Zip Code: ___________________ Contact Name: _____________________________________ Phone: _____________________________ Fax: ________________ E-mail Address: ___________________________________________________ Alternative E-mail Address: ______________________________________________________________ FORM B Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com F ELONY C ONVICTION D ISCLOSURE AND D EBARMENT C ERTIFICATION FELONY CONVICTION DISCLOSURE Subsection (a) of Section 44.034 of the Texas Education Code (Notification of Criminal History of Contractor) states: “A person or business entity that enters into a contract with a school district must give advance notice to the district if the person or an owner or operator has been convicted of a felony. The notice must include a general description of the conduct resulting in the conviction of a felony.” Section 44.034 further states in Subsection (b): “A school district may terminate a contract with a person or business entity if the district determines that the person or business entity failed to give notice as required by Subsection (a) or misrepresented the conduct resulting in the conviction. The district must compensate the person or business entity for services performed before the termination of the contract.” Please check (√) one of the following: My company is a publicly-held corporation. (Advance notice requirement does not apply to publicly-held corporation.) My company is not owned or operated by anyone who has been convicted of a felony. My company is owned/operated by the following individual(s) who has/have been convicted o a felony: Name of Felon(s): ______________________________________________________________________ Details of Conviction(s):__________________________________________________________________ _____________________________________________________________________________________ By signature below, I certify that the above information is true, complete and accurate and that I am authorized by my company to make this certification. ________________________________________________ Company Name _________________________________________ ____________________________________ Signature of Authorized Company Official Printed Name DEBARMENT CERTIFICATION Neither my company nor an owner or principal of my company has been debarred, suspended or otherwise made ineligible for participation in Federal Assistance programs under Executive Order 12549, “Debarment and Suspension,” as described in the Federal Register and Rules and Regulations. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. _____________________________________________________ Company Name _______________________________________ ______________________________________ Signature of Authorized Company Official Printed Name FORM C Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com RESIDENT/NONRESIDENT CERTIFICATION Chapter 2252, Subchapter A, of the Texas Government Code establishes certain requirements applicable to proposers who are not Texas residents. Under the statute, a “resident” proposer is a person whose principal place of business is in Texas, including a person whose ultimate parent company or majority owner has its principal place of business in Texas. A “nonresident” proposer is a person who is not a Texas resident. Please indicate the status of your company as a “resident” proposer or a “nonresident” proposer under these definitions. Please check (√) one of the following. I certify that my company is a Resident Proposer. I certify that my company is a Nonresident Proposer. If your company is a Nonresident Proposer, you must provide the following information for your resident state (the state in which your company’s principal place of business is located): ___________________________________________ _______________________________________ Company Name Address ___________________________________________ ___________ ________________________ City State Zip Code A. Does your resident state require a proposer whose principal place of business is in Texas to under-price proposers whose resident state is the same as yours by a prescribed amount or percentage to receive a comparable contract? Yes No B. What is the prescribed amount or percentage? $_______________ or ______________% VENDOR EMPLOYMENT CERTIFICATION Section 44.031(b) of the Texas Education Code establishes certain criteria that a school district must consider when determining to whom to award a contract. Among the criteria for certain contracts is whether the vendor or the vendor’s ultimate parent or majority owner (i) has its principal place of business in Texas; or (ii) employs at least 500 people in Texas. If neither your company nor the ultimate parent company or majority owner has its principal place of business in Texas, does your company, ultimate parent company, or majority owner employ at least 500 people in Texas? Please check (√) one of the following. Yes No By signature below, I certify that the information in Sections 1 (Resident/Nonresident Certification) and 2 (Vendor Employment Certification) above is true, complete and accurate and that I am authorized by my company to make this certification. ________________________________________ Company Name ________________________________________ ________________________________ Signature of Authorized Company Official Printed Name FORM D Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com H ISTORICALLY U NDERUTILIZED B USINESS C ERTIFICATION A proposer that has been certified as an Historically Underutilized Business (also known as a Minority/Women Business Enterprise or “MWBE” and all referred to in this form as a “HUB”) is encouraged to indicate its HUB certification status when responding to this Proposal Invitation. The electronic catalogs will indicate HUB certifications for vendors that properly indicate and document their HUB certification on this form. Please check (√) all that apply I certify that my company has been certified as a HUB in the following categories: Minority Owned Business Women Owned Business Service-Disabled Veteran Owned Business (veteran defined by 38 U.S.C. §101(2), who has a service-connected disability as defined by U.S.C. § 101(16), and who has a disability rating of 20% or more as determined by the U. S. Department of Veterans Affairs or Department of Defense) Certification Number: ____________________________________________________ Name of Certifying Agency: ____________________________________________________ My company has NOT been certified as a HUB. By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. ___________________________________________________________ Company Name ___________________________________________________________ Signature of Authorized Company Official ___________________________________________________________ Printed Name FORM E Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com AFFIRMATION REGARDING CONSTRUCTION RELATED GOODS AND SERVICES A contract awarded under this Proposal Invitation covers only the specific goods and services awarded by the BuyBoard. As explained in the BuyBoard Construction Related Goods and Services Advisory for Texas Members (“Advisory”), Texas law prohibits the procurement of architecture or engineering services through a purchasing cooperative. This BuyBoard contract does not include such services. Architecture or engineering services must be procured by a Cooperative member separately, in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code) and other applicable law and local policy. The Advisory, attached to this Form F, provides an overview of certain legal requirements that are potentially relevant to a Cooperative member’s procurement of construction or construction-related goods and services, including those for projects that may involve or require architecture, engineering or independent testing services. By signature below, the undersigned affirms that Proposer has read and understands the Advisory attached to this Form F and is authorized by Proposer to make this affirmation. If Proposer sells construction-related goods or services to a Cooperative member under a BuyBoard contract awarded under this Proposal Invitation, Proposer will comply with the Advisory and applicable legal requirements, and will make a good faith effort to make its Cooperative clients or potential clients aware of such requirements. __________________________________ Company Name _______________________________________ ______________________________________ Signature of Authorized Company Official Printed Name ________________________________________ Date FORM F-PAGE 1 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com CONSTRUCTION RELATED GOODS AND SERVICES ADVISORY FOR TEXAS MEMBERS Why make purchases using BuyBoard? Purchasing through a cooperative or “interlocal contract” satisfies the requirement of local governments to seek competitive procurement for the purchase of goods or services. Therefore, you may purchase goods and services from a vendor through BuyBoard without having to conduct your own competitive procurement. If, however, you are procuring construction related services through a BuyBoard Job Order Contract (JOC) or contract for the installation of equipment or materials (e.g., athletic fields and surfaces, kitchen equipment, HVAC, playground equipment, or modular buildings), you may need to procure certain aspects of these services using a separate procurement process outside of the BuyBoard. What is BuyBoard’s Procurement Process? The BuyBoard uses a competitive procurement process to award contracts to vendors for products and services that the BuyBoard determines, based on an evaluation of multiple criteria, represent the best value for its members. How does BuyBoard award a contract to a vendor? As a condition of being awarded a BuyBoard contract, a vendor is bound by and must agree to comply with all the terms of the BuyBoard’s proposal invitation (or specifications), the vendor’s proposal response, and any additional contract terms negotiated with the BuyBoard member. Among other things, the vendor must honor the pricing submitted in the vendor’s proposal. THE PRICE YOU PAY FOR THE PRODUCTS AND SERVICES COVERED BY THE BUYBOARD CONTRACT MAY BE LESS THAN THE AWARDED PRICING, BUT CANNOT BE MORE. Additionally, the vendor must comply with the BuyBoard contract’s general terms and conditions, and any additional terms and conditions that apply to the specific contract, as set out in the proposal invitation. How does a BuyBoard member make purchases through the BuyBoard contract? You utilize the awarded BuyBoard contract by issuing a signed purchase order through the BuyBoard online application to procure the selected products or services. Although BuyBoard must receive a copy of the signed purchase order, BuyBoard does not review or approve the purchase order or other supplemental agreement that you obtain – this is a matter between you and the vendor. If construction-related services are procured through the BuyBoard, additional contracts with professionals and the contractor may be required, depending on the nature and scope of the services. Consult your procurement officer and/or legal advisor for specific advice. How do I know that my entity has made a purchase through the BuyBoard? BuyBoard must have a copy of the purchase order in order for the purchase to be considered a BuyBoard procurement. To ensure that your entity has satisfied state law requirements for competitive procurement, make sure that the BuyBoard has your purchase order. Do not rely on the vendor to submit the purchase order on your behalf; it is your responsibility to make sure that the BuyBoard has the signed purchase order. You may log in to www.buyboard.com using your member I.D. and password to view the Purchase Order Status Report to confirm that the purchase order is in the BuyBoard system. FORM F-PAGE 2 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com What should BuyBoard members consider when using BuyBoard for construction- related purchases? While purchasing goods and services through BuyBoard satisfies your legal requirement to competitively procure a good or service, as a general matter you must keep in mind other legal requirements that may relate to the purchase, especially when using BuyBoard for construction-related procurement. When making construction-related purchases through a BuyBoard contract, BuyBoard members must consider the following:  Best value determination. In compliance with Texas law and any local policy, your entity must first determine that purchasing through an interlocal contract or purchasing cooperative is the procurement method that will provide best value. This is done by the governing body (e.g., board of trustees, council, commissioners’ court, etc.) or can be delegated by the governing body to an individual or committee, with written notice.  Products or services not covered by the BuyBoard contract. The BuyBoard contract covers only the specific products and services awarded by the BuyBoard. If you want to purchase from a BuyBoard vendor products or services that are not covered by the vendor’s BuyBoard contract, such as architectural, design, or engineering services, you must procure them separately in accordance with state law and local policy.  Architectural or Engineering and Independent Testing services. If your product includes a construction component that requires architectural or engineering services, you must procure those services separately. YOU MAY NOT PROCURE ARCHITECTURAL OR ENGINEERING SERVICES THROUGH A BUYBOARD CONTRACT. Texas law requires architectural and engineering services to be obtained in accordance with the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code) and prohibits them from being procured through a purchasing cooperative. o Architecture. A new building owned by a political subdivision having construction costs exceeding $100,000 or an alteration or addition to an existing building having construction costs exceeding $50,000 must have architectural plans and specifications prepared by an architect. o Engineering. If the products or services procured through the BuyBoard will involve engineering in which the public health, welfare, or safety is involved, the plans for structural, mechanical, electrical, electronic, fire suppression, geotechnical systems, foundation design, surface water drainage, plumbing and certain roof modifications and associated estimates must be prepared by an engineer, and the engineering construction must be performed under the direct supervision of an engineer. The Engineering Practice Act provides two exceptions to this rule – no engineer is required if (1) the project involves mechanical or electrical engineering and will cost $8,000 or less, or (2) the project does not require mechanical or electrical engineering and will cost $20,000 or less. FORM F-PAGE 3 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com o Independent Testing. Public entities are required to contract for the testing of construction materials engineering and verification testing services necessary for acceptance of the facility by the entity, independent of the contractor, construction manager, or design-build firm. The procurement of the testing services should be done under the Professional Services Procurement Act, and not under a BuyBoard contract. o Written Certification. Effective 09/01/2013, a local governmental entity purchasing construction-related goods and services through a cooperative in an amount that exceeds $50,000 must certify in writing that the project does not require the preparation of plans or specifications by an architect or engineer OR that an architect or engineer has prepared the plans or specifications.  Bonds. You must also consider whether the vendor is required to provide a payment or performance bond. A payment bond is required for contracts that exceed $25,000 to protect subcontractors who supply labor or materials for the project. A performance bond is required for a contract that exceeds $100,000, to protect the local government if a contractor fails to complete the project. Without payment and performance bonds, if the contractor fails to pay its subcontractors or to complete the project, the public entity that entered the contract can be held responsible for payment claims or costs to complete.  Construction Contract. Even though the procurement of construction or construction- related services may be through the BuyBoard, your construction contract is between your entity and the contractor. The BuyBoard contract’s general terms and conditions, standing alone, are not sufficient to document your entity’s specific transaction. THEREFORE, YOU SHOULD USE AN APPROPRIATE FORM OF CONSTRUCTION CONTRACT JUST AS YOU WOULD DO IF YOU PROCURED CONSTRUCTION SERVICES INDEPENDENTLY, USING COMPETITIVE SEALED PROPOSALS. The contract must contain provisions required by state law including: performance and payment bonds, requirements for payment of prevailing wages to all construction workers, workers’ compensation coverage for all workers and, on projects where contractor employees may have direct contact with students, criminal history record checks. Other provisions which should be considered in the construction contract are retainage, contingency, liquidated damages and dispute resolution, among others. By supplementing the BuyBoard contract with an appropriate form of construction contract, you ensure that your entity’s unique interests are addressed and that your entity can enforce the contract directly.  Legal advice. Because of the variety of laws that relate to construction-related purchasing and the potential risk of high exposure, you are well-advised to consult with your entity’s legal counsel before procuring construction-related products and services under any procurement method, including a purchasing cooperative. For more information about BuyBoard, contact us at 800-695-2919. Issued: June 19, 2013 FORM F-PAGE 4 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com D EVIATION AND C OMPLIANCE S IGNATURE F ORM If your company intends to deviate from the General Terms and Conditions, Item Specifications or other requirements associated with this Proposal Invitation, you must list all such deviations on this form, and provide complete and detailed information regarding the deviations on this form, an attachment to this form, or elsewhere in your Proposal. (If you do not provide the information on or as an attachment to this form, the information must be clearly identified in your Proposal.) The Cooperative will consider any deviations in its contract award decision, and reserves the right to accept or reject a proposal based upon any submitted deviation. In the absence of any deviation identified and described in accordance with the above, your company must fully comply with the General Terms and Conditions, Item Specifications and all other requirements associated with this Proposal Invitation if awarded a contract under this Proposal Invitation. No; Deviations Yes; Deviations List and fully explain any deviations you are submitting: _____________________________________________________________________________________ _____________________________________________________________________________________ _____________________________________________________________________________________ PLEASE PROVIDE THE FOLLOWING INFORMATION: 1. Shipping Via: Common Carrier Company Truck Other: _____________________________________________________________________________________ 2. Payment Terms: Net 30 days 1% in 10/Net 30 days Other: _____________________________________________________________________________________ 3. Number of Days for Delivery: ________ARO 4. Vendor Reference/Quote Number: ___________________________ 5. State your return policy: _____________________________________________________________________________________ _____________________________________________________________________________________ 6. Are electronic payments acceptable? Yes No ______________________________________ Company Name ______________________________________ _____________________________________ Signature of Authorized Company Official Printed Name FORM G Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com D EALERSHIP L ISTINGS If you have more than one location that will service a contract awarded under this Proposal Invitation, please list each location below. If additional sheets are required, please duplicate this form as necessary. _____________________________________________________________________________________ Company Name Address _____________________________________ _________________________ _________________ City State Zip _________________________________________ _______________________________________ Phone Number Fax Number Contact Person _____________________________________________________________________________________ Company Name Address _____________________________________ _________________________ _________________ City State Zip _________________________________________ _______________________________________ Phone Number Fax Number Contact Person FORM H Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com T EXAS R EGIONAL S ERVICE D ESIGNATION The Cooperative (referred to as “Texas Cooperative” in this Form I and Form J, State Service Designation) offers vendors the opportunity to service its members throughout the entire State of Texas. If you do not plan to service all Texas Cooperative members statewide, you must indicate the specific regions you will service on this form. Additionally, if you do not plan to service Texas Cooperative members (i.e., if you will service only states other than Texas), you must so indicate on this form. _________________________________________________ Company Name _________________________________________________ Signature of Authorized Company Official _________________________________________________ Printed Name FORM I Form 10-9-13 PAPER  I will service Texas Cooperative members statewide.  I will not service Texas Cooperative members statewide. I will only service members in the regions checked below: Region Headquarters  1 Edinburg  2 Corpus Christi  3 Victoria  4 Houston  5 Beaumont  6 Huntsville  7 Kilgore  8 Mount Pleasant  9 Wichita Falls  10 Richardson  11 Fort Worth  12 Waco  13 Austin  14 Abilene  15 San Angelo  16 Amarillo  17 Lubbock  18 Midland  19 El Paso  20 San Antonio  I will not service members of the Texas Cooperative. Unless you designate otherwise on this form, you agree to service members of The Local Government Purchasing Cooperative statewide! 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com S TATE S ERVICE D ESIGNATION The Cooperative offers vendors the opportunity to service other governmental entities in the United States, including intergovernmental purchasing cooperatives such as the National Purchasing Cooperative BuyBoard. You must complete this form if you plan to service the entire United States, or will service only the specific states indicated. (Note: If you plan to service Texas Cooperative members, be sure that you complete Form I, Texas Regional Service Designation.) I will service all states in the United States. I will not service all states in the United States. I will service only the states checked below: Alabama Alaska Nebraska Arizona Nevada Arkansas New Hampshire California (Public Contract Code 20118 & 20652) New Jersey Colorado New Mexico Connecticut New York Delaware North Carolina District of Columbia North Dakota Florida Ohio Georgia Oklahoma Hawaii Oregon Idaho Pennsylvania Illinois Rhode Island Indiana South Carolina Iowa South Dakota Kansas Tennessee Kentucky Texas Louisiana Utah Maine Vermont Maryland Virginia Massachusetts Washington Michigan West Virginia Minnesota Wisconsin Mississippi Wyoming Missouri Montana ___________________________________________________ Company Name ___________________________________________ ________________________________ Signature of Authorized Company Official Printed Name FORM J Form 10-9-13 PAPER This form will be used to ensure that you can service other governmental entities throughout the United States as indicated. Your signature below confirms that you understand your service commitments during the term of a contract awarded under this proposal. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com N ATIONAL P URCHASING C OOPERATIVE V ENDOR A WARD A GREEMENT In accordance with the Terms and Conditions associated with this Proposal Invitation, a contract awarded under this Proposal Invitation may be “piggy-backed” by another governmental entity. The National Purchasing Cooperative is an intergovernmental purchasing cooperative formed by certain school districts outside of Texas to serve its members throughout the United States. If you agree to be considered for a piggy-back award by the National Purchasing Cooperative, you agree to the following terms and agree to serve National Purchasing Cooperative members in the states you have indicated on Form J, State Service Designation, in your Proposal. By signing this form, Proposer (referred to in this Agreement as “Vendor”) agrees as follows: 1. Vendor acknowledges that if The Local Government Purchasing Cooperative (“Texas Cooperative”) awards Vendor a contract under this Proposal Invitation (“Underlying Award”), the National Purchasing Cooperative (“National Cooperative”) may - but is not required to - “piggy-back” on or re-award all or a portion of that Underlying Award (“Piggy-Back Award”). By signing this National Cooperative Vendor Award Agreement (“Agreement”), Vendor accepts and agrees to be bound by any such Piggy-Back Award as provided for herein. 2. In the event National Cooperative awards Vendor a Piggy-Back Award, the National Cooperative Administrator (“BuyBoard Administrator”) will notify Vendor in writing of such Piggy-Back Award, which award shall commence on the effective date stated in the Notice and end on the expiration date of the Underlying Award, subject to annual renewals as authorized in writing by the BuyBoard Administrator. Vendor agrees that no further signature or other action is required of Vendor in order for the Piggy-Back Award and this Agreement to be binding upon Vendor. Vendor further agrees that no interlineations or changes to this Agreement by Vendor will be binding on National Cooperative, unless such changes are agreed to by its BuyBoard Administrator in writing. 3. Vendor agrees that it shall offer its goods and services to National Cooperative members at the same unit pricing and same general terms and conditions, subject to applicable state laws in the state of purchase, as required by the Underlying Award. However, nothing in this Agreement prevents Vendor from offering National Cooperative members better (i.e., lower) competitive pricing and more favorable terms and conditions than those in the Underlying Award. 4. Vendor hereby agrees and confirms that it will serve those states it has designated on Form J (State Service Designation Form) of this Proposal Invitation. Any changes to the states designated on Form J must be approved in writing by the BuyBoard Administrator. 5. Vendor agrees to pay National Cooperative the service fee provided for in the Underlying Award based on the amount of purchases generated from National Cooperative members through the Piggy-Back Award. Vendor shall remit payment to National Cooperative on such schedule as it specifies (which shall not be more often than monthly). Further, upon request, Vendor shall provide National Cooperative with copies of all purchase orders generated from National Cooperative members for purposes of reviewing and verifying purchase activity. Vendor further agrees that National Cooperative shall have the right, upon reasonable written notice, to review Vendor’s records pertaining to purchases made by National Cooperative members in order to verify the accuracy of service fees. FORM K – PAGE 1 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com 6. Vendor agrees that the Underlying Award, including its General Terms and Conditions, are adopted by reference to the fullest extent such provisions can reasonably apply to the post-proposal/contract award phase. The rights and responsibilities that would ordinarily inure to the Texas Cooperative pursuant to the Underlying Award shall inure to National Cooperative; and, conversely, the rights and responsibilities that would ordinarily inure to Vendor in the Underlying Award shall inure to Vendor in this Agreement. Vendor recognizes and agrees that Vendor and National Cooperative are the only parties to this Agreement, and that nothing in this Agreement has application to other third parties, including the Texas Cooperative. In the event of conflict between this Agreement and the terms of the Underlying Award, the terms of this Agreement shall control, and then only to the extent necessary to reconcile the conflict. 7. This Agreement shall be governed and construed in accordance with the laws of the State of Rhode Island and venue for any dispute shall lie in the federal district court of Alexandria, Virginia. 8. Vendor acknowledges and agrees that the award of a Piggy-Back Award is within the sole discretion of National Cooperative, and that this Agreement does not take effect unless and until National Cooperative awards Vendor a Piggy-Back Award and the BuyBoard Administrator notifies Vendor in writing of such Piggy-Back Award as provided for herein. WHEREFORE, by signing below Vendor agrees to the foregoing and warrants that it has the authority to enter into this Agreement. __________________________________ _______________________________________ Name of Vendor Proposal Invitation Number ______________________________ _______________________________________ Signature of Authorized Company Official Printed Name of Authorized Company Official __________________________________ Date FORM K – PAGE 2 Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com F EDERAL AND S TATE/P URCHASING C OOPERATIVE D ISCOUNT C OMPARISON F ORM The Cooperative strives to provide its members with the best services and products at the best prices available. The Cooperative determines whether prices/discounts are fair and reasonable by comparing prices/discounts stated in your Proposal with prices/discounts you offer federal and state entities and other interlocal purchasing cooperatives (collectively referred to as “purchasing cooperative” in this form). Please respond to the following questions. 1. Provide the dollar value of sales to or through purchasing cooperatives at or based on an established catalog or market price during the previous 12-month period or the last fiscal year: $______________. (The period of the 12 month period is _________/_________). In the event that a dollar value is not an appropriate measure of the sales, provide and describe your own measure of the sales of the item(s). 2. Based on your written discounting policies are the discounts you offer the Cooperative equal to or better than the best price you offer other purchasing cooperatives acquiring the same items regardless of quantity or terms and conditions? YES NO 3. Based on your written discounting policies, provide the information requested below for other purchasing cooperatives, either in the chart below or in an equivalent format. Rows should be added to accommodate as many purchasing cooperatives as required. PURCHASING GROUP DISCOUNT (%) QUANTITY/VOLUME FOB TERM 1. Federal General Services Adm. 2. T-PASS 3. U.S. Communities Purchasing Alliance 4. The Cooperative Purchasing Network 5. Houston-Galveston Area Council 6. Other MY COMPANY DOES NOT CURRENTLY HAVE ANY OF THE ABOVE OR SIMILAR TYPE CONTRACTS. CURRENT BUYBOARD VENDORS If you are a current BuyBoard vendor, indicate the discount for your current BuyBoard contract and the proposed discount in this Proposal. Explain any difference between your current and proposed discounts. Current Discount (%):_________________________ Proposed Discount (%):________________________ Explanation: ___________________________________________________________________________________ ______________________________________________________________________________________________ By signature below, I certify that the above is true, complete and accurate and that I am authorized by my company to make this certification. ________________________________________________ Company Name _______________________________________ _____________________________________ Signature of Authorized Company Official Printed Name FORM L Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com R EFERENCES AND P RICE/DISCOUNT I NFORMATION PART I: For your Proposal to be considered, you must supply a minimum of five (5) individual governmental entity references. Provide the information requested below, including the existing price/discounts you offer each customer. The Cooperative determines whether prices/discounts are fair and reasonable by comparing prices/discounts stated in your Proposal with the prices/discounts you offer other governmental customers. Attach additional pages if necessary. Quantity/ Entity Name Contact Phone# Discount Volume FOB Term 1.____________________________________________________________________________________________ 2.____________________________________________________________________________________________ 3.____________________________________________________________________________________________ 4.____________________________________________________________________________________________ 5.____________________________________________________________________________________________ Do you ever modify your written policies or standard governmental sales practices as identified in the above chart to give better discounts (lower prices) than indicated? YES NO If YES, please explain: _______________________________________ _________________________________________________________________________________________________________ _________________________________________________________________________________________________________ PART II: For your Proposal to be considered, you must submit the Marketing Strategy you will use if the Cooperative accepts all or part of your Proposal. (Example: How you will initially inform Cooperative members of your BuyBoard contract, and how you will continue to support the BuyBoard for the duration of the contract period.) Attach additional pages if necessary. By signature below, I certify that the above is true and correct and that I am authorized by my company to make this certification. ________________________________________________ Company Name ________________________________________________ Signature of Authorized Company Official ________________________________________________ Printed Name FORM M Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com F ORMS C HECKLIST (Please check (√) the following) Completed: Proposer’s Agreement and Signature (Form A) Completed: Vendor Purchase Order, Request for Quotes, and Invoice Receipt Options (Form B) Completed: Felony Conviction Disclosure and Debarment Certification (Form C) Completed: Resident/Nonresident Certification (Form D) Completed: Historically Underutilized Business (HUB) Certification (Form E) Completed: Affirmation Regarding Construction Related Goods and Services (Form F) Completed: Deviation/Compliance Signature Form (Form G) Completed: Dealership Listings (Form H) Completed: Texas Regional Service Designation (Form I) Completed: State Service Designation (Form J) Completed: National Purchasing Cooperative Vendor Award Agreement (Form K) Completed: Federal and State/Purchasing Cooperative Discount Comparison Form (Form L) Completed: References and Price Discount Information (Form M) Completed: Forms Checklist (Form N) Completed: Proposal Specifications with Catalogs/Pricelists *Catalogs/Pricelists must be submitted with proposal response or response will not be considered. FORM N Form 10-9-13 PAPER 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 1 OF 20 V. Paper 1.14.14 INSTRUCTIONS TO PROPOSERS The Local Government Purchasing Cooperative (Cooperative), 12007 Research Blvd., Austin, Texas 78759 is a statewide purchasing cooperative for school districts, junior colleges, cities, counties, and other political subdivisions. The Cooperative was formed by the Texas Association of School Boards, Inc. (TASB), a non-profit corporation of the State of Texas, 12007 Research Blvd., Austin, Texas 78759, and includes the Texas Municipal League (TML), a Texas unincorporated not-for-profit association, 1821 Rutherford Lane, Austin, Texas 78754 and the Texas Association of Counties (TAC), a Texas not-for-profit association, 1204 San Antonio, Austin, Texas 78701 as sponsors. The Cooperative’s contracts for commodities and services will be available to the members of TASB, TML, and TAC, and other local governmental entities that are members of the Cooperative eligible to purchase through a government purchasing cooperative or interlocal contract. TASB, the Cooperative’s administrator, provides the electronic commerce technology to the Cooperative to enable members’ purchasing to be accomplished electronically. Only questions received in writing will receive a response; therefore, questions regarding this Proposal Invitation shall be addressed to: The Local Government Purchasing Cooperative Attn: Procurement Director or Bid Administrator 12007 Research Blvd. Austin, TX 78759 Phone: 512-467-0222, ext. 7154 Fax: 800-211-5454 E-Mail: arturo.salinas@tasb.org or melonie.perry@tasb.org Sealed proposals are being solicited for the merchandise, supplies, services and/or equipment as set forth in this Proposal Invitation. Completed sealed proposal documents for Proposal No. 447-14 for GROUNDS MAINTENANCE EQUIPMENT AND IRRIGATION PARTS, SUPPLIES, AND INSTALLATION must be received by the deadline specified and mailed or delivered to The Local Government Purchasing Cooperative, 12007 Research Blvd., Austin, TX 78759 on or before 2:00 PM February 25, 2014. Late proposals will not be accepted and will be returned to the vendor unopened. Proposals must be submitted in a sealed envelope marked properly with the Proposal Invitation Number, Product Category, and Opening Date and Time. Faxed and/or e- mail proposal responses are not acceptable. Proposals may be withdrawn prior to the opening date and time, but only in accordance with section B.11 (Withdrawal or Modification of Proposal) of the General Terms and Conditions set out hereinafter in this Proposal Invitation. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 2 OF 20 V. Paper 1.14.14 GENERAL TERMS AND CONDITIONS A. General Provisions 1. Statement of Inclusion/Applicability These General Terms and Conditions (“Terms and Conditions”) apply to this Proposal Invitation and the proposing company’s response to this Proposal Invitation, and are an integral part of any contract which is awarded or purchase order which is issued in association with this Proposal Invitation. 2. Organization and Section Titles The provisions of these Terms and Conditions are generally organized according to the stages of the procurement process: proposal, evaluation, award and performance. This organization of and the section titles used in these Terms and Conditions are for convenience and reference only, and in no way define, describe, extend, or limit the scope or intent of the provisions of any section of this document. Unless otherwise stated, any listing of factors or criteria in these Terms and Conditions does not constitute an order of preference or importance. 3. Definitions As used in this Proposal Invitation and associated documentation, the following terms have the meanings set out below unless the context requires otherwise, regardless of whether initial capitalization is consistently used. Words used in the singular include the plural, and words used in the plural include the singular. To the extent terms are defined or used differently in different Proposal Invitation documents, substance prevails over form: “BuyBoard®” means the internet-based electronic commerce technology provided by the Cooperative’s administrator, the Texas Association of School Boards, Inc. (TASB), to enable Cooperative members to purchase awarded goods and services electronically. “BuyBoard Administrator” means the individual identified in this Proposal Invitation as the BuyBoard Administrator. “Contract” means the contract between the Cooperative and the successful proposer (vendor), which gives vendor the opportunity to serve Cooperative members based on the Cooperative’s acceptance of all or part of the proposer’s proposal, and is comprised collectively of the following: a) This Proposal Invitation; b) Proposer’s proposal; c) Notice of Award issued to Proposer by the Cooperative; and d) Purchase order between a Cooperative member and Proposer, and any additional terms, conditions, or instructions agreed to by Proposer, that are consistent with these Terms and Conditions. “Cooperative” means, collectively, The Local Government Purchasing Cooperative (which may also be referred to as “Texas Cooperative” herein) and its administrator, TASB, unless a distinction is made otherwise. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 3 OF 20 V. Paper 1.14.14 “Cooperative member” or “member” means a local governmental entity (e.g., school district, city or county) or other governmental entity that is a member of the Cooperative and is eligible to purchase through a governmental purchasing cooperative or interlocal contract. “Proposal Invitation” means this Proposal Invitation Notice and all associated documentation, including without limitation, instructions, exhibits or attachments, forms, agreements, certifications, item specifications, addenda, supplements and/or clarifications, statements of work and these Terms and Conditions and any amendments hereto. “Proposal” means Proposer’s complete and correct response to this Proposal Invitation, including all information, forms, agreements, certifications and other documentation required by this Proposal Invitation, properly signed by Proposer’s duly authorized representative. “Proposer” or “Vendor” means the company or firm that submits a Proposal or, depending on the context, the proposing company to which the Cooperative awards a contract under this Proposal Invitation. (For purposes of the forms associated with this Proposal Invitation, “you”, “your”, “I” or “my” refer to Proposer or Vendor, as applicable.) “Purchase Order” means a Cooperative member’s fiscal form or format which is used in making a purchase. B. Proposal Requirements 1. Specifications Unless otherwise specified, the specifications are intended to be non-proprietary, and should be construed as such. Catalog numbers, brand names, or manufacturer product or reference numbers used in the item specifications in this Proposal Invitation are intended to be descriptive, not restrictive. These references, as well as “approved brands and/or models” listed, are intended to identify and indicate the type of product being sought and establish the level of quality desired. If any conflict exists in the item specifications between the product descriptions and any brand names or model or reference numbers used, the product descriptions will override the brand names or model number references. In some cases, however, the Cooperative may find it advantageous in order to provide best value to Cooperative members to standardize equipment and/or supplies by manufacturer in order to achieve efficiencies in procurement, repair, and operation, to match existing stock, or to satisfy other requirements. In these limited cases, preference will be given to the specific products identified as “approved brands and/or models,” especially if all other evaluation factors are deemed to be equal. For this reason, where specific brands or models are identified, Proposer is encouraged to propose the exact item specified, in addition to an alternate brand or model where desired. In all cases, proposals must identify the manufacturer, brand, model, etc., of the item being offered. For proposals on “equal/equivalent” items other than the specified “approved brand and/or model,” Proposer must supply a complete description and sufficient data for the Cooperative to properly analyze the product being proposed. The Cooperative may request samples for items other than “approved brands and/or models.” 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 4 OF 20 V. Paper 1.14.14 If the specification identifies a specific brand or model for any item and Proposer fails to identify the manufacturer, brand, model, etc., for that item, the Cooperative will assume Proposer is proposing on the exact brand and model identified in the specification, and if awarded a contract, Vendor must furnish the exact brand name, model, etc., as specified. Substitutions will not be allowed after the contract is awarded, except as provided for in section E.7 (Substitutions) of these Terms and Conditions. The apparent silence of the specifications as to any detail, or the apparent omission from any specification of a detailed description concerning any point, will be interpreted to mean that only the best commercial practices will prevail, and the specification will be construed accordingly. NOTE: If Proposer discovers or suspects an error in any item specification in this Proposal Invitation, including that the specification is proprietary where not intended, Proposer must notify the BuyBoard Administrator of the error in writing immediately, but in no event later than the 10th business day before the proposal close (due) date. 2. Pricing A “Line Item” Proposal must be for a specific price for the unit of measure specified for that item. Proposer is responsible for clearly noting any differences in proposed packaging and/or units of measure as a deviation in accordance with section B.4 (Deviation from Item Specifications or General Terms and Conditions) of these Terms and Conditions. If this Proposal Invitation requires “discount from catalog” pricing, Proposer must quote a single discount percentage to be applied to all items in Proposer's published catalog. Proposer must submit the catalog or published pricelist with the Proposal, and is encouraged to submit the data in electronic format. Proposer’s pricing must be “equal to or better” than pricing Proposer offers other similar customers. Pricing that is not considered equal or better could result in the Proposal being determined non-competitive and not considered for award. Unless specified otherwise in this Proposal Invitation: a) A “Cost Plus” Proposal will not be accepted; b) Proposer will not include freight, transportation and delivery charges or costs or sales tax in Proposal pricing (freight, transportation and delivery charges are to be pre-paid by the awarded Vendor and, subject to section E.4 (Packaging, Transportation, and Delivery) of these Terms and Conditions, included as a separate item on the invoice to the ordering Cooperative member); c) Proposal pricing must include the service fee due pursuant to section E.11 (Service Fee) of these Terms and Conditions; and d) Proposal pricing must be firm for acceptance and the Cooperative’s period for acceptance will be at least 120 calendar days from the proposal close (due) date. 3. Quality Unless otherwise indicated in this Proposal Invitation, proposed products must be new and in first class condition, and must be warranted in the same manner and to the same extent as normally provided to other customers of Proposer. Additionally, proposed products must conform to the highest standards of manufacturing practice, including containers suitable for shipment and storage. Unless otherwise specified, “factory seconds,” “refurbished”, or otherwise inferior items are not acceptable. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 5 OF 20 V. Paper 1.14.14 4. Deviations from Item Specifications or General Terms and Conditions Proposer must clearly note and explain in detail any and all limitations, exceptions, qualifications, special conditions, or deviations from these Terms and Conditions or any of the item specifications in the Proposal at the time the Proposal is submitted. The submission of any such limitation, exception, qualification, special condition, or deviation may place Proposer at a competitive disadvantage or otherwise prevent the Cooperative from considering the Proposal on the affected item(s). If no limitation, exception, qualification, special condition, or deviation is submitted in writing with the Proposal, the Cooperative will hold Proposer accountable to the Cooperative and Cooperative members to perform in strict accordance with these Terms and Conditions and the item specifications as written. 5. Addenda Any interpretation, correction or change to this Proposal Invitation will be made by addendum, and updated information contained in an addendum will prevail over the information contained in the original Proposal Invitation or a previous addendum. The Cooperative is the sole authority for the issuance of any addendum, and any communication related to this Proposal Invitation that is not from the Cooperative is invalid. Although the Cooperative may provide electronic notification when an addendum has been issued and the changes will be flagged, it is Proposer’s responsibility to monitor the BuyBoard vendor website for possible addenda and incorporate any posted addendum into the Proposal. Proposer must acknowledge each addendum in accordance with the instructions accompanying the addendum. 6. Samples The Cooperative may request a product sample. Proposer must furnish the requested sample at no cost to the Cooperative, and, unless otherwise specified, the Cooperative must receive the sample within 72 hours of the request. The submitted sample must be labeled with the Proposal Invitation Name and Number, Item Number, Product Identification Number, and Proposer’s name. Proposer’s failure to submit a sample when requested will result in the product in question not being considered for award to Proposer. The Cooperative will retain samples for a sufficient length of time for proper evaluation. If not destroyed or consumed during examination or testing, the Cooperative will return samples to Proposer at Proposer's expense, provided that Proposer has included a written return request with the submitted samples. Notwithstanding the foregoing, the Cooperative may permanently retain samples submitted by awarded Proposers for the purpose of determining that the quality and workmanship of awarded products delivered to Cooperative members is comparable to the samples. The Cooperative is not liable for samples that are damaged, destroyed or consumed during examination or testing. 7. Proposal on All or Certain Items Unless otherwise specified, Proposer may propose on any or all items. Proposer should answer all questions related to each item on which Proposer wishes to propose, and either leave the questions for other items unanswered (blank) or indicate “No Bid.” The Cooperative will consider items individually and make awards on each item independently, except for “related” items for which “compatibility” will be an element of consideration. In such cases, small groups of items will be considered as a unit. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 6 OF 20 V. Paper 1.14.14 8. “All or Nothing” Awards Unless otherwise indicated in this Proposal Invitation, “all or nothing” Proposals are not acceptable and will be rejected. Proposer must be willing to accept a partial award for any combination of the items or services proposed, and must be willing to share the business with any other successful Proposers. 9. Confidential Information Proposer must clearly mark information in the Proposal that Proposer considers proprietary or confidential by manually marking the information on each proposal page. The Cooperative will treat such information as confidential to the extent allowable under the Texas Public Information Act (Chapter 552 of the Texas Government Code.) If Proposer fails to properly mark the information, the Cooperative and proposer may be unable to seek protection of such information from public disclosure should a third party request access to the information under the Texas Public Information Act or similar disclosure laws. Proposer will be notified of any third party request for information that Proposer has marked proprietary or confidential. 10. Certain Professional Services Excluded Neither this Proposal Invitation nor any contract includes services that are required to be procured under the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code), including without limitation architecture and professional engineering services. 11. Withdrawal or Modification of Proposal Proposer may withdraw a submitted Proposal prior to the proposal close (due) date and time specified in this Proposal Invitation. A Proposal may be withdrawn only in strict accordance with this section. Withdrawal of Proposals: Proposer must submit a written request to the Cooperative for authorization to withdraw a Proposal. The request, which must apply to the submitted Proposal in its entirety, must be manually signed in ink by an individual duly authorized to enter into contracts on Proposer’s behalf, and indicate the individual’s title. The Proposal may not be withdrawn after the specified close (due) date and time, and will not be considered for withdrawal if not submitted in accordance with the packaging and labeling instructions applicable to Proposal submissions. If the BuyBoard Administrator has any question or doubt regarding Proposer’s identity or the identity of its Proposal, withdrawal will not be allowed. If the Cooperative decides to allow the withdrawal, Proposer’s duly authorized representative will be required to complete and sign a written receipt satisfactory to the BuyBoard Administrator before the proposal will be released. The decision of the BuyBoard Administrator relating to matters concerning withdrawal of a Proposal is final. Proposer may resubmit the released Proposal, or submit a new Proposal, up until the close (due) date and time, provided any new submission meets the requirements of this Proposal Invitation. If Proposer resubmits a Proposal that was withdrawn and makes any change to any document in the proposal package, the change must be made in accordance with the Cooperative’s instructions for Proposal submissions, and Proposer will be deemed to have authorized such change. Proposals that are in the Cooperative’s possession at the time proposals are due shall be deemed final, conclusive, and irrevocable; and no Proposal will be subject to withdrawal, amendment, or correction after the close (due) date and time specified in this Proposal Invitation. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 7 OF 20 V. Paper 1.14.14 12. Certifications Form A, which is fundamental to and incorporated into this Proposal Invitation, requires Proposer to certify to certain matters. Pursuant to and in accordance with such Form A, and in addition to the matters set forth therein, Proposer certifies to the following with respect to this Proposal Invitation, the Proposal, and any Contract awarded under this Proposal Invitation. (a) Non-Collusion Certification Proposer agrees and certifies to the following, and understands that the penalty for violating this non-collusion certification will be the immediate disqualification of Proposer’s Proposal: 1) Neither Proposer nor any business entity represented by Proposer has received compensation for participation in the preparation of the item specifications or these Terms and Conditions related to this Proposal Invitation; 2) The proposal has been arrived at independently and is submitted without collusion with any other Proposer, with any competitor or potential competitor, or with any other person or entity to obtain any information or gain any special treatment or favoritism that would in any way limit competition or give any Proposer an unfair advantage over any other Proposer with respect to the Proposal; 3) Proposer has not accepted, offered, conferred, or agreed to confer, and will not in the future accept, offer, confer, or agree to confer, any benefit or anything of value to any person or entity related to the Cooperative or any of its members in connection with any information or submission related to the Proposal, any recommendation, decision, vote, or award related to the Proposal, or the exercise of any influence or discretion concerning the sale, delivery, or performance of any product or service related to the Proposal; 4) Neither Proposer, nor any business entity represented by Proposer, nor anyone acting for such business entity, has violated the Federal Antitrust Laws or the antitrust laws of this State with regard to the Proposal, and the Proposal has not been knowingly disclosed, and will not be knowingly disclosed, to any other Proposer, competitor, or potential competitor prior to the opening of Proposals; and 5) No attempt has been or will be made to induce any other person or entity to submit or to not submit a Proposal. (b) Certification Regarding Legal, Ethical, and Other Matters Proposer agrees and certifies to the following: 1) Proposer has, or has the ability to obtain, such financial and other resources, including inventories, as may be required to fulfill all the responsibilities associated with the Proposal; 2) Proposer has a high degree of integrity and business ethics, and a satisfactory record of performance; 3) Proposer is an authorized dealer, distributor, or manufacturer for the products or services offered in the Proposal; 4) Proposer has not been notified by any local, state, or federal agency with competent jurisdiction that its standing in any matters whatsoever would preclude it from submitting its Proposal and Proposer would in no other way whatsoever be disqualified to propose or receive any award or Contract related to this Proposal Invitation, and Proposer will comply with any reasonable request from the Cooperative to supply information sufficient to substantiate the foregoing representations; 5) Proposer has obtained, and will continue to maintain during the entire term of the Contract, all permits, approvals, or licenses necessary for lawful performance of its obligations under this Contract; 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 8 OF 20 V. Paper 1.14.14 6) The prices, prompt payment discount terms, delivery terms, distribution allowances and the quality and/or performance (including warranties) of the product or services offered in the Proposal are and will remain the same or better than those offered Proposer’s most favored customer under equivalent circumstances; 7) The Proposal complies with all federal, state, and local laws concerning these types of products or services, and Proposer will continue to comply with any applicable federal, state, and local laws related to Proposer’s activities in connection with the Contract; 8) Proposer will comply with any applicable prevailing wage rate requirements under the federal Davis- Bacon or state or local law, including Chapter 2258 of the Government Code; 9) Proposer will maintain, at Proposer’s expense, any insurance, including without limitation such workers’ compensation insurance as may be required by state or local law or policy, necessary to protect the Cooperative and its members from all claims for bodily injury, death, or property damage that might arise from the performance by Proposer or its employees or its agents of any service under the Contract; however, the existence of such insurance does not relieve Proposer of full responsibility and liability for damages, injury, death, or loss as described or as otherwise provided for by law; and 10) Any false statement contained in the Proposal is a material breach of contract which will void the Proposal or any resulting Contract, and subject Proposer to removal from all proposal lists, and possible criminal prosecution. 13. Proposal Signatures Proposer must sign its Proposal in strict accordance with the Cooperative’s instructions, including having an officer duly authorized by Proposer execute the Proposal. By signing, the signatory warrants that he or she has read and agrees to the terms of the Proposal and is authorized to execute same as a legally binding act of Proposer. 14. No Reimbursement The Cooperative will not reimburse or pay Proposer for any expenses Proposer incurs in preparing its Proposal or providing additional information required in connection with the Proposal. C. Proposal Evaluation 1. General A Proposal submitted in accordance with this Proposal Invitation will initially be considered for award; however, initial consideration of a Proposal will not constitute an assessment of its meeting the necessary qualifications, and a Proposal may be disqualified at any time during the evaluation process for failure to meet any other terms or conditions contained anywhere else in this Proposal Invitation. 2. Best Value Criteria The Cooperative evaluates Proposals on the basis of best value to Cooperative members. In evaluating Proposals and determining best value for all Cooperative members, the Cooperative will consider the following criteria: a) Purchase price; b) Reputation of Vendor and of Vendor’s goods or services; c) Quality of Vendor’s goods or services; d) Extent to which the goods or services meet the needs of Cooperative members; e) Vendor’s past performance or relationship with Cooperative members; 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 9 OF 20 V. Paper 1.14.14 f) Total long-term cost to Cooperative members to acquire Vendor’s goods and or services; and g) Any other relevant factor listed in this Proposal Invitation that a public entity may consider in selecting a Vendor, which may include, but is not limited to, any of the following: 1) Vendor’s principal place of business; 2) Warranties offered, Vendor’s warranty service history, and the probability of continuous availability of the goods and/or services offered; and 3) Packaging of the product (in some cases preference is given to a Vendor who provides all the components relative to the complete package). This Proposal Invitation requires Proposers to provide certain information that is relevant to federal, state or local procurement law or other legal requirements for various Cooperative members. This information will be made available to Cooperative members with respect to awarded Vendors, with such information including the following: a) Vendor’s status as a minority/woman-owned business enterprise, historically underutilized business, or service-disabled veteran; b) Whether Vendor or Vendor’s ultimate parent or majority owner has its principal place of business in Texas or employs at least 500 persons in Texas; and c) Whether Vendor is a Texas resident or a non-resident business. The Cooperative authorizes competitive and indefinite quantity awards to Vendors that give the same or better discounts/pricing than they give their best governmental clients. Each Proposal is evaluated on its own merit and determined to be fair and reasonable by comparing the price/discounts that Vendor offers other governmental clients. If this Proposal Invitation requires discount pricing, discount practices are examined and evaluated based on historical data, sales information and other market research techniques. The Cooperative may award Contracts to multiple Vendors supplying comparable products or services, also known as a multiple award schedule, or award the Contract to a single Vendor. The Cooperative’s decision to make multiple awards or a single award will be based upon the Cooperative’s determination regarding the type of award that provides best value to all Cooperative members. 3. Cooperative Board Decision The Cooperative reserves the right to waive any or all irregularities, formalities, or other technicalities and to be the sole and independent judge of quality and suitability of any products or services offered. The Cooperative may accept or reject a Proposal in its entirety, or may reject any part of a Proposal without affecting the remainder of that proposal, and may award the individual items in this Proposal Invitation in any combination or in any way that provides best value to Cooperative members based on the criteria set out in section C.2 (Best Value Criteria) of these Terms and Conditions. The Cooperative may use all means at the collective disposal of the Cooperative and Cooperative members to evaluate Proposals. The final decision as to the best overall offer, both as to price and to suitability of the proposed products or services to meet the needs of and provide best value to Cooperative members, rests solely with the Cooperative’s Board of Trustees. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 10 OF 20 V. Paper 1.14.14 The Board’s decision may be protested only in accordance with the Board’s protest procedure policy, COOP-851, which is available from the BuyBoard Administrator upon request. Pursuant to COOP-851, a protest challenging the terms, conditions or form of notice of this Proposal Invitation and accompanying documentation must be received by the Cooperative no later than the fifth (5th) business day before the Proposal close (due) date, and a protest challenging an award decision no later than the fifth (5th) business day after the award is posted on the BuyBoard vendor website. D. Contract Award 1. Notice of Award and Related Matters A Proposal is an offer by Proposer to contract with the Cooperative and Cooperative members in accordance with this Proposal Invitation, including without limitation the item specifications, and these Terms and Conditions. A Proposal does not become a Contract unless and until the Proposal is accepted by the Cooperative through the issuance of a written Notice of Award to the successful Proposer, whereupon the Contract becomes binding and enforceable. The Contract is then utilized by a Cooperative member by the member issuing a signed purchase order for the awarded products or services. Vendor must honor all purchase orders issued by Cooperative members during the Contract term in accordance with these Terms and Conditions. Cooperative members do not have the authority to modify these Terms and Conditions. However, a Cooperative member may add terms to a purchase order that are consistent with these Terms and Conditions and are acceptable to Vendor. As provided for in detail in section E.10 (The BuyBoard) of these Terms and Conditions, all purchase orders must be processed through the BuyBoard. All deliveries and financial transactions related to the purchase order will occur directly between Vendor and the ordering Cooperative member. The Cooperative may maintain Vendor’s contract documents in electronic format for the duration of the Contract term. A Cooperative member may require a performance and/or payment bond from Vendor as may be required by law or deemed necessary or appropriate. Additionally, a Cooperative member may require Vendor to carry and provide proof of such insurance as may be required by state or local law or policy. Individual Cooperative members may in certain circumstances require background checks on Vendor employees who will have direct contact with students or staff, or for other reasons, and may require Vendor to pay the cost of obtaining criminal history record information. An awarded Proposal will not be active on the BuyBoard until Vendor submits price sheets or catalogs to the Cooperative in proper format for posting to the BuyBoard website. If the award is based on “discount from catalog” pricing or industry or other “benchmark” pricing and Vendor did not submit a complete, updated electronic catalog and/or price list with the Proposal, Vendor must submit such electronic data for all awarded items within sixty (60) business days after the date of the Notice of Award. If the electronic data is not timely submitted, the Cooperative may inactivate Vendor’s award from the BuyBoard pending receipt. Vendor may submit subsequent changes to the Proposal price list, to the extent changes are permitted by these Terms and Conditions, when they become available. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 11 OF 20 V. Paper 1.14.14 2. Piggyback Contract and Other Entity Clause It is the Cooperative’s intent that other governmental and entities throughout the United States, as well as administrator’s nonprofit entity BuyBoard subscribers, have the opportunity to purchase the goods or services awarded under the Contract at the same pricing and according to these Terms and Conditions, subject to applicable state law, through a piggy-back award or similar agreement. To the extent applicable, Vendor must offer and sell the awarded goods and services to such other organizations and entities in accordance with Vendor’s Proposal, including without limitation the State Service Designation Form (Form I) and the National Purchasing Cooperative Vendor Award Agreement (Form J). If during the Contract term Vendor wishes to serve one or more states in addition to the state(s) listed in its Proposal, Vendor must execute a new Form I. E. Contract Performance 1. Contract Term The term of the Contract is for the initial term stated in this Proposal Invitation, which term begins on the date of the Notice of Award. Unless otherwise stated in this Proposal Invitation, the Contract may be renewed for two (2) additional one (1)-year terms as provided for in this section E.1. A reference to “Contract term” in these Terms and Condition means the initial term and any renewal term. Vendor has no right to or vested interest in a Contract renewal. The Cooperative will evaluate the Contract award prior to the expiration of the then current Contract term (initial or renewal), and reserves the right to not renew the Contract based on factors that may include, but are not limited to, the annual amount of business, performance, and continued provision of best value to Cooperative members. With respect to annual amount of business, Vendor must generate the minimum amount specified in the General Information associated with this Proposal Invitation through the Contract during both the initial and the first renewal term or may not be offered a second renewal term. A renewal must be agreed to by the Cooperative and Vendor. In the event the Contract term will expire before the Cooperative awards a successor contract for the categories of awarded products or services, the Contract may be extended beyond the expiration date on a month to month basis upon the agreement of the Cooperative and Vendor, provided that the awarded pricing does not increase during such extension. 2. Conformity to Item Specifications and Contract Award Vendor warrants that the products or services Vendor provides under the Contract conform to the item specifications and other requirements of this Proposal Invitation (except to the extent and as specifically noted as deviations in Vendor’s Proposal), and are free from all defects in material, workmanship and title. If Vendor deviates from an item specification, including delivering a product other than the specific brand and model of the product awarded, the ordering Cooperative member may reject the product when delivered and terminate the purchase order, at no cost or penalty to the member. Vendor further warrants that all products provided under the Contract meet applicable OSHA standards and regulations, and that any electrical items bear the appropriate listing from US, FMRC, NEMA, or UL Laboratories. If awarded products are chemicals or other products that customarily require Material Safety Data Sheets (MSDS), Vendor must include the MSDS with the first shipment of the product to a Cooperative member during the Contract term. Vendor must provide additional MSDSs to Cooperative members upon request, promptly and at no additional cost. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 12 OF 20 V. Paper 1.14.14 3. Awarded Pricing Except as provided in this section E.3 or otherwise in this Proposal Invitation, Vendor shall hold its awarded pricing firm during the Contract term. Vendor may submit manufacturer price increases that occur during the Contract term to the Cooperative, with such supporting manufacturer documentation as the Cooperative may require. The Cooperative will determine whether Vendor may pass any or all of an increase on to Cooperative members and notify Vendor of its determination in writing. The Cooperative reserves the right to accept or reject any or all of the requested price recalculation as it deems to be in the best interest of and to provide best value to Cooperative members. In the event Vendor decreases the price of awarded products or services for any or all of its other customers in similar market circumstances below the Contract price, Vendor must offer such decreased pricing to Cooperative members. During the Contract term, Cooperative members may negotiate with Vendor, through the BuyBoard request for quotes (RFQ) function or otherwise, to obtain lower prices for awarded products or services based on volume or other factors. Unless specified otherwise in this Proposal Invitation, the service fee due pursuant to section E.11 (Service Fee) of these Terms and Conditions is included in the awarded pricing. 4. Packaging, Transportation, and Delivery Unless otherwise provided for in this Proposal Invitation, all products must be packaged in containers that are new, appropriately designed for the product, and sturdy enough to protect the product during loading, transit, unloading, and storage, and be suitably packed to secure the lowest transportation costs. Products for which palletizing is appropriate must be delivered on standard 48” 4-way pallets in good, serviceable condition. Vendor is responsible for paying all freight, delivery, handling and other charges incurred in transporting and delivering products to a Cooperative member, and for the risk of loss until the product is delivered to and accepted by the Cooperative member. Freight, delivery, handling and other charges incurred in transporting and delivering products to a Cooperative member are to be prepaid by Vendor. Vendor may collect the actual amount of such charges after delivery and acceptance, provided that the charges (a) were disclosed to the Cooperative member, if requested, and in all instances in which the charges exceed ten percent (10%) of the total cost of the order, prior to shipment; (b) are itemized and shown separately on the member’s invoice; and (c) are supported by appropriate documentation submitted with the invoice. Except for items that have hidden defects or that do not meet specifications, title and risk of loss to products pass to a Cooperative member upon the member’s actual receipt and acceptance of the product at the point and time of delivery. Unless otherwise noted in the proposal (as a deviation) or the purchase order, Vendor must deliver or provide awarded products or services within ten (10) business days after receipt of a Cooperative member’s purchase order. Vendor must immediately notify the Cooperative member’s primary contact of any anticipated or actual delay and document the notice in writing, and the member may extend the delivery time or cancel the order if the delay is unacceptable. If the Cooperative member has not received notice of the delay as required by this section, the member may, at its discretion, return to Vendor any items received after the due date, at Vendor’s expense and without liability or penalty to the member. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 13 OF 20 V. Paper 1.14.14 When the needs of a Cooperative member require immediate response, the right to pick up products on an “over the counter” basis must be available for the majority of the awarded products. In these circumstances, the Cooperative member’s personnel may pick up the products at Vendor’s warehouse location. Additionally, a Cooperative member may request emergency delivery, and Vendor must use its best efforts to comply with rush or emergency requests. If Vendor cannot fulfill the emergency delivery requirement, the member may procure the products or services from alternative sources without penalty. Time is of the essence in Vendor’s performance of the Contract. 5. Packing Lists, Invoices and Payments Packing lists or other suitable shipping documents must accompany each shipment and state: (a) Vendor’s name and address; (b) Cooperative member’s name and address or delivery location; (c) Cooperative member’s purchase order number; (d) descriptive information identifying the item(s) delivered, including quantity, item number, product code, item description, and total number of containers; and (e) copies of all product warranties for the item(s) delivered. Vendor must submit separate invoices, in duplicate, on each purchase order after each delivery. Invoices must (a) contain the information stated above; (b) separately itemize any transportation and delivery charges, and include associated documentation; (c) include a properly signed copy of the delivery receipt; and (d) be mailed directly to the ordering Cooperative member. Unless specified otherwise in this Proposal Invitation, the service fee due pursuant to section E.11 (Service Fee) of these Terms and Conditions is included in the awarded pricing and must not be separately itemized in the invoice. Payment is due after a Cooperative member’s receipt and acceptance of ordered products or services and the documentation identified above, including a complete and correct invoice, in accordance with the Prompt Payment Act (Chapter 2251 of the Texas Government Code.) A Cooperative member is not responsible for products delivered or invoiced without a valid purchase order number. A Cooperative member’s obligation to Vendor is payable only and solely from funds available for the purpose of the purchase. Lack of funds will render a member’s purchase order null and void to the extent funds are not available and any delivered but unpaid product will be returned to Vendor. Neither the Cooperative nor TASB is liable or responsible for any payment owed Vendor by a Cooperative member under the Contract. 6. Product Inspection, Testing, and Defective Items Products supplied under the Contract must be delivered in the best possible condition, be covered by the product warranties provided by Vendor and/or the product manufacturer to other customers, and are subject to inspection, testing, and approval by the Cooperative or a Cooperative member. Tests may be performed on samples taken from any regular shipment of the product. In the event a tested product fails to meet or exceed all requirements of the item specifications or these Terms and Conditions, Vendor must pay the cost of the samples and the testing. Upon receipt of notification from the Cooperative or Cooperative member, Vendor must pick up and replace the defective product within five (5) business days or on the next service date, whichever is sooner, without charge for the replacement or delivery. Additionally, the Cooperative or member may dispose of defective products that are not picked up and replaced by Vendor, without cost. Products damaged in shipment are considered defective for purposes of the foregoing. Latent defects discovered after delivery and acceptance of any products may result in revocation of the acceptance of such products. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 14 OF 20 V. Paper 1.14.14 The Cooperative must have access to Vendor’s place of business during normal business hours for the purpose of inspecting any awarded product. 7. Substitutions Except as provided in this section E.7, the Cooperative will not accept substitutions to any product(s) after a Notice of Award has been issued. If an awarded product is discontinued by the manufacturer and the same manufacturer offers an equivalent replacement product, Vendor may substitute the replacement product for the awarded product, provided that Vendor submits supporting documentation to the Cooperative and receives the Cooperative’s written authorization for the requested substitution in advance. 8. Product Guarantees and Warranties Vendor must not limit or exclude any implied warranties and shall extend such warranties on the awarded product as are normally provided to other customers of Vendor. Additionally, a minimum of a ninety (90)-day product guaranty or the manufacturer’s standard commercial warranty, whichever is greater, will apply to all awarded products. At a minimum, all product warranties must provide for replacement of defective merchandise, parts, and labor, and include pick-up of the defective merchandise from the location specified by the Cooperative member and delivery of the replacement(s) to the same location. The warranty period is effective from the date the Cooperative member accepts the product. 9. Multiple Distribution Centers and Single Point of Contact If Vendor delivers products out of more than one warehouse or distribution center, all warehouses or distribution centers involved in the distribution plan must carry or have timely access to all awarded items and must be able to respond to orders in a timely manner. Unless otherwise specified in this Proposal Invitation, product substitutions are not allowed, and the involvement of multiple distribution centers does not alter the restriction against product substitution. The Cooperative and Cooperative members will have one Vendor contact person for overall contract management relative to the Contract or purchase order, even if Vendor uses multiple distribution centers, and the Cooperative and its members will not be required to deal with multiple Vendor contacts for overall contract management. 10. The BuyBoard The awarded Contract will be posted on the BuyBoard website as an online electronic catalog(s). A Cooperative member that wishes to procure goods or services under the Contract will initiate a purchase order through the BuyBoard, which will be transmitted to Vendor. All purchase orders generated by or under the contract must be processed through the BuyBoard. Except as expressly authorized in writing by the BuyBoard Administrator, Vendor is not authorized to process a purchase order received directly from a Cooperative member. Vendor must maintain the computer and telephone hardware necessary to provide for the electronic receipt of purchase orders, and pay such costs and fees as may be imposed by a supplier or service provider for the software, equipment and service required to use the BuyBoard. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 15 OF 20 V. Paper 1.14.14 11. Service Fee Vendor must pay the Cooperative the service fee specified in this Proposal Invitation and, unless this Proposal Invitation provides otherwise, the service fee is included in the awarded pricing. Vendor must remit the service fee to the Cooperative in Austin, Texas, promptly upon receipt of each service fee invoice. Vendor agrees to provide the Cooperative with copies of all purchase orders generated by or under the Contract that are received directly from Cooperative members, or such other documentation regarding those purchase orders as the BuyBoard Administrator may require, for the purpose of allowing the Cooperative to bill and collect the service fee, and for compiling required purchasing history. Additionally, the Cooperative has the right, upon reasonable written notice, to review Vendor’s records pertaining to purchases under the Contract with Cooperative members to verify the accuracy of service fees payable from Vendor. 12. Disclaimer of Warranty and Limitation of Liability THE COOPERATIVE AND TASB (BOTH D/B/A BUYBOARD) DISCLAIM ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, IN REGARD TO THE AVAILABILITY, ACCURACY, CONTENT OR ANY OTHER ASPECT OF ANY INFORMATION, PRODUCT, OR SERVICE FURNISHED UNDER THE CONTRACT AWARD, INCLUDING, WITHOUT LIMITATION, ANY AND ALL IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WITH RESPECT TO ANY AND ALL CAUSES OF ACTION ARISING UNDER OR RELATED TO THE CONTRACT, NEITHER THE COOPERATIVE NOR TASB, NOR THEIR RESPECTIVE OFFICERS, BOARD MEMBERS, EMPLOYEES OR AGENTS, IS LIABLE TO VENDOR UNDER ANY CIRCUMSTANCES FOR LOST REVENUE, DATA OR PROFITS, OR FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES, EVEN IF THE COOPERATIVE AND/OR TASB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. WITHOUT WAIVING ANY GOVERNMENTAL IMMUNITY PROVIDED BY LAW, IN NO EVENT WILL THE COOPERATIVE AND/OR TASB’S TOTAL JOINT LIABILIY TO VENDOR EXCEED THE AMOUNT OF THE SERVICE FEE PAID BY VENDOR DURING THE TWELVE MONTHS IMMEDIATELY PRECEEDING THE EVENT GIVING RISE TO SUCH LIABILITY. Neither the Cooperative nor TASB is in any way liable to Vendor for a Cooperative member’s performance or nonperformance of the member’s obligations under the Contract or purchase order. 13. Sales Tax Cooperative members are governmental entities which are generally exempt by law from the payment of state sales tax and federal excise tax. Vendor may request a Cooperative member to provide a Tax Exemption Certificate, or the member may establish its tax exempt status by including tax exemption information or tax exemption certificate with the purchase order as authorized under law. Vendor is responsible for collecting such taxes, if any, as may be due from a Cooperative member and remitting payment to the appropriate taxing authority. 14. Use of Logo and Trade Name The BuyBoard trade name and logo are proprietary to TASB and have been specifically licensed by TASB to the Cooperative. Vendor may not use, display, or otherwise distribute the BuyBoard logo or trade name except in strict accordance with the Cooperative’s written guidelines posted on the BuyBoard website. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 16 OF 20 V. Paper 1.14.14 15. Indemnification Vendor agrees to defend, indemnify, and hold harmless the Cooperative, TASB and Cooperative members, and their officers, board members, agents and employees, from and against all claims, actions, suits, demands, proceeding, costs, damages and liabilities, including court costs and attorney’s fees, arising out of or resulting from any acts or omissions of Vendor or its agents, employees, suppliers or contractors or subcontractors in the execution of or performance under the Contract or a purchase order, as applicable. 16. Intellectual Property Infringement Without limiting the scope of section E.15 (Indemnification) of these Terms and Condition, if any claim is asserted, or action or proceeding brought against the Cooperative or a Cooperative member that alleges that all or any part of the products supplied by Vendor, in the form supplied or modified by Vendor, or its subcontractors pursuant to Vendor’s sole directions, infringes or misappropriates any United States intellectual property, intangible asset, or other proprietary right, title or interest (including, without limitation, any copyright or patent or any trade secret right, title, or interest), or violates any other contract, license, grant, or other proprietary right of any third party, the Cooperative, upon its awareness, shall give Vendor prompt written notice thereof. Vendor shall defend, and hold the Cooperative and the Cooperative member harmless, against any such claim or action and shall indemnify the Cooperative and Cooperative member against any liability, damages and costs resulting from such claim. In addition, if, in any such suit arising from such claim, the continued use of the product for the purpose intended is enjoined by any court of competent jurisdiction, Vendor shall, at its expense and option, either (a) procure for the Cooperative member the right to continue using the product; (b) modify the product so that it becomes non-infringing; (c) replace the product or portions thereof so that it becomes non-infringing; or (d) allow the Cooperative member to return the product and refund the purchase price (less reasonable depreciation for use.) 17. Remedies for Default and Termination of Contract Except as otherwise provided for in these Terms and Conditions, either party may terminate the Contract in whole or in part in the event of the other party’s substantial failure to fulfill its obligations under the Contract through no fault of the terminating party; provided, however, that the defaulting party is given at least ten (10) business days prior written notice of the default and intent to terminate (delivered by certified mail, return receipt requested, or other method that similarly documents receipt), and a ten (10) business day opportunity to remedy the default to the satisfaction of the terminating party (or, in the event of default based on Vendor’s failure to timely remit the service fee due the Cooperative, such longer cure period as may be established by Cooperative policy.) At the Cooperative’s option and in addition to any other remedies it may have available, the Cooperative may terminate the Contract if Vendor fails to adhere to or violates any of the provisions of these Terms and Conditions, including the certifications. Without limiting the scope of the foregoing, one or more of the following constitute grounds for termination: a) Delivery of product that fails to meet the item specifications; b) Delivery of product that is defective or fails to pass product inspection; c) Delivery of a product substitution, except as specifically authorized; d) Failure to meet required delivery schedules; e) Failure to timely supply the awarded products or services at the contract price; 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 17 OF 20 V. Paper 1.14.14 f) Failure to timely remit any service fee due the Cooperative under the Contract or any other BuyBoard contract with Vendor; or g) Processing a purchase order received directly from a Cooperative member, without prior written approval from the BuyBoard Administrator. Notwithstanding any other provision of this section E.17, in the event of Vendor’s default under or breach of any provision in the Contract, the Cooperative reserves the right to enforce the performance of the Contract in any manner prescribed by law or deemed to be in the best interest of the Cooperative or necessary or appropriate to protect or provide best value to Cooperative members. Without limiting the scope of the foregoing, the Cooperative or its administrator may temporarily inactivate (suspend) Vendor from the BuyBoard website and as a BuyBoard vendor, with or without prior notice to Vendor, if the Cooperative or its administrator determines that the nature of the breach warrants such action, and the temporary inactivation will remain in effect pending further action or termination of the Contract by the Cooperative or its administrator. Vendor remains liable for all obligations and responsibilities incurred prior to and during any temporary inactivation and prior to termination, as applicable. In the event the Cooperative terminates the Contract, in whole or in part, the Cooperative reserves the right to award the terminated Contract, or any portion thereof, to the next Proposer the Cooperative determines to provide best value to Cooperative members. A Cooperative member has no authority to terminate the Contract at the Cooperative level for default, but may terminate a purchase order or refuse to accept delivery as provided for in these Terms and Conditions or for Vendor’s material breach of a term or condition included in a member purchase order or supplemental contract. Additionally, the Cooperative and Cooperative members may sue for breach of contract and specific performance and, in addition to contract damages, recover attorneys’ fees and costs. Neither the Cooperative nor a Cooperative member will be liable to Vendor for any damages (including, but not limited to, loss of profits or loss of business, or any special, consequential, exemplary, or incidental damages) resulting from termination based on Vendor’s default or breach of contract. If any delay or failure of performance is caused by a Force Majeure event as described in section E.18 (Force Majeure) of these Terms and Conditions, the Cooperative may, in its sole discretion, terminate the Contract in whole or part, provided such termination complies with the procedures set out above. Any Contract termination resulting from any cause other than a Force Majeure event will be deemed valid reason for not considering any future proposals from the defaulting Vendor. In the event a Vendor’s Contract is terminated under this section E.17, Vendor shall remain responsible for payment of all service fees to the Cooperative for products and services sold to Cooperative members prior to such termination. 18. Force Majeure The term Force Majeure includes, but is not limited to, governmental restraints or decrees, provided they affect all companies in Vendor’s industry equally and are not actions taken solely against Vendor; acts of God (except natural phenomena, such as rain, wind or flood, which are normally expected in the locale in which performance is to take place); work stoppages due to labor disputes or strikes; fires; explosions; epidemics; riots; war; rebellion; or sabotage. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 18 OF 20 V. Paper 1.14.14 The Cooperative, Cooperative members, and Vendor are required to use due caution and preventive measures to protect against the effects of Force Majeure, and the burden of proving that Force Majeure has occurred rests on the party seeking relief under this section E.18. The claiming party must promptly notify the other party in writing, citing the details of the Force Majeure event, use due diligence to overcome obstacles to performance created by the Force Majeure event, and resume performance immediately after the obstacles have been removed, provided the Contract has not been terminated in the interim. Delay or failure of performance of the Contract or a purchase order caused solely by a Force Majeure event will be excused for the period of delay caused solely by the Force Majeure event, provided the party claiming the event promptly notifies the other party in writing. Neither party shall have any claim for damages against the other resulting from delays caused solely by Force Majeure. Neither the Cooperative nor a Cooperative member will be responsible for any cost incurred by Vendor because of the Force Majeure event unless the Cooperative member has requested, in writing, that Vendor incur such cost in connection with any delay or work stoppage caused by the Force Majeure event. Notwithstanding any other provision of this section E.18, in the event Vendor’s performance of its obligations under the Contract is delayed or stopped by a Force Majeure event, the Cooperative may, at its sole option, terminate the Contract in accordance with section E.17 (Remedies for Default and Termination of Contract) of these Terms and Conditions. This section E.18 does not limit or otherwise modify any of the Cooperative’s rights as provided elsewhere in the Contract. F. Miscellaneous 1. Assignment Vendor may not sell, assign, transfer, convey or subcontract any responsibility or obligation created by the contract without the Cooperative’s prior written consent. In determining whether to consent, the Cooperative will consider relevant factors, including whether the person to which the sale, assignment, transfer, conveyance or subcontract is proposed is bound to and will honor all obligations and responsibilities imposed on Vendor under the Contract, and the best interest of and value to Cooperative members. Vendor’s attempted sale, assignment, transfer, conveyance or subcontracting of any part of the Contract except in compliance with this section F.1 is void and ineffective. If Vendor ceases distribution of an awarded product for any reason during the Contract term and the Cooperative determines that continued availability of the product provides best value to Cooperative members, the Cooperative reserves the right to place the manufacturer of such product on the BuyBoard for the remainder of the Contract term, in which event Vendor will assign the Contract for such product to the product manufacturer. 2. Notices Unless otherwise provided for in this Proposal Invitation, any written notice or other communication required by the Contract or by law will be conclusively deemed to have been given and received on the third business day after such written notice has been deposited in the U. S. Mail, properly addressed, and with sufficient postage affixed thereto, provided that actual notice may also be given in any other manner used in commerce. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 19 OF 20 V. Paper 1.14.14 3. Equal Employment Opportunity (EEO) Disclosures Vendor agrees to abide by all applicable laws, regulations, and executive orders pertaining to equal employment opportunity, including federal laws and the laws of the State in which Vendor’s primary place of business is located. In accordance with such laws, regulations and executive orders, Vendor agrees that no person in the United States shall, on the grounds of race, color, religion, national origin, sex, age, veteran status, disability or genetic information, be excluded from employment with or participation in, be denied the benefits of, or be otherwise subjected to discrimination under any program or activity performed by Vendor under the Contract. Upon request, Vendor will furnish information regarding its nondiscriminatory hiring and promotion policies. 4. Applicable Law, Venue and Dispute Resolution The Contract is governed by and will be construed according to the laws of the State of Texas, including the Uniform Commercial Code (UCC) as adopted in the State of Texas as effective and in force on the date of the Contract. Venue for any litigation concerning the Cooperative or TASB lies in Austin, Travis County, Texas, and venue for any litigation between a Cooperative member and Vendor arising under the Contract lies in the home county of the member. The parties have the mutual affirmative duty to attempt to resolve any disputes that arise under the Contract in good faith at the least possible expense prior to the initiation of any type of judicial or administrative proceeding. 5. Waiver No claim or right arising out of a breach of the Contract can be discharged in whole or part by a waiver or renunciation of the claim or right unless the waiver or renunciation is supported by consideration and is in writing signed by the aggrieved party. A party’s failure to require strict performance of any provision of the Contract does not waive or diminish that party’s right thereafter to demand strict compliance with that or any other provision. 6. Interpretation – Parol Evidence This writing is intended by the parties as a final expression of their agreement and a complete and exclusive statement of the terms of their agreement. No course of prior dealing between the parties and no usage of the trade is relevant to supplement or explain any terms used in the Contract. Acceptance or acquiescence in a course of performance rendered under the Contract is not relevant to and does not determine the meaning of the Contract even though the accepting or acquiescing party has knowledge of the performance and opportunity for objection. 7. Right to Assurance Whenever the Cooperative in good faith has reason to question Vendor’s intent to perform, the Cooperative may demand that Vendor give written assurance of its intent to perform. In the event that a demand is made and no assurance is given within five (5) days, the Cooperative may treat the failure as an anticipatory repudiation of the Contract. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 20 OF 20 V. Paper 1.14.14 8. Non-Appropriations Clause Texas law prohibits the obligation and expenditure of public funds beyond the fiscal year for which a budget has been approved. A Cooperative member that is a governmental entity (a) reserves the right to rescind a multi- year purchase order or other agreement to purchase products or services under the Contract at the end of the member’s fiscal year if it is determined that funding is not available to extend the agreement; and (b) will use its best efforts to attempt to obtain and appropriate funds for payment. 9. Invalid Term or Condition If any term or condition of the Contract is held invalid or unenforceable, the remainder of the Contract will not be affected and will be valid and enforceable. 10. Remedies Cumulative The remedies available to the Cooperative, a Cooperative member, or Vendor under this Contract are in addition to any other remedies that may be available under law or in equity. 11. Signatures Except as required pursuant to section B.13 (Proposal Signatures) of these Terms and Conditions with respect to Proposals and related documentation or as otherwise specifically required in these Terms and Conditions, all notices, requests, amendments and other written documentation required or authorized under the Contract may be provided by facsimile or as an imaged document, and an electronic, facsimile or imaged signature shall be deemed an original. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 1 OF 3 THE LOCAL GOVERNMENT PURCHASING COOPERATIVE GENERAL INFORMATION Sealed Proposal No. 447-14 – Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation ***Please make sure that you have either downloaded and/or printed all sections of this Proposal. *** 1. Proposal Invitation and Forms 2. Proposal Instructions and General Terms and Conditions 3. General Information 4. Proposal Specifications Your Proposal (including completed and signed Forms and completed Proposal Specifications) must be returned in a sealed envelope – no electronic responses will be accepted. NOTE: Catalogs/Pricelists must be submitted with the Proposal Specifications or the Proposal will not be considered!!! PURPOSE OF THE CONTRACT The intent of this proposal process is to establish a contract for the purchase of various Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation used by Purchasing Cooperative members. Because individual members require different equipment, supplies, and/or services this Proposal Invitation is a request for a discount off of catalog or price list for services. Purchases can be made by a Cooperative member at any time during the contract term. TERM OF CONTRACT The term of this contract will be from June 1, 2014 through May 31, 2015, with two (2) possible one (1) year renewals. An awarded Vendor has no right to or vested interest in contract renewal. The Cooperative will evaluate the contract award prior to the expiration of the then-current term on the basis of factors that may include the annual amount of business, performance and continued provision of best value to Cooperative members. For purposes of this Proposal Invitation, a Vendor must generate a minimum of $15,000 through the contract during an annual contract term or may not be offered a renewal. A renewal must be mutually agreed upon by both parties. VALUE OF CONTRACT The estimated value of this contract is $56,500,500; however, this estimate should not be construed to be a guaranty of either minimum or maximum since usage is dependent upon Cooperative members’ actual needs and available funding. An awarded Vendor must supply products at the awarded discount structure for the duration of the contract and honor all purchase orders prepared by each individual Cooperative member. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 2 OF 3 SERVICE FEE An awarded Vendor under this Proposal Invitation must pay the Cooperative a service fee in the amount of 2% per purchase order generated from any contract awarded under this Proposal Invitation, and the service fee is to be included in the awarded pricing. Proposer agrees to pay this service fee and remit the fee to the Cooperative in Austin, Texas, promptly upon receipt of each fee invoice. Proposer agrees to provide the Cooperative with copies of all purchase orders generated from Proposer’s contract(s) that Proposer receives directly from Cooperative members for the purpose of billing and collecting the service fee and for compiling required purchasing history. Proposer further agrees that the Cooperative shall have the right, upon reasonable written notice, to review its records pertaining to purchases under any awarded contract to verify the accuracy of service fees payable by Proposer. CONFIDENTIAL INFORMATION Any information submitted by Proposer that Proposer considers to be confidential must be clearly marked as such by manually marking the information on each Proposal page. ADDITIONAL INFORMATION: Awarded vendor(s) for this proposal must be licensed in accordance with federal, state, and/or local regulations to sell and/or install the equipment and supplies. All necessary licenses, permits, and/or proof of insurance must be provided to Cooperative members upon request. The type and amount may vary according to individual Cooperative member requirements. AWARD AND EVALUATION This contract will be awarded based on the evaluation and award criteria set out in Section C.2 of the General Terms and Conditions to provide best value to Cooperative members. Awarded proposals will not be active on the BuyBoard until price sheets or catalogs are submitted in the proper format to be posted to the BuyBoard. TYPE OF CONTRACT This is a “sealed proposal” based on discount off catalog or price list. All discount percentages shall remain firm for the duration of the contract. In the event of price decreases, such price decreases shall be allowed for all products. Catalog/pricelist must be submitted with the Proposal. By signing this Proposal, the Proposer certifies that the proposing entity has obtained, and will continue to maintain during the entire term of this contract, all permits, approvals, or licenses, necessary for lawful performance of its obligations under this contract. Individual Cooperative members may in certain circumstances request background checks on an awarded Vendor’s employees who will have direct contact with students, or for other reasons, and may require Vendor to pay the cost of obtaining criminal history information. 12007 Research Boulevard · Austin, Texas 78759-2439 PH: 800-695-2919 · FAX: 800-211-5454 · www.vendor.buyboard.com PAGE 3 OF 3 BUYBOARD ADVISORY REGARDING CONSTRUCTION-RELATED GOODS AND SERVICES The Cooperative recently issued the Construction-Related Goods and Services Advisory, which provides information specifically relevant to the procurement of construction-related goods and services by Texas Cooperative members. The Advisory is included as Form F in the Proposal Forms associated with this Proposal Invitation. Because many BuyBoard contracts include goods or installation services that might be considered construction-related, Proposer should sign and submit Form F regardless of type of goods or services associated with this Proposal Invitation. PROFESSIONAL ENGINEERING AND OTHER PROFESSIONAL SERVICES EXCLUDED The scope of services in this Proposal Invitation and any resulting contract award do not include services that are required to be procured under the Professional Services Procurement Act (Chapter 2254 of the Texas Government Code), including without limitation architecture and professional engineering services. DELIVERY RESPONSE Routine delivery response to a Cooperative member shall be within ten (10) business days after receipt of purchase order. Delivery shall be made during the ordering Cooperative member’s normal business hours. Any Cooperative member may request emergency delivery. Awarded Vendors shall use their best efforts to comply with rush or emergency requests. However, if the Vendor cannot fulfill the emergency delivery requirements, the Cooperative member may procure the products or services from alternative sources without penalty. WARRANTY/GUARANTY All products purchased under this contract shall be NEW and free from defects. Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog DiscountSection I: Grounds Maintenance Equipment, Supplies and Accessories1Golf and Turf Equipment, Supplies, and AccessoriesGolf and Turf Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!2Tractors, Equipment, Supplies, and Accessories, 20 to 200 Engine HPTractors, Equipment, Supplies, and Accessories, 20 to 200 Engine HP -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 3Lawn and Garden Tractors, Equipment, Supplies, and AccessoriesLawn and Garden Tractors, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 4Front Mowers, Equipment, Supplies, and AccessoriesFront Mowers, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 5Wide Area Mowers, Equipment, Supplies, and AccessoriesWide Area Mowers, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 1 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount6Zero Turn Mowers, Equipment, Supplies, and AccessoriesZero Turn Mowers, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 7Walk Behind Mowers, Equipment, Supplies, and AccessoriesWalk Behind Mowers, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 8Utility Vehicles, Equipment, Supplies, and AccessoriesUtility Vehicles, Equjipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 9All Terrain Vehicles, Equipment, Supplies, and AccessoriesAll Terrain Vehicles, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 10Cutters and Shredders, Equipment, Supplies, and AccessoriesCutters and Shredders, Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 11Sprayers, Supplies, and AccessoriesSprayers, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 2 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount12Scrapers, Supplies, and AccessoriesScrapers, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 13Hand Held Equipment, Supplies, and AccessoriesHand Held Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 14Landscape and Turf Care AttachmentsLandscape and Turf Care Attachments -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories to be sold with equipment or separately. Catalog/Pricelist MUST be included or response will NOT be considered! 15Parking Lot/Sidewalk Sweepers, Supplies, and AccessoriesParking Lot/Sidewalk Sweepers, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 16Turf Maintenance Sweepers and Equipment, Supplies, and AccessoriesTurf Maintenance Sweepers and Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 3 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount17Outdoor Scrubbers, Supplies, and AccessoriesOutdoor Scrubbers, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 18Hydroseeding Equipment, Supplies, and AccessoriesHydroseeding Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 19Bark and Straw Blowers and Crimper Equipment, Supplies, and AccessoriesBark and Straw Blowers and Crimper Equipment, Supplies, and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 20All Other Types of Grounds Maintenance Equipment, Supplies and AccessoriesAll Other Types of Grounds Maintenance Equipment, Supplies and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 21Field and Turf Fertilizer, Conditioners, Dressings and ChemicalsField and Turf Fertilizer, Conditioners, Dressings and Chemicals -- Please state the discount (%) off catalog/pricelist for the full line of products. Catalog/Pricelist MUST be included or response will NOT be considered! PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 4 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount22 Nursery ProductsNursery Products -- Please state the discount (%) off catalog/pricelist for the full line of products, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered! 23Specialty Soils for Athletic Fields, Play Surfaces, etc.Specialty Soils for Athletic Fields, Play Surfaces, etc. -- Please state the discount (%) off catalog/pricelist for the full line of products. Catalog/Pricelist MUST be included or response will NOT be considered! 24All Types of Fertilizer and Grounds ChemicalsAll Types of Fertilizer and Grounds Chemicals -- Please state the discount (%) off catalog/pricelist for the full line of grounds products. Catalog/Pricelist MUST be included or response will NOT be considered! Section II: Repair Parts, Installation, and Service Labor25Discount (%) Off Catalog/Price List for Ground Maintenance Equipment Repair PartsGround Maintenance Equipment Repair Parts -- State the discount (%) off catalog/pricelist. Catalog/Pricelist MUST be included or response will NOT be considered!PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 5 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount26Discount (%) Off Catalog/Pricelist for: Ground Maintenance Equipment Service AgreementsGround Maintenance Equipment Service Agreements -- State the discount (%) off catalog/price list for Service Maintenance Agreements. Catalog/Pricelist MUST be included or response will NOT be considered!27Hourly Labor Rate for: Installation of EquipmentHourly Labor Rate for Installation of Equipment -- Please state the hourly labor rate for installation.$ ________/Hour28Hourly Labor Rate for: Repair/Service of EquipmentHourly Labor Rate for Repair/Service Equipment -- Please state the hourly labor rate for repair/service of equipment.$ ________/Hour29Hourly Labor Rate for: Field and Turf Preparation WorkField and Turf Preparation Work -- Please state the hourly labor rate for field and turf preparation work.$ ________/Hour30Hourly Labor Rate for: Labor to apply Fertilizers, Chemicals, Specialty Soils, Play Surfaces, etc.Hourly Labor Rate to apply Fertilizers, Chemicals, Specialty Soils, Play Surfaces, etc. -- Please state the hourly labor rate for labor to apply fertilizers, chemicals, specialty soils, play surfaces, etc.$ ________/HourPROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 6 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog DiscountSection III: Irrigation Parts, Supplies and Installation31Residential and Commercial Irrigation Controllers Residential/Commercial Irrigation Controllers -- solid state, light commercial application, 12 to 48 station capability. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!32Residential and Commercial Irrigation Control ValvesResidential/Commercial Irrigation Control Valves -- 1" to 3" pipe size, glass filled nylon or brass construction, electrically controlled, flow control capability. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!33Residential and Commercial Irrigation Sprinkler HeadsResidential/Commercial Irrigation Sprinkler Heads -- fixed spray pattern, gear drive rotor 3/4" to 1" inlet, various fixed arcs, plastic construction. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!34Large Commercial and Central ControllersLarge Commercial/Central Controllers -- solid state/digital, computer driven, software to manage water distribution, central location to command field satellites, hard wired or wireless signal commands to field satellites. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 7 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount35 Field SatellitesField Satellites -- controls water distribution (sprinkler heads), stand alone or controlled by a central computer/controller, solid state, receives command signals either hard wire or radio link. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!36 Large Turf HeadsLarge Turf Sprinkler Heads -- water distribution (sprinklers) for large turf areas, 31' minimum radius, minimum 13.6 GPM, minimum 1" inlet, plastic construction. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!37Drip Irrigation ProductsDrip Irrigation Products -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!38Aerating Fountain Products, Equipment and LightingAerating Fountain Products, Equipment and Lighting -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!39Industrial Aerator Products, Equipment and SuppliesIndustrial Aerating Products, Equipment and Lighting -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 8 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount40Bunker Pumps, Equipment and SuppliesBunker Pumps, Equipment and Supplies -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!41Water Chemicals and Dyes, Supplies and AccessoriesWater Chemicals and Dyes, Supplies and Accessories -- Please state the discount (%) off catalog/pricelist for the full line of equipment, supplies and accessories. Catalog/Pricelist MUST be included or response will NOT be considered!Section IV: Irrigiation Equipment Repair Parts, Installation, and Service Labor42Discount (%) Off Catalog/Price List for Irrigation Equipment Repair PartsIrrigation Equipment Repair Parts -- State the discount (%) off catalog/pricelist. Catalog/Pricelist MUST be included or response will NOT be considered!43Discount (%) Off Catalog/Pricelist for: Irrigation Equipment Service AgreementsIrrigation Equipment Service Agreements -- State the discount (%) off catalog/price list for Service Maintenance Agreements. Catalog/Pricelist MUST be included or response will NOT be considered!44Discount (%) Off Catalog/Pricelist for: Large Commercial and Central Controllers Service AgreementsLarge Commercial and Central Controllers Service Agreements -- Automatic Software Updates and Technical Support 24/7. State the discount (%) off Catalog/Price List for various manufacturers. Catalog/Pricelist MUST be included or response will NOT be considered!PROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 9 of 10 Grounds Maintenance Equipment and Irrigation Parts, Supplies, and Installation - Proposal No. 447-14(*Catalogs/Pricelists must be submitted with Proposal or Proposal will not be considered.)Item No. Short Description Full Description Discount (%) off Catalog or Pricelist Catalog/Pricelist Name Exceptions to Catalog Discount45Hourly Labor Rate for: Installation of EquipmentHourly Labor Rate for Installation of Irrigation Equipment, Pipe Wire/Fittings, Sprinkler Heads, Controllers and Satellites -- Please state the hourly labor rate for installation.$ ________/Hour46Hourly Labor Rate for: Repair/Service of EquipmentHourly Labor Rate for Repair/Service of Irrigation Equipment, Pipe Wire/Fittings, Sprinkler Heads, Controllers and Satellites -- Please state the hourly labor rate for repair/service of equipment.$ ________/HourSection V: Other Services 47Hourly Labor Rate for: Tree Services and Stump GrindingHourly Labor Rate for Tree Services and Stump Grinding -- State the hourly labor rate for Tree Services and Stump Grinding.$ ________/HourPROPOSAL NOTE: 1. *Catalogs/Pricelists are required to be submitted with ProposalPage 10 of 10 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2795 File ID: Type: Status: 2016-2795 Zoning Ordinance Passed 3Version: Reference: In Control: City Council 05/12/2016File Created: Final Action: PD-221R9-HC, ORD TRU HotelFile Name: Title: Consider approval of an Ordinance for CASE NO. PD-221R9-HC, TRU Hotel, a zoning change from PD -221R4-HC (Planned Development-221 Revision 4-Highway Commercial) to PD-221R9-HC (Planned Development-221 Revision 9-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 8.21 acres and attach a Detail Site Plan on approximately 2.7 acres to allow a five -story 127-guest-room hotel to be located on the east side of Point West Blvd, south of Dividend Drive and authorizing the Mayor to sign. Notes: Agenda Date: 07/12/2016 Agenda Number: B. Sponsors: Enactment Date: 07/12/2016 Cover Memo .pdf, Ordinance.pdf, Exhibit A - Legal Description.pdf, Exhibit B - Concept Plan.pdf, Exhibit C -Detail Site Plan.pdf, Exhibit D - Landscape Plan.pdf, Exhibit E -First Floor Plan.pdf, Exhibit F- Typical 2nd - 5th Floor Plans.pdf, Exhibit G - Elevations.pdf, Exhibit H - Sign Package.pdf Attachments: Enactment Number: 91500-A-0698 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved05/19/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2795) Marcie Diamond introduced this case with exhibits, elevations and a material/color board. She mentioned six notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also two courtesy notices mailed to property owners within 800 feet of this request. She stated that staff is recommending approval subject to conditions which she read into the record. Travis Bousquet, The Bousquet Group, Inc., 501 S. Carroll Blvd., Suite 201, Denton Texas, was present to represent this case, to address questions and stated agreement with staff's recommendations Including the approval of the minimum room size. Hitesh Jariwala, 806 Linwood Lane, Irving Texas, addressed the following Commission's concerns: *The rational for the smaller room size 258 square feet vs 298 square feet *The purposed ratio of king and queen size rooms in this proposed request. *The number of this TRU brand by Hilton on the ground or proposed in other cities Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. No one spoke. Chairman Haas closed the Public Hearing. A motion was made by Vice Chairman Portman to recommend approval subject to the following conditions: 1. Approval of the minimum room size of 258 square feet. 2. Redesign of the monument sign to be in compliance with the Sign Ordinance. 3. Correct the square footage of the building in the table on Sheet CSP-1. Commissioner Williford seconded; motion carried (7-0). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 2 PassClose the Public Hearing and Approve 06/14/2016City Council Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation. Mayor Hunt opened the Public Hearing and announced that no one had signed up to speak. A motion was made by Mayor Pro Tem Wes Mays, seconded by Councilmember Nancy Yingling, to close the Public Hearing and approve this Agenda Item, with the following conditions: 1. Approval of the minimum room size of 258 square feet with a minimum average of 295 square feet. 2. Redesign of the monument sign to be in compliance with the City's Sign Ordinance. 3. Inclusion of the proposed 3' wide decomposed granite path parallel to the east property line on the Landscape Plan. 4. Correct the square footage of the building in the table on Sheet CSP-1. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: 3 PassApproved on the Consent Agenda 07/12/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, that Items A - I on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 6Aye: Text of Legislative File 2016-2795 Title Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2795) Consider approval of an Ordinance for CASE NO. PD-221R9-HC, TRU Hotel, a zoning change from PD-221R4-HC (Planned Development -221 Revision 4-Highway Commercial) to PD-221R9-HC (Planned Development-221 Revision 9-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant uses on 8.21 acres and attach a Detail Site Plan on approximately 2.7 acres to allow a five-story 127-guest-room hotel to be located on the east side of Point West Blvd, south of Dividend Drive and authorizing the Mayor to sign. Summary Staff Recommendation: On June 14, 2016, City Council unanimously approved this ZONING CHANGE (7-0). On May 19, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0) subject to the above -stated conditions. Commissioners Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Page 3City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: July 12, 2016 Reference: Consider approval of an ordinance for PD-221R9-HC, TRU Hotel, to amend the Concept Plan for hotel, office, retail and restaurant uses on 8.21 acres and attach a Detail Site Plan on approximately 2.7 acres to allow a five-story 127-guest-room hotel to be located on the east side of Point West Blvd, south of Dividend Drive 2030: Business Prosperity Introduction: This request is to revise the Concept Plan for three lots, to allow a potential for two hotels as well as future office development along Dividend Drive. The detail plan being requested is for a five-story, 127-room hotel. The flag currently being proposed is a new concept by Hilton, called TRU. This hotel complies or exceeds all requirements of the newly adopted Hotel Regulations except for the minimum room size. The requested average room size is 295 square feet, with a minimum size of 258 square feet. The 258 square foot room represents 57% of the rooms. Analysis: On June 14, 2016, the City Council unanimously approved this PD request. All outstanding conditions have been addressed. On May 19, 2016, the Planning and Zoning Commission unanimously recommended approval of this PD, the following conditions remain outstanding: 1. Approval of the minimum room size of 258 square feet with a minimum average of 295 square feet. 2. Redesign of the monument sign to be in compliance with the Sign Ordinance. Legal Review: The City Attorney reviewed this ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval. Attachments: 1. Ordinance 2 2. Exhibit A- Legal Description 3. Exhibit B - Concept Plan 4. Exhibit C - Detailed Site Plan 5. Exhibit D - Landscape Plan 6. Exhibit E - First Floor Plan 7. Exhibit F - Typical 2nd-5th Floor Plan 8. Exhibit G - Elevations 9. Exhibit H - Sign Package City of Coppell Ordinance Pg 1 77453 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-221R4-HC (PLANNED DEVELOPMENT-221 REVISION 4-HIGHWAY COMMERCIAL) TO PD- 221R9-HC (PLANNED DEVELOPMENT-221 REVISION 9-HIGHWAY COMMERCIAL), TO AMEND THE CONCEPT PLAN FOR HOTEL, OFFICE, RETAIL AND RESTAURANT USES ON 8.21 ACRES AND ATTACH A DETAIL SITE PLAN ON APPROXIMATELY 2.7 ACRES TO ALLOW A FIVE-STORY 127-GUEST-ROOM HOTEL TO BE LOCATED ON THE EAST SIDE OF POINT WEST BLVD, SOUTH OF DIVIDEND DRIVE, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR APPROVAL OF THE CONCEPT PLAN, DETAIL SITE PLAN, LANDSCAPE PLAN, FIRST FLOOR PLAN, TYPICAL UPPER FLOOR PLANS, ELEVATIONS AND SIGNAGE, ATTACHED HERETO AS EXHIBITS “B” THOUGH “H; AND PROVIDING FOR SPECIAL CONDITIONS; 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-221R9-HC 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-221R4-HC (Planned Development-221 Revision 4-Highway Commercial) to PD-221R9-HC (Planned Development-221 Revision 9-Highway Commercial), to amend the Concept Plan for hotel, office, retail and restaurant City of Coppell Ordinance Pg 2 77453 uses on 8.21 acres and attach a Detail Site Plan on approximately 2.7 acres to allow a five-story 127- guest-room hotel to be located on the east side of Point West Blvd, south of Dividend Drive, for the property described in Exhibit “A” attached hereto and made a part hereof for all purposes. SECTION 2. That the Property will be used and developed in accordance Highway Commercial District regulations in the Code of Ordinances, as amended; is hereby approved subject to the following development regulations: A. This property shall be replatted to provide a building site, utilities, easements and fire lanes prior to the issuance of a Building Permit. B. Detail Site Plan approval shall be required prior to the developments on Lots 2 and 3 of this Planned Development. C. As indicated in Exhibit “E”, this hotel shall meet the following criteria: i. there shall be a minimum of 127 hotel rooms; ii. the minimum hotel room size shall be 258 square feet, with an average hotel room size shall be 295 square feet; iii. the lobby/waiting/atrium area shall be a minimum of 2,800 square feet; iv. minimum of 1,295 square feet common meeting or conference rooms; v. the pool shall have a minimum of 600 square feet of water surface area; vi. the weight room and/or workout center shall be a minimum of 625 square feet, and vii. the outdoor plaza areas shall be a minimum of 1,060 square feet. D. That the developer owner or operator shall substantially comply with the first floor plan and typical upper floor as set forth in Exhibits E and F, respectively; E. The Building Elevations, materials and color accent plan, are hereby approved as façade plan as depicted and noted on Exhibit G. City of Coppell Ordinance Pg 3 77453 F. All attached and monument signage shall comply with Sec. 12-29.- Sign Regulation of the Zoning Ordinance. SECTION 3. That the Concept Site Plan, Detail Site Plan, Landscape Plan, First Floor Plan, Typical Upper Floor Plans, Elevations and Signage, attached hereto as Exhibits “B” though “H”. 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 the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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 8. 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 9. 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 City of Coppell Ordinance Pg 4 77453 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 10. 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. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT ATTEST: ___________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ________________________________ CITY ATTORNEY LEGAL DESCRIPTION Being a 8.221 acre tract of land situated in the Cordelia Bowen Survey, Abstract No. 56, in the City of Coppell, Dallas County, Texas; being part of those tracts of land described in a Special Warranty Deed as "Tract 1" and "Tract 2" to Duke Realty Limited Partnership recorded in Instrument No. 200600301442 of the Deed Records of Dallas County, Texas; said 8.221 acre tract being more particularly described as follows: BEGINNING at a at a 1/2‐inch iron rod with "Pacheco Koch" cap set at the northeast end of a corner‐clip at the intersection of the east right‐of‐way line of Point West Boulevard (a 50‐foot wide right‐of‐way) according to the plat of Lot 1, Block C, Duke Lesley Addition Dividend Drive and Point West Boulevard, an addition to the City of Coppell, Dallas County, Texas, according to the plat recorded in Instrument No. 20070240528 of said Deed Records with the south right of‐way line of Dividend Drive (a 90‐foot right‐of‐ way); said point being the beginning of a curve to the left; THENCE, along the said south line of Dividend Drive, the following three (3) calls: In a easterly direction, along said curve, having a central angle of 31 degrees, 37 minutes, 32 seconds, a radius of 495.00 feet, a chord bearing and distance of North 73 degrees, 49 minutes, 52 seconds East, 269.77 feet, an arc distance of 273.22 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set at the beginning of a reverse curve to the right; In a easterly direction, along said curve, having a central angle of 32 degrees, 01 minutes, 21 seconds, a radius of 405.00 feet, a chord bearing and distance of North 74 degrees, 01 minutes, 46 seconds East, 223.42 feet, an arc distance of 226.35 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set at the end of said curve; South 89 degrees, 57 minutes, 33 seconds East, a distance of 94.88 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set for corner; said point being the northwest corner of Lot 3R, Block C, Duke Lesley Addition, an addition to the City of Coppell, according to the Replat recorded in Instrument No. 200900210489 of said Deed Records; THENCE, South 00 degrees, 02 minutes, 27 seconds West, departing the said south line of Dividend Drive and along the west line of said Lot 3R, a distance of 785.00 feet to a point for corner; said point being the southwest corner of said Lot 3R; said point also being in the north line of Lot 2R, Block C of Duke Lesley Addition, an addition to the City of Coppell, Dallas County, Texas, according to the plat recorded in Instrument No. 201400082516 of said Deed Records; THENCE, North 89 degrees, 57 minutes, 33 seconds West, along the said north line of Lot 2R, a distance of 241.37 feet to a 1/2‐inch iron rod with "JDJR" cap found for corner; THENCE, South 73 degrees, 49 minutes, 34 seconds West, continuing along the said north line of Lot 2R, a distance of 50.00 feet to a 1/2‐inch iron rod with "JDJR" cap found for corner in the said east line of Point West Boulevard; said point being the beginning of a non‐tangent curve to the left; Exhibit “A” 1 of 2 THENCE, along the said east line of Point West Boulevard, the following four (4) calls: In a northerly direction, along said curve, having a central angle of 28 degrees, 49 minutes, 34 seconds, a radius of 475.00 feet, a chord bearing and distance of North 30 degrees, 35 minutes, 13 seconds West, 236.47 feet, an arc distance of 238.98 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set at the end of said curve; North 45 degrees, 00 minutes, 00 seconds West, a distance of 69.44 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set for corner; said point being the beginning of a curve to the right; In a northerly direction, along said curve, having a central angle of 45 degrees, 02 minutes, 27 seconds, a radius of 425.00 feet, a chord bearing and distance of North 22 degrees, 28 minutes, 47 seconds West, 325.56 feet, an arc distance of 334.10 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set at the end of said curve; North 00 degrees, 02 minutes, 27 seconds East, a distance of 93.74 feet to a 1/2‐inch iron rod with "Pacheco Koch" cap set for corner at the southwest end of said corner‐clip at the intersection of the said east line of Point West Boulevard with the said south line of Dividend Drive; THENCE, North 45 degrees, 01 minutes, 05 seconds East, along said corner‐clip, a distance of 21.22 feet to the POINT of BEGINNING and containing 358,124 square feet or 8.221 acres of computed land. Exhibit “A” 2 of 2 Exhibit "B" Exhibit "C" 10' WATER EASEMENT (INST. NO. 20070240528) N89°57'33"W 241.37' S73°49'34"W 50.00' R=475.00' L=238.98' D=28°49'34" CB=N30°35'13"W CL=236.47'N45°00'00"W 69.44'V 15' UTILITY EASEMENT P O I N T W E S T B O U L E V A R D ( A 5 0 . 0 F O O T W I D T H R . O . W . )53153153253253353353353353353353353353453453453 4 5345345345345345345 3 4 5 3 4 5 3 4 5 3 4 5345345 3 4 53453453453 5 5 3 5 Y-INLET T/EL - 533.68' FL/EL - 528.88' CURB INLET T/EL - 533.58' FL/EL - 528.78' CURB INLET T/EL - 533.82' FL/EL - 530.42' SANITARY SEWER MAN HOLE T/EL - 533.96' CAN NOT OPEN SANITARY SEWER MAN HOLE T/EL - 534.37' CAN NOT OPEN 6" PIPE T/EL - 530.03' V 78 DBH 35 AB BERMUDA SOLID SOD, TYP. 1 LE 9 CP 3 SO 1 LE 10 BAR 1 LE 1 CE 8 WM 55 DBH 5 SO 5 BAR 13 AB 2 LE 4 CE 17 LOR 37 DBH 1 LE 35 BBL 190 WL 10 BAR 14 AB 15 DBH 60 WL 6 LOR 15 BBL 3 LE 1 LE 1 LE 62 SC 50 BBL 16 LOR 13 KO 53 DBH 5 SO 19 AB 1 LE 3 CP 1 LE 1 LE 24" MULCH BED AT BACK OF CURB TO ALLOW FOR CAR OVERHANG, TYP. 24" MULCH BED AT BACK OF CURB TO ALLOW FOR CAR OVERHANG, TYP. 1 LE 1 LE 1 LE 1 LE 1 LE 1 LE 8 CE 1 LE 1 LE 3 LE 3' DECOMPOSED GRANITE PATH 3' DECOMPOSED GRANITE PATH 8 SO 2 CE MONUMENT SIGN 10' LANDSCAPE ESMT 127 GUEST ROOMS TRU by HILTON PROP S IDEWALK 60' BLDG L INE15' LANDSCAPE ESMT 20' BLDG LINE SCREENED DUMPSTER LOT 1 10' LANDSCAPE ESMT 10' LANDSCAPE ESMT302.83'511.81' 20' BLDG LINE 1 5 ' U T I L I TY ESM T PROP SIDEWALK PROP S IDEWA LK PROP S IDEWA LK (612 SF WATER SURFACE AREA) FENCED OUTDOOR POOL 141 PARKING SPACES 2.725 ACRES P RO P S I D EW A L K 5 STORIES FFE=536.25±391.73 ' GENERAL LAWN NOTES EROSION CONTROL AND SOIL PREPARATION: THE CONTRACTOR IS RESPONSIBLE FOR MAINTAINING TOP SOIL AT THE CORRECT GRADES. CONTRACTOR TO FINE GRADE AREAS TO REACH FINAL CONTOURS AS SPECIFIED PER CIVIL PLANS. ALL CONTOURS SHOULD ACHIEVE POSITIVE DRAINAGE AWAY FROM BUILDINGS AND STRUCTURES. WATER SHOULD NOT BE ABLE TO POOL IN ANY AREAS UNLESS SPECIFIED OTHERWISE. EROSION FABRIC SUCH AS JUTE MATTING OR OPEN WEAVE TO BE USED WHERE NECESSARY TO PREVENT SOIL EROSION. ANY LOSS OF TOPSOIL OR GRASS DUE TO EROSION IS THE RESPONSIBILITY OF THE CONTRACTOR UNTIL IT IS 100% ESTABLISHED. CONTRACTOR TO REMOVE ANY ROCKS 3/4" AND LARGER, STICKS AND DEBRIS PRIOR TO INSTALLATION OF TOPSOIL AND SOD. FOUR (4") OF TOPSOIL SHALL BE APPLIED TO AREAS DISTURBED BY CONSTRUCTION RECEIVING SOD. IF TOPSOIL IS NOT AVAILABLE ON SITE, THE CONTRACTOR SHALL PROVIDE TOPSOIL AS APPROVED BY THE OWNER OR OWNERS REPRESENTATIVE. TOPSOIL SHALL BE FRIABLE, NATURAL LOAM, FREE OF ROCKS, WEEDS, BRUSH, CLAY LUMPS, ROOTS, TWIGS, LITTER AND ENVIRONMENTAL CONTAMINANTS. CONTRACTOR SHALL BE RESPONSIBLE FOR SOD UNTIL ACCEPTANCE. THIS SHALL INCLUDE, BUT NOT BE LIMITED TO: MOWING, WATERING, WEEDING, CULTIVATING, CLEANING AND REPLACING DEAD OR BARE AREAS TO KEEP PLANTS IN A VIGOROUS, HEALTHY CONDITION. SOD SHALL BE REPLACED IF NECESSARY. SOLID SOD: SOLID SOD SHALL BE PLACED ALONG ALL IMPERVIOUS EDGES, AT A MINIMUM. THIS SHALL INCLUDE CURBS, WALKS, INLETS, MANHOLES AND PLANTING BED AREAS. SOD SHALL COVER OTHER AREAS COMPLETELY AS INDICATED BY PLAN. SOD SHALL BE STRONGLY ROOTED DROUGHT RESISTANT SOD, NOT LESS THAN 2 YEARS OLD, FREE OF WEEDS AND UNDESIRABLE NATIVE GRASS AND MACHINE CUT TO PAD THICKNESS OF 3/4" (+1/4"), EXCLUDING TOP GROWTH AND THATCH. PROVIDE ONLY SOD CAPABLE OF VIGOROUS GROWTH AND DEVELOPMENT WHEN PLANTED. DO NOT INSTALL SOD IF IT IS DORMANT OR GROUND IS FROZEN. LAY SOD WITH TIGHTLY FITTING JOINTS, NO OVERLAPS WITH STAGGERED STRIPS TO OFFSET JOINTS. SOD SHALL BE ROLLED TO CREATE A SMOOTH EVEN SURFACE. SOD SHOULD BE WATERED THOROUGHLY DURING INSTALLATION PROCESS. SHOULD INSTALLATION OCCUR BETWEEN OCTOBER 1ST AND MARCH 1ST, SOD SHALL INCLUDE AN OVER-SEED OF ANNUAL RYE OR WINTER RYEGRASS AT A RATE OF FOUR POUNDS PER ONE THOUSAND SQUARE FEET FOR A GROWN-IN APPEARANCE. CONTRACTOR SHALL ENSURE CONFORMANCE TO §115.D OF TITLE 7, PART XXIX, HORTICULTURE COMMISSION CHAPTER 1. HYDROMULCH: SCARIFY SURFACE TO A MINIMUM OF 2" DEPTH PRIOR TO THE IMPORT TOPSOIL APPLICATION. TOP SOIL SHALL BE PLACED 2" IN DEPTH IN ALL AREAS TO BE SEEDED. CONTRACTOR TO SUPPLY HIGH QUALITY IMPORTED TOPSOIL HIGH IN HUMAS AND ORGANIC CONTENT FROM A LOCAL SUPPLY. IMPORTED TOPSOIL SHALL BE REASONABLY FREE OF CLAY LUMPS, COARSE SANDS, STONES, ROOTS AND OTHER FOREIGN DEBRIS. IF INADEQUATE MOISTURE IS PRESENT IN SOIL, APPLY WATER AS NECESSARY FOR OPTIMUM MOISTURE FOR SEED APPLICATION. ALL SEED SHALL BE HIGH QUALITY, TREATED LAWN TYPE SEED AND IS FREE OF NOXIOUS GRASS SEEDS. THE SEED APPLICATION SHALL BE UNIFORMLY DISTRIBUTED ON THE AREAS INDICATED ON PLANS. HYDROMULCH WITH BERMUDA GRASS SEED AT A RATE OF TWO POUNDS PER ONE THOUSAND SQUARE FEET. IF INSTALLATION OCCURS BETWEEN OCTOBER 1ST AND APRIL 1ST, ALL HYDORMULCH AREAS SHALL BE OVER-SEEDED WITH ANNUAL RYE GRASS AT A RATE OF FOUR POUNDS PER ONE THOUSAND SQUARE FEET. CONTRACTOR TO RE-HYDROMULCH WITH BERMUDA GRASS AT THE END OF THE ANNUAL RYE GROWING SEASON. AFTER APPLICATION, NO EQUIPMENT SHALL OPERATE OVER APPLIED AREAS. WATER SEEDED AREAS IMMEDIATELY AFTER INSTALLATION TO SATURATION. ALL LAWN AREAS TO BE HYDROMULCHED SHALL ACHIEVE 100% COVERAGE PRIOR TO FINAL ACCEPTANCE. LANDSCAPE NOTES REFERENCE SITEWORK AND SPECIFICATIONS FOR INFORMATION NEEDED FOR LANDSCAPE WORK. CONTRACTOR TO VERIFY AND LOCATE ALL PROPOSED AND EXISTING STRUCTURES. NOTIFY LANDSCAPE ARCHITECT OR DESIGNATED REPRESENTATIVE FOR ANY LAYOUT DISCREPANCIES OR ANY CONDITION THAT WOULD PROHIBIT THE INSTALLATION AS SHOWN. CONTRACTOR SHALL CALL 811 TO VERIFY AND LOCATE ANY AND ALL UTILITIES ON SITE PRIOR TO COMMENCING WORK. LANDSCAPE ARCHITECT SHOULD BE NOTIFIED OF ANY CONFLICTS. A MINIMUM OF 2% SLOPE SHALL BE PROVIDED AWAY FROM ALL STRUCTURES. LANDSCAPE ISLANDS SHALL BE CROWNED, AND UNIFORM THROUGHOUT THE SITE. ALL PLANTING AREAS SHALL BE GRADED SMOOTH TO ACHIEVE FINAL CONTOURS AS INDICATED ON PLAN WITH 3" OF TOPSOIL AND 3" OF COMPOST AND CONSISTENTLY BLENDED TO A DEPTH OF 9". ALL BEDS SHALL BE CROWNED TO ANTICIPATE SETTLEMENT AND ENSURE PROPER DRAINAGE. PLANTING AREAS AND SOD TO BE SEPARATED BY STEEL EDGING. EDGING TO BE GREEN IN COLOR AND A MINIMUM OF 3/16" THICK. EDGING SHALL BE STAKED FROM THE INSIDE OF BED. EDGING NOT TO BE MORE THAN 1/2" ABOVE FINISHED GRADE. MULCH SHALL BE INSTALLED AT 1/2" BELOW THE TOPS OF SIDEWALKS AND CURBING. QUANTITIES ON THESE PLANS ARE FOR REFERENCE ONLY. THE SPACING OF PLANTS SHOULD BE AS INDICATED ON PLANS OR OTHERWISE NOTED. ALL TREES AND SHRUBS SHALL BE PLANTED PER DETAILS. CONTAINER GROWN PLANT MATERIAL IS PREFERRED HOWEVER BALL AND BURLAP PLANT MATERIAL CAN BE SUBSTITUTED IF NEED BE AND IS APPROPRIATE TO THE SIZE AND QUALITY INDICATED ON THE PLANT MATERIAL LIST. TREES SHALL BE PLANTED AT A MINIMUM OF 5' FROM ANY UTILITY LINE, SIDEWALK OR CURB. TREES SHALL ALSO BE 10' CLEAR FROM FIRE HYDRANTS. 4" OF SHREDDED HARDWOOD MULCH (2" SETTLED THICKNESS) SHALL BE PLACED OVER 4.1 OZ WOVEN, WEED BARRIER FABRIC OR APPROVED EQUAL. WEED BARRIER FABRIC SHALL BE USED IN PLANT BEDS AND AROUND ALL TREES AND SHALL BE DE WITT 'WEED BARRIER' OR APPROVED EQUAL. MULCH SHALL BE SHREDDED BARK OR RUBBER LANDSCAPE MULCH, PINE STRAW MULCH IS PROHIBITED. CONTRACTOR TO PROVIDE UNIT PRICING OF LANDSCAPE MATERIALS AND BE RESPONSIBLE FOR OBTAINING ALL LANDSCAPE AND IRRIGATION PERMITS. IRRIGATION: IN THE ABSENCE OF AN IRRIGATION SYSTEM OR AREAS BEYOND THE COVERAGE LIMITS OF A PERMANENT IRRIGATION SYSTEM, CONTRACTOR SHALL WATER SOD TEMPORARILY, BY ANY MEANS AVAILABLE, TO DEVELOP ADEQUATE GROWTH. TURF SHALL BE IN 100% ESTABLISHMENT AT THE TIME OF ACCEPTANCE. ALL PLANTING BEDS SHALL HAVE AN AUTOMATIC IRRIGATION SYSTEM WITH A FREEZE/RAIN SENSOR. SYSTEM SHALL ALSO HAVE AN ET WEATHER BASED CONTROLLER AND BE DESIGNED AND INSTALLED BY A LICENSED IRRIGATOR. MAINTENANCE REQUIREMENTS: VEGETATION SHOULD BE INSPECTED REGULARLY TO ENSURE THAT PLANT MATERIAL IS ESTABLISHING PROPERLY AND REMAINS IN A HEALTHY GROWING CONDITION APPROPRIATE FOR THE SEASON. IF DAMAGED OR REMOVED, PLANTS MUST BE REPLACED BY A SIMILAR VARIETY AND SIZE. MOWING, TRIMMING, EDGING AND SUPERVISION OF WATER APPLICATIONS SHALL BE THE RESPONSIBILITY OF THE CONTRACTOR UNTIL THE OWNER OR OWNER'S REPRESENTATIVE ACCEPTS AND ASSUMES REGULAR MAINTENANCE. ALL LANDSCAPE AREAS SHOULD BE CLEANED AND KEPT FREE OF TRASH, DEBRIS, WEEDS AND OTHER MATERIAL. MISCELLANEOUS MATERIALS: STEEL EDGING SHALL BE 3/16" X 4 X 16' DARK GREEN DURAEDGE STEEL LANDSCAPE EDGING. Sheet Title: Date: Project Number: Sheet Number: Drawn By: 15014 Revisions: Date Issued: Description: JAN 2016 AWR Engineer Information: # Professional of Record: The Bousquet Group, Inc. 501 S. Carroll Blvd. Denton, TX. 76201 940.566.0088 940.566.0008 fax Ste. 201 Scale:TRU BY HILTON1560 POINT WEST BLVD.COPPELL, TEXASTexas Firm No. F-8942 STA TE O F T E X ASTCETHI R C A EPACSDNALDEE GEISRRT572 4AMANARICHDW.ARDSON2.21.16 a W R AWR Designs, LLC 10321 Bradshaw Drive Fort Worth, Texas 76108 awr.designs@mail.com c. 512.517.5589 LANDSCAPE L1.01 PLANGRAPHIC SCALE FEET04020 Scale 1"=20' - 0"Exhibit "D" PATIO AREA - 1060 SFSTAIR #1STAIR #2OFFICEFOOD PREPMECHANICALZONE BMECHANICALZONE ASTORAGEELEV. EQ.LINEN STORAGEELECTRICALMECHANICALGENERALMANAGERPBXGUEST ROOM CORRIDOR12345678910111213141718DCLAUNDRYEMPLOYEEBREAKROOMK-3427HIGHLINETOILETSVITREOUS CHINA K-3427HIGHLINETOILETSVITREOUS CHINALOUNGE RECEPTIONEAT / DRINKMARKETBREAKFASTCOFFEEGAME ROOMWORK ALCOVEFITNESS - 625 SFELEVATORLOBBYVESTIBULERESTROOM RESTROOMBAEFGLOBBY AREA -2,800 SFGAME ONFENCED OUTDOOR POOL(612 SF WATERSURFACE AREA)TOILET ROOMPOOL STORAGEPOOL DECK AREAPOOL DECK AREAAPPROXIMATE SQUARE FOOTAGES:FIRST FLOOR: 11,633 SFUPPER FLOORS: 11,271 SF (EACH)TOTAL BUILDING SQUARE FOOTAGE:APPROXIMATELY 56,717 SFLOUNGE542 SFWORK ALCOVE 240 SFRECEPTION 141 SFCOFFEE98 SFBREAKFAST 151 SFEAT / DRINK 541 SFMEETING ROOM 1295 SFFITNESS625 SFBREAKROOM 442 SFPUBLIC SPACES SQUARE FOOTAGES:1516KING101KING103QUEEN106QUEEN107KING105KING102KING104MEETING ROOMGUEST ROOMS1ST FLOOR: 7 ROOMS2ND FLOOR: 30 ROOMS3RD FLOOR: 30 ROOMS4TH FLOOR: 30 ROOMS5TH FLOOR: 30 ROOMSTOTAL: 127 ROOMSAVERAGE GUEST ROOM 295 SF(37,451 / 127 = 295)SMALLEST GUEST ROOM 258 SFGUEST ROOM SQUARE FOOTAGES:NOTE:HATCHED AREA INDICATESSQUARE FOOTAGE OF SMALLESTGUEST ROOM TYPE, TYPICAL.STORAGESMALLEST GUEST ROOMS ARE KINGROOMS - WHICH MAKE UPAPPROXIMATELY 72 OF THE 127TOTAL GUEST ROOMS.R S S A R C H I T E C T S L.L.C. ARLINGTON, TEXAS 76010 103 S. MESQUITE STREET, SUITE B TRU by HILTON PH: 817/538-9258 POINT WEST BOULEVARD - COPPELL, TXFIRST FLOOR PLANSCALE: 1/8" = 1'-0"1A-2Exhibit "E" STAIR #1STAIR #2ELECTRICAL/MECHANICALHOUSEKEEPINGELEVATORLOBBYGUEST ROOM CORRIDOR1234567891011121314DCBAEFG15161718QUEEN207KING205KING206KING201KING203KING202KING204QUEEN208QUEEN210QUEEN214QUEEN215KING216KING217KING218KING220KING222KING225KING226KING228QUEEN212QUEEN209QUEEN213KING219KING221KING223QUEEN225QUEEN227KING229KING230QUEEN211STORAGER S S A R C H I T E C T S L.L.C.ARLINGTON, TEXAS 76010103 S. MESQUITE STREET, SUITE BTRU by HILTONPH: 817/538-9258POINT WEST BOULEVARD - COPPELL, TX1A-3TYPICAL 2ND - 5TH FLOOR PLANSCALE: 1/8" = 1'-0"Exhibit "F" 8910111213161718765432133332221111111111415122222222555111112221133552ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR12'-1"6"9'-1"6"9'-1"6"9'-1"6"9'-1"2'-6"ROOF2222215555551222214448910111213161718765321333111141511111111111111111111122222222222222211111111111121112ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR12'-1"6"9'-1"6"9'-1"6"9'-1"6"9'-1"2'-6"ROOFNORTH ELEVATION CALCULATIONS:TOTAL GLAZING AREA:MISC CLADDING AND COPING:TOTAL BUILDING ELEVATION SF: 12,834 SF2,500 SF19.48%6,224 SF48.50%667 SF5.20%0 SF0.00%REMAININGEXTERIORMATERIALS:2,571 SF20.03%872 SF6.79%BRICK - ACME CRANBERRYBRICK - ACME RIDGMARSTUCCO - COLOR TO MATCH ACME RIDGMARSTUCCO - BLUE0 SF0.00%41253STONE - ARCHITECTURAL CAST STONE VENEERWITH "CHISELED" TEXTURETOTAL BUILDING ELEVATION SF: 12,743 SFSOUTH ELEVATION CALCULATIONS:2,717 SF21.32%4,172 SF32.74%4876 SF6.87%27 SF0.21%REMAININGEXTERIORMATERIALS:TOTAL GLAZING AREA:3,059 SF24.01%MISC CLADDING AND COPING:791 SF6.21%1251,101 SF8.64%BRICK - ACME CRANBERRYBRICK - ACME RIDGMARSTONE - ARCHITECTURAL CAST STONE VENEERWITH "CHISELED" TEXTURESTUCCO - COLOR TO MATCH ACME RIDGMARCLADDING PANELS - BLUE3R S S A R C H I T E C T S L.L.C. ARLINGTON, TEXAS 76010 103 S. MESQUITE STREET, SUITE B TRU by HILTON PH: 817/538-9258 POINT WEST BOULEVARD - COPPELL, TX FRONT (SOUTH) ELEVATIONSCALE: 3/32" = 1'-0"1 REAR (NORTH) ELEVATIONSCALE: 3/32" = 1'-0"2A-4Exhibit "G" 1 of 2 GFEDCBA311112222222221111114512123342ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR12'-1"6"9'-1"6"9'-1"6"9'-1"6"9'-1"2'-6"ROOFGFEDCBA33311122111222112221335442ND FLOOR3RD FLOOR4TH FLOOR5TH FLOOR12'-1"6"9'-1"6"9'-1"6"9'-1"6"9'-1"2'-6"ROOF70 SF1.96%TOTAL BUILDING ELEVATION SF: 3,574 SFEAST ELEVATION CALCULATIONS:467 SF13.07%1,481 SF41.44%1,436 SF40.18%22 SF0.62%REMAININGEXTERIORMATERIALS:TOTAL GLAZING AREA:MISC CLADDING AND COPING:69 SF1.92%29 SF0.81%BRICK - ACME CRANBERRYBRICK - ACME RIDGMARSTUCCO - COLOR TO MATCH ACME RIDGMARSTUCCO - BLUE41253STONE - ARCHITECTURAL CAST STONE VENEERWITH "CHISELED" TEXTURETOTAL BUILDING ELEVATION SF: 3,557 SFWEST ELEVATION CALCULATIONS:677 SF19.03%2,402 SF67.53%218 SF6.13%24 SF0.67%REMAININGEXTERIORMATERIALS:TOTAL GLAZING AREA:70 SF1.97%MISC CLADDING AND COPING:136 SF3.83%BRICK - ACME CRANBERRYBRICK - ACME RIDGMARSTUCCO - COLOR TO MATCH ACME RIDGMAR30 SF0.84%STUCCO - BLUE41235STONE - ARCHITECTURAL CAST STONE VENEERWITH "CHISELED" TEXTURER S S A R C H I T E C T S L.L.C. ARLINGTON, TEXAS 76010 103 S. MESQUITE STREET, SUITE B TRU by HILTON PH: 817/538-9258 POINT WEST BOULEVARD - COPPELL, TX RIGHT (WEST) ELEVATIONSCALE: 3/32" = 1'-0"1 LEFT (EAST) ELEVATIONSCALE: 3/32" = 1'-0"2A-5Exhibit "G" 2 of 2 LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 1 CLIENT SIGNATURE: APPROVAL DATE: N/A MARK HRUBY SITE PLAN FOR REFERENCE ONLY A.3 A.2 84 INCH BUILDING SIGN A.1 84 INCH BUILDING SIGN 84 INCH BUILDING SIGN CITY CODE: One monument sign is permitted on the premises as follows: i.On sites greater than two acres in area. Maximum size—60 square feet. Maximum height—Six feet. Minimum setbacks: a.15 feet from street right-of-way. Where parking perpendicular to the street exists in the front yard, then the monument sign may be located 10 feet from the right-of-way line to allow for additional visibility. b. 75 feet from property lines other than those property lines fronting the street right-of-way. In the event that the lot is less than 150 feet wide, then the sign must be located at the midpoint of the lot. If the director of planning determines that the sign may not be placed at the midpoint of the lot, the monument sign may be placed anywhere along the frontage but not closer than 20 feet from the side property lines. SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY CUSTOM tru M-23 Exhibit "H" (1 of 6) 3 111 1 2 2 2 2 2 2 2 2 2 1 1 1 1 1 1 4 5 1 2 1 2 3 3 4 2ND FLOOR 3RD FLOOR 4TH FLOOR 5TH FLOOR 12'-1"6"9'-1"6"9'-1"6"9'-1"6"9'-1"2'-6"ROOF LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 2 CLIENT SIGNATURE: APPROVAL DATE: LEFT (WEST) ELEVATION SCALE: 3/32”=1’-0” N/A MARK HRUBY 53’-0” 21’-6”2’-0” SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY A.1 84 INCH BUILDING SIGN 05/13/16 KW Revised to show updated elevation Exhibit "H" (2 of 6) LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 3 CLIENT SIGNATURE: APPROVAL DATE: FRONT (SOUTH) ELEVATION SCALE: 3/32”=1’-0” N/A MARK HRUBY 12’-1” 58’-6” 53’-0” 220’-6”FULL FRONT ELEVATION SCALE: 1/32”=1’-0”SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY A.2 84 INCH BUILDING SIGN 16’-4”eq eq 05/13/16 KW Revised to show updated elevation Exhibit "H" (3 of 6) LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 4 CLIENT SIGNATURE: APPROVAL DATE: RIGHT (EAST) ELEVATION SCALE: 3/32”=1’-0” N/A MARK HRUBY 12’-2” 42’-6” 22’-0” SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY A.3 84 INCH BUILDING SIGN 5’-3” +/-Exhibit "H" (4 of 6) BUILDING SIGN - tru 7 ft SCALE: 3/4”=1’-0” (3) Three sets required; West, South and East elevations A.1 A.2 A.3 60.1 SQUARE FEET 84 INCH BUILDING SIGN SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 5 CLIENT SIGNATURE: APPROVAL DATE: N/A MARK HRUBY 39-1/2”7’-0” cabinet 5’-9-3/8” 7-5/8” 8’-7” 8-7/8” (2133.6mm) (2133.6mm) (2616.2mm) (1003.3mm) (225.4mm) (193.7mm) (1762.1mm) 7’-0” cabinet FABRICATED CABINET 1.5” x 1.5” x .125 (50.8mm x 50.8mm) ALUMINUM SQUARE TUBE FRAME SIGN COMP BLEED RETRO FRAME 2104 & RETRO FRAME COVER 2121 (or approved equivalent) 063 ALUM. SKIN PAINTED PMS PROCESS CYAN SEMI-GLOSS FINISH INTERNALLY ILLUMINATED WHITE GE LED (or approved equivalent) 3M PANAGRAPHICS III FLEXIBLE FACE W/ 3M 3630-7445 TRU CYAN VINYL OVERLAY FIRST SURFACE 5” DEEP FACE LIT CHANNEL LETTERS .040 RETURNS PAINTED PMS PROCESS YELLOW 1” JEWELITE TRIMCAP - PMS PROCESS YELLOW WHITE ACRYLIC FACES W/ FIRST SURFACE 3M 3630-4495 TRU YELLOW VINYL OVERLAY WHITE GE LED (OR EQUIVALENT) 5” DEEP FACE LIT CHANNEL LETTERS .040 RETURNS PRE-FINISHED 313 DURANODIC BRONZE 1” JEWELITE TRIMCAP - 313 DURANODIC BRONZE WHITE ACRYLIC FACES WHITE GE LED (OR EQUIVALENT) ALL PAINT FINISHES TO BE SEMI-GLOSS ALL ILLUMINATED SIGNAGE REQUIRE THE CLIENT’S ELECTRICIAN TO FURNISH & INSTALL A COMPLETE PHOTOCELL AND/OR TIME CLOCK TO ALLOW SIGNS TO OPERATE AT DESIGNATED INTERVALS. HOWEVER, SIGNS SHALL NEVER OPERATE ON A 24/7 BASIS ELECTRICAL ACCESS TO BE CONFIRMED TO ENSURE REMOTE POWER SUPPLIES ARE POSSIBLE! ELECTRICAL .040 (1mm) ALUM. RETURN PRE-FINISHED 313 DURANODIC BRONZE 1” (25.4mm) JEWELITE RETAINER 313 DURANODIC BRONZE .063 (1.6mm) ALUM. CAD CUT BACKS WHITE L.E.D. ILLUMINATION (G.E. OR APPROVED EQUIV) INSTALL L.E.D. PER MANUFACTURER’S RECOMMENDATIONS SHEATHED LED JUMPER CABLE CONNECTED TO POWER SUPPLY IN TRANSFORMER BOX .177 (4.5mm) CYRO SG FACES SURFACE APPLIED VINYL OVERLAY 3M 3630-7445 TRU CYAN PAINT LETTER INTERIOR with STARBRITE L.E.P. WEEP HOLES IN LOW POINTS OF LETTERS (2) min. SHIELD REQUIRED AT EA HOLE SEALTITE TO TRANSORMER BOX LED POWER SUPPLY INSIDE TRANSFORMER BOX BEHIND WALL DETAIL B - BY HILTON CHANNEL LETTER SECTION NTS 3/8” DIA. NON- CORROSIVE FASTENERS AS REQ’D PER WALL CONSTRUCTION BLOCKING OR STRINGERS BEHIND WALL - SPACERS IF NEEDED TO AVOID CRUSHING EIFS .040 (1mm) ALUM. RETURN PAINTED PMS PROCESS YELLOW 1” (25.4mm) JEWELITE RETAINER PAINTED PANTONE PROCESS YELLOW .063 (1.6mm) ALUM. CAD CUT BACKS WHITE L.E.D. ILLUMINATION (G.E. OR APPROVED EQUIV) INSTALL L.E.D. PER MANUFACTURER’S RECOMMENDATIONS SHEATHED LED JUMPER CABLE CONNECTED TO POWER SUPPLY IN TRANSFORMER BOX .177 (4.5mm) CYRO SG FACES SURFACE APPLIED VINYL OVERLAY 3M 3630-4495 TRU YELLOW PAINT LETTER INTERIOR with STARBRITE L.E.P. WEEP HOLES IN LOW POINTS OF LETTERS (2) min. SHIELD REQUIRED AT EA HOLE SEALTITE TO TRANSORMER BOX LED POWER SUPPLY INSIDE TRANSFORMER BOX BEHIND WALL DETAIL B - TRU CHANNEL LETTER SECTION NTS TRU LETTERS SECURED WITH 1/4” ALL THREAD TO NUTSERTS AT BACK OF BACKER CABINET (GROMMETS AT ATTACHMENT POINTS THRU FLEX FACE) CABINET INSTALLED USING 3/8” DIA. NON- CORROSIVE FASTENERS AS REQ’D PER WALL CONSTRUCTION Exhibit "H" (5 of 6) PROPOSED MONUMENT - tru M-23 SCALE: 3/8”=1’-0”23.4 SQUARE FEET SalesPresentationOnly REQUI RED PRIOR TO FINAL P RODUCTION SITE SURVEY LIGHTING SOLUTIONS LIGHTING SOLUTIONS SERVICE SOLUTIONS SERVICE SOLUTIONS www.mcsign.com 334 Industrial Park Road Bluefield, Virginia 24605 8959 Tyler Boulevard Mentor, Ohio 44060 Corporate Office: 800-627-4460 440-209-6200 877-779-9977 CNOTE: PRINTS ARE THE EXCLUSIVE PROPERTY OF ‘MC SIGN COMPANY’. ANY UNAUTHORIZED USE OR DUPLICATION WILL RESULT IN A 20% CHARGE PER OCCURRENCE PER THE VALUE OF THE DISPLAY.MC SIGN CO 1998 REVISION HISTORY:CLIENT: ADDRESS: 1560 POINT WEST BLVD COPPELL, TX 75019 TICKET NO.: PROJECT MANAGER: ELECTRONIC FILE NAME: HILTON\TRU\2016\TX\TRU - COPPELL 05/04/16 DN DATE: DESIGNER: PAGE NO.: 6 CLIENT SIGNATURE: APPROVAL DATE: N/A MARK HRUBY ALL ILLUMINATED SIGNAGE REQUIRE THE CLIENT’S ELECTRICIAN TO FURNISH & INSTALL A COMPLETE PHOTOCELL AND/OR TIME CLOCK TO ALLOW SIGNS TO OPERATE AT DESIGNATED INTERVALS. HOWEVER, SIGNS SHALL NEVER OPERATE ON A 24/7 BASIS ALL PAINT FINISHES TO BE SEMI-GLOSS 16” (406.4mm) UNDERGROUND ELECTRICAL PRIMARY SERVICE PROVIDED TO SIGN BY CUSTOMER’S ELECTRICIAN. SIGN CONTRACTOR TO MAKE FINAL CONNECTION AS REQUIRED PER LOCAL SIGN ORDINANCES SIDE 2END VIEWBRICK BASE TO MATCH BUILDING DETAILS TO FOLLOW 2” HIGH SANDSTONE CAP TO MATCH BRICK BASE - 2” x 49 x 20” FABRICATED CABINET 1.5” x 1.5” x .187 (38mm x 38mm x 4.75mm) ALUMINUM ANGLE FRAME .063 ALUM. SKIN PAINTED 313 DURANODIC BRONZE SEMI-GLOSS FINISH INTERNALLY ILLUMINATED w/ WHITE GE LED (or approved equivalent) .090 ALUM PANEL PAINTED DURANDOC BRONZE WITH ROUTED OUT GRAPHICS; ROUTED OUT GRAPHICS WITH 1/2” THICK PUSH THRU WHITE ACRYLIC WITH VINYL OVERLAYS TO MATCH 3M 3630-7445 TRU CYAN & 3M 3630-4495 TRU YELLOW VINYL OVERLAY BY HILTON COPY ROUTED OUT GRAPHICS WITH 1/2” THICK PUSH THRU WHITE ACRYLIC 4” (101.6mm) DIA / 4.5 O.D. (114.3mm)/ .237 WALL (6mm) STEEL SUPPORT STEEL SIGN SUPPORT INSIDE BASE SET IN 24” (609.6mm) x 4’-0” (1219.2mm) DEEP CONCRETE PIER FOUNDATION SET 2” (50.8mm) BELOW GRADE 3’-9-1/2” (1155.7mm) 4’-10” (1473.2mm) (1155.7mm) 3’-9-1/2” 4’-10” (1473.2mm) 6’-0” (1828.8mm) 1’-2” STEEL SIGN SUPPORT MOUNTED IN CONCRETE PIER TYPE FOUNDATIONS - SIZE & DEPTH SHOWN TO BE CONFIRMED BY LOCAL CODE / CONDITIONS & ENGINEERING REQUIREMENTS SUPPORT STEEL & FOUNDATION DESIGNED FOR 100 MPH WIND LOAD (1) One monument required CUSTOM HEIGHT 5/9/16 Viv Revised base to brick to match building 6/28/16 CA REVISED TO ROUTED OUT GRAPHICS Exhibit "H" (6 of 6) Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2798 File ID: Type: Status: 2016-2798 Zoning Ordinance Passed 3Version: Reference: In Control: City Council 05/12/2016File Created: Final Action: PD-240R4R-HC, ORD North Gateway CenterFile Name: Title: Consider approval of an Ordinance for CASE NO. PD-240R4R-HC, North Gateway Center, a zoning change from PD -240R4-HC (Planned Development-240 Revision 4-Highway Commercial) to PD-240R4R-HC (Planned Development -240 Revision 4 Revised-Highway Commercial), to revise the Concept Plan for a four -lot commercial development on 6.13 acres of property located north of S .H. 121, approximately 270 feet west of N. Denton Tap Road and authorizing the Mayor to sign. Notes: Agenda Date: 07/12/2016 Agenda Number: C. Sponsors: Enactment Date: 07/12/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit A - Legal Description.pdf, Exhibit B - Concept Site Plan .pdf, Exhibit C - Concept Landscape Plan.pdf, Exhibit D - Tree Survey.pdf, Exhibit E - Conceptual Elevations.pdf, Exhibit F- Sign Plan.pdf Attachments: Enactment Number: 91500-A-0699 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved05/19/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2798) Matt Steer introduced this case with exhibits and conceptual elevations. He mentioned 21 notices were mailed to property owners within 200 feet of this request. There were no responses received in favor or in opposition. There were also 111 courtesy notices mailed to property owners within 800 feet of this request. He stated that staff is recommending approval subject to conditions which he read into the record. Don Harrelson, Baird Hampton & Brown, 4550 SH 360 Suite 180, Grapevine, Texas, was present to represent this case, to address questions and stated agreement with staff's recommendations. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. The following people spoke: Phil Laberge, Coppell Greens HOA, 858 Dalmalley Lane, Coppell, Texas, spoke in favor but was requesting that the developer provide taller trees for buffers, hooded parking lot lights and installing electrostatic filters for odors from the proposed restaurants. Steven Saxon, Legacy Gateway, 2929 Carlisle Street Suite 365, Dallas, Texas spoke as the developer of the property and stated it would not be practical to add air filters for food odors to the proposed restaurants. Chairman Haas closed the Public Hearing. After additional discussion related to air filtration, a motion was made by Vice Chairman Portman to recommend approval subject to the following conditions: 1. There will be additional comments during detailed engineering plan review for each of the sites. 2. A Final Plat is required prior to obtaining a building permit. 3. A Detail Tree Survey is required with submittal of a Detail Site Plan for development of Lots 1-4. 4. A deceleration lane shall be installed along Denton Tap when deemed appropriate by the City Engineer. Commissioner Robinson seconded; motion carried (7-0). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 7Aye: 2 Close the Public Hearing and Approve 06/14/2016City Council Presentation: Matt Steer, City Planner, made a presentation. Mayor Hunt opened the Public Hearing and announced that no one had signed up to speak. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Gary Roden, to close the Public Hearing and approve this Agenda Item, with the following conditions: 1. There will be additional comments during detailed engineering plan review for each of the sites. 2. A Final Plat is required prior to obtaining a building permit. 3. A Detail Tree Survey is required with submittal of a Detail Site Plan for development of Lots 1-4. 4. A decelertion lane shall be installed along Denton Tap when deemed appropriate by the City Engineer. The motion passed by a unanimous vote. Action Text: 3 PassApproved on the Consent Agenda 07/12/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, that Items A - I on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 6Aye: Text of Legislative File 2016-2798 Title Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2798) Consider approval of an Ordinance for CASE NO. PD-240R4R-HC, North Gateway Center, a zoning change from PD-240R4-HC (Planned Development -240 Revision 4-Highway Commercial) to PD-240R4R-HC (Planned Development-240 Revision 4 Revised-Highway Commercial), to revise the Concept Plan for a four -lot commercial development on 6.13 acres of property located north of S .H. 121, approximately 270 feet west of N. Denton Tap Road and authorizing the Mayor to sign. Summary Staff Recommendation: On June 14, 2016, City Council unanimously approved this ZONING CHANGE (7-0). On May 19, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0). Commissioners Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Sense of Community Page 3City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: July 12, 2016 Reference: Consider approval of an ordinance for PD-240R4R-HC to revise the Concept Plan for a four lot commercial development on 6.13 acres of property located north of S.H. 121, approximately 270 feet west of N. Denton Tap Road 2030: Business Prosperity, Sense of Community Introduction: This Conceptual Plan amendment is to allow a change in allowable uses from hospital/medical office to restaurant, professional office and medical office for a four lot (five building) commercial development on the remaining vacant land. The current overall conceptual plan addresses the building materials, circulation, landscaping and signage to assure a uniform development. The detail PD for each of the sites may be approved administratively provided they meet these requirements. Analysis: On June 14, 2016 City Council unanimously approved this PD request and all outstanding conditions have been incorporated into the Ordinance. On May 19, 2016, after an extended discussion regarding the “air filtration” issue, the Planning and Zoning Commission unanimously recommended approval of this PD subject to the following conditions: 1. There will be additional comments during detailed engineering plan review for each of the sites. 2. A Final Plat is required prior to obtaining a building permit. 3. A Detail Tree Survey is required with submittal of a Detail Site Plan for development of Lots 1-4. 4. A deceleration lane shall be installed along Denton Tap when deemed appropriate by the City Engineer. Legal Review: The City Attorney reviewed this Ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval. Attachments: 1. Ordinance 2 2. Exhibit A – Legal Description 3. Exhibit B - Conceptual Site Plan 4. Exhibit C - Conceptual Landscape Plan 5. Exhibit D - Tree Survey 6. Exhibit E - Conceptual Elevations 7. Exhibit F - Sign Plan 1 TM 77457 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-240R4-HC (PLANNED DEVELOPMENT- 240 REVISION 4-HIGHWAY COMMERCIAL) TO PD-240R4R-HC (PLANNED DEVELOPMENT-240 REVISION 4 REVISED-HIGHWAY COMMERCIAL), TO REVISE THE CONCEPT PLAN FOR A FOUR-LOT COMMERCIAL DEVELOPMENT ON 6.13 ACRES OF PROPERTY LOCATED NORTH OF S.H. 121, APPROXIMATELY 270 FEET WEST OF N. DENTON TAP ROAD, AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR THE APPROVAL OF THE CONCEPTUAL SITE PLAN, CONCEPTUAL LANDSCAPE PLAN, TREE SURVEY, CONCEPTUAL ELEVATIONS AND SIGN PLAN, ATTACHED HERETO AS EXHIBITS “B”, “C”, “D”, “E”, AND “F”, RESPECTIVELY; PROVIDING DEVELOPMENT REGULATIONS; 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-240R4R-HC 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 to grant a change in zoning from PD-240R4-HC (Planned Development-240 Revision 4-Highway Commercial) to PD-240R4R-HC (Planned Development- 2 TM 77457 240 Revision 4 Revised-Highway Commercial), to revise the Concept Plan for a four-lot commercial development on 6.13 acres of property located north of S.H. 121, approximately 270 feet west of N. Denton Tap Road and being more particularly described in Exhibit “A” attached hereto and made a part hereof for all purposes, subject to the development regulations. SECTION 2. That PD-240 Revision 4-Revised-HC is hereby approved subject to the following development regulations: A) Except as amended herein and as provided in this Ordinance, the property shall be developed in accordance with highway commercial zoned property as set forth in Ordinance 91500-A-524 which is incorporated herein as set forth in full and hereby republished. B) The property and development shall comply with the City subdivision regulation and other applicable development standards administered by engineering plan review for each of the lots and/or combination thereof. C) A Final Plats will be required prior to obtaining building permits for each lot or combination thereof. D) A Detail Tree Survey is required with submittal of a Detail Site Plan for development of Lots 1-4. A tree removal permit is required prior to the removal of any trees. E) A deceleration lane shall be installed along Denton Tap Road as required by the City Engineer based on acceptable engineering standards and traffic. F) That each of the buildings erected on the lots shall substantially conform to the Conceptual Elevations and materials as set forth in Exhibit E. 3 TM 77457 SECTION 3. That Conceptual Site Plan, Conceptual Landscape Plan, Tree Survey, Conceptual Elevations and Sign Plan attached hereto as Exhibits “B”, “C”, “D”, “E” and “F” made a part hereof for all purposes, are hereby approved. 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 the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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 8. 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 9. 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 4 TM 77457 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 10. 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. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT, MAYOR ATTEST: _____________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ________________________________ CITY ATTORNEY EXHIBIT ‘A’ Page 1 of 2 LEGAL DESCRIPTION 6.127 ACRES BEING a tract of land situated in the CLARINDA SQUIRES SURVEY, ABSTRACT NO. 1327, City of Coppell, Dallas and Denton County, Texas and being part of that tract of land described in Deed to Jerald L. Saunders, Trustee, as recorded in Document No. 201200068694, Deed Records, Dallas County, Texas and being more particularly described as follows: BEGINNING at a 5/8 inch iron rod with a yellow plastic cap stamped “CROSSWAY” found in the north line of State Highway No. 121, a variable width right-of-way, for the southwest corner of Lot 5R, Block A of NORTH GATEWAY PLAZA, an Addition to the City of Coppell, Dallas County, Texas according to the Plat thereof recorded in Document No. 201100023079, Map Records, Dallas County, Texas; THENCE North 65 degrees 10 minutes 04 seconds West, with said north line, a distance of 538.14 feet to a point for corner; THENCE North 60 degrees 25 minutes 48 seconds West, continuing with said north line, a distance of 66.31 feet to a 5/8 inch iron rod with a yellow plastic cap found for the southeast corner of that tract of land described in Deed to John L. Holt, Jr., Trustee, as recorded in Document No. 201200160297, Deed Records, Dallas County, Texas; THENCE North 23 degrees 26 minutes 03 seconds East, leaving said north line and with the east line of said John L. Holt, Jr., Trustee tract, a distance of 328.60 feet to a 5/8 inch iron rod with a yellow plastic cap stamped “BHP INC” found in the south line of COPPELL GREENS PHASE 1, an Addition to the City of Coppell, Denton County, Texas according to the Plat thereof recorded in Cabinet P, Page 160, Plat Records, Denton County, Texas for the northeast corner of said John L. Holt, Jr., Trustee tract; THENCE North 89 degrees 56 minutes 51 seconds East, leaving said east line and with said south line, a distance of 426.70 feet to a point for the southeast corner of said COPPELL GREENS PHASE 1 Addition, from which point a 1/2 inch iron rod found bears North 49 degrees 22 minutes 31 seconds West, 0.36 feet; THENCE North 24 degrees 04 minutes 25 seconds East, with the east line of said COPPELL GREENS PHASE 1 Addition, a distance of 77.09 feet to a 1/2 inch iron rod found for the southwest corner of Lot 9, Block A of NORTH GATEWAY PLAZA, an Addition to the City of Coppell, Denton County, Texas according to the Plat thereof recorded in Document No. 2009 - 145, Plat Records, Denton County, Texas; EXHIBIT ‘A’ Page 2 of 2 THENCE North 89 degrees 44 minutes 17 seconds East, leaving said east line and with the south line of said Lot 9, a distance of 91.09 feet to an “X” set in concrete for corner; THENCE South 27 degrees 56 minutes 29 seconds West, leaving said south line, a distance of 84.60 feet to a 1/2 inch iron rod with a yellow plastic cap stamped “DAA” set for corner; THENCE South 00 degrees 17 minutes 47 seconds East, a distance of 337.70 feet to a 1/2 inch iron rod with a yellow plastic cap stamped “DAA” set for the most westerly southwest corner of Lot 6, Block A of NORTH GATEWAY PLAZA, an Addition to the City of Coppell, Dallas County, Texas according to the Plat thereof recorded in Document No. 201200055495, Map Records, Dallas County, Texas; THENCE South 64 degrees 46 minutes 05 seconds East, with the south line of said Lot 6, a distance of 4.84 feet to a 1/2 inch iron rod with a yellow plastic cap stamped “DAA” set for the common northwest corner of the above mentioned Lot 5R and most southerly southwest corner of said Lot 6; THENCE South 24 degrees 49 minutes 28 seconds West, leaving said south line and with the west line of said Lot 5R, a distance of 239.00 feet to the POINT OF BEGINNING and containing 6.127 acres of land, more or less. FUTURE/PROP IMPROVEMENTS EXIST IMPROVEMENTSEXISTIMPROVEMENTSFUTURE/PROPIMPROVEMENTSUL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL UL CONCRETE PAVEMENTEXIST CONCRETE PAVEMENTSOUTHBOUND LANESEXIST MEDIANEXIST MEDIANEXIST MEDIANState Highway 12110' ES M T. T O H O A 7.5' U. E.Volume 4933 , Page 2149 , D .R .Den ton ,C .T .Volume 2001 -192 , Page 2798 , D .R .Da l las ,C .T .Ci ty o f Coppe l l 10' ESMT . TO HOA7.5 ' U .E . 20' DRN G . E S M T . 7.5' U.E.TO HOA FOR DRAINAGE PURPOSES25' WIDE COMMON AREA20' DRNG. ESMT.7.5' U.E.20' DRNG. ESMT.5' U.E.10' U.E.20' Sanitary Sewer Esmt.PAD EASEMENT10' x 10' D.C. ELEC.7.5' U.E.5' U.E.7.5' U.E.WOOD FENCEEFHSIGNEX. AREA DRAINEFHVALVEWATEREFHSIGNWITH WARNING S IGNTELEPHONE MANHOLEEX. AREA DRAINRAMPHANDICAPEFHSIGN SIGN INLETCURBUTIL ITY CAB INETUTIL ITY VAULTMANHOLEUTILIT IES IN TH IS AREAABOVE AND BELOW GROUNDMISCELLANEOUSVAULT WALL SIDEWALKCONCRETEWARNING S IGNUNDERGROUND GAS PIPEL INEWOOD FENCEOUTFLOWSTORM DRAIN164.46'1 :133.93'1 :1 3 4 . 9 5 ' 6 :208.32 '1 (41.93 '1 (1 (66.38'328.54'1 (Dallas CountyDenton County Dal las Coun tyDenton Coun ty Denton Tap RoadWestbound Access RoadTurnberryCour t K i l b r i d g e L a n eLaneTurnberryLot 19Block CBlock CLot 30Lot 31Block CBlock CLot 32Lot 33Block CBlock CLot 34Lot 18XBlock CBlock CLot 18Block CLot 17Lot 16Block CBlock CLot 15Block CLot 14Lot 13Block CBlock CLot 12Block CLot 10Lot 11Block CBlock CLot 5Lot 4Block CBlock CLot 3XXXX20' Easement to Texas Utilities Electric Company & COSERV, L.L.C.Vol. 99036, Pg. 808, & Vol. 99054, Pg. 1401, D.R.Dallas,C.T.; Vol. 4333, Pg. 3337, & Vol. 4300, Pg. 329, D.R.Denton,C.T.Volume 2004-093, Page 28, D.R.Dallas,C.T.20' Utility EasementXXXXXXXXXX Sani ta ry Sewe r Easemen tVolume 98146 , Page 4736 , D .R .Da l las ,C .T .Volume 4155 , Page 21 , D .R .Den ton ,C .T .SIGN SIGN COPPELL GREENS PHASE 1ZONED PD-134R-SF-7RESIDENTIALCLARINDA SQUIRESABS 1324 PG 155TR 1.6 ACS 1.5465VOL 20032424143ZONED HC - VACANTHIGHLANDDRIVEEFHEFHEFHEFHEFHEFHEFH1 (332.85' 286.3 0' 6 ( 6 ( 670.6 2'1 :808.14'1 :426.71 'EX. AREA DRAINSanitary Sewer Easement Volume 98146,Page 4736, D.R.Dallas,C.T., Volume4155, Page 21, D.R.Denton,C.T.10' Easement to Denton County ElectricCooperative, Inc. d/b/a COSERVElectric Doc # 2004-138839,D.R.Denton,C.T. (Tract 2)CONCEPT SITE PLANNORTH GATEWAY PLAZA6.13 ACRESLOTS 1 THROUGH 4, BLOCK 1NORTH GATEWAY PLAZA ADDITIONCLARINDA SQUIRES SURVEYABSTRACT NO. 1327DALLAS COUNTYCITY OF COPPELL, TEXASOWNER/APPLICANT: LEGACY CAPITAL COMPANY2929 CARLISLE ST., SUITE 365DALLAS, TX 75204(214) 361-5000CONTACT: STEVEN SAXONSDS@LEGACYCAP.COMENGINEER / REPRESENTATIVE: BAIRD, HAMPTON, & BROWN, INC.4550 SH 360, Suite 180GRAPEVINE, TX 76051(817) 251-8550CONTACT: DON HARRELSON, P.E.DHARRELSON@BHBINC.COMMay 10, 2016Exhibit "B" Retail 1/200 Restaura nt 1/100 Office 1/300 Medical Office 1/175 Total Required Provided % 1 28'-11" 69,666 9,000 12.92%45 15 60 68 3 4 6% 2 28'-11" 47,532 4,800 10.10%48 48 48 2 2 4% 3 45'-1" 114,558 20,000 17.46%57 17 74 74 3 3 4% 4 30'-0" 35,142 2,656 7.56%26.56 27 28 2 2 7% 5 **27'-3" 90,051 6,468 7.18%65 65 107 5 5 5% 6 **28'-11" 27,633 4,550 16.47%26 26 26 2 2 8% 7R1 **33'-8" 81,893 10,006 12.22% 13 76 89 91 3 3 3% 9 **28'-11" 70,743 8,100 11.45%14 24 38 46 2 2 4% Total 537,218 65580 12.21% 13 260 85 67 427 488 22 23 5% Paving Area # % of parking spaces SF SF % of site Required SF Provided SF % Required SF Provided SF Req Prov %SF % 1 10 14.7% 30,641 30,025 43% 3,064 3,076 100% 9,924 8,295 9,100 18,654 205% 5,053 56% 2 10 20.8% 22,543 20,189 42% 2,254 2,298 102% 8,413 7,293 6,410 10,598 165% 3,467 54% 3 15 20.3% 34,552 60,006 52% 3,455 4,397 127% 16,454 13,650 15,684 41,959 268% 8,232 52% 4 6 21.4% 19,761 12,724 36% 1,976 2,062 104% 6,760 4,832 4,873 5,830 120% 2,413 50% 5 **19 17.8% 52,879 30,704 34% 4,799 4,799 100% 13,370 13,370 12,535 12,535 100% 6,268 50% 6 **7 18.4% 23,949 13,595 34% 2,395 2,448 102% 7,315 4,741 5,632 6,406 114% 2,835 50% 7R1 **11 12.0% 45,850 22,857 28% 4,585 4,605 100% 5,268 5,268 10,784 12,985 120% 5,710 53% 9 **9 19.6% 26,744 35,899 51% 2,594 2,700 104% 11,999 11,999 9,398 21,200 226% 6,850 73% Total 87 17.8% 256,919 226,000 42% 25,123 26,385 105% 79,503 69,448 74,415 130,167 175% 40,828 55% *Calculated including reductions for drives ** Lots 5, 6, 7R, and 9 have previously been developed and constructed. This amendment does not propose modifications to these lots. HC PD-240R2-HC Site Data Table Site Data Table…Continued PD-240-HC PD-240-HC PD-240-HC PD-240-HC PD-240R-HC PD-240R3-HC Building Height Landscape area Lot # Islands Provided Perimeter Landscaping *Interior Landscaping Front Yard non-vehicular open space Provided Non-Vehicular Open Space Existing zoning Accessible Parking Spaces Lot # Lot Area (SF) Building Area (SF)F.A.R. Parking Requirements Parking Provided Westbound Access Road State Highway 121 THIS IS A CONCEPTUAL PLAN ONLY AND EACH INDIVIDUAL SITE WILL BE EVALUATED UPON DETAIL PLAN REVIEW. EXISTING LOTS 5 THROUGH 9 ARE SHOWN FOR ILLUSTRATIVE PURPOSES ONLY. THIS PLAN DOES NOT MODIFY THE REQUIREMENTS FOR EXISTING DEVELOPMENTS ON LOTS 5 THROUGH 9. EXISTING TREES TO BE PRESERVED LOT 1 1 STORY 1 STORY LOT 2 1 STORY LOT 4 1 STORY LOT 5 1 STORY LOT 6 1 STORY LOT 7 1 STORY LOT 9 1 STORY LOT 3 2 STORIES Den ton T ap Ro ad Exhibit "C" Exhibit "D" Exhibit "E" Exhibit "F" Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2799 File ID: Type: Status: 2016-2799 Zoning Ordinance Passed 3Version: Reference: In Control: City Council 05/12/2016File Created: Final Action: REANALYSIS - ORD Mixed Use DistrictsFile Name: Title: Consider approval of an Ordinance revising Chapter 12A, of the Comprehensive Land Use Plan, providing for the adoption of an amendment to Coppell 2030 A Comprehensive Master Plan and the land use map thereof; by adding a new land use category, redefining the mixed-use land use categories and revising the Future Land Use Map and authorizing the Mayor to sign. Notes: Agenda Date: 07/12/2016 Agenda Number: D. Sponsors: Enactment Date: 07/12/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit A - Revised Pages 40-43.pdf, Exhibit B - Revised Land Use Map Page 33.pdf Attachments: Enactment Number: 91500-A-700 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved05/19/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2799) Gary Sieb and Marcie Diamond presented this item to the Commission with exhibits. Mr. Sieb, mentioned that mixed-use on the Land Use Map has two land use classifications, Mixed-Use Neighborhood Center and Mixed-Use Community Center. Staff is recommending to the Planning Commission that the Mixed-Use Neighborhood Center land use be modified so that only the existing residential uses that's within those districts remain. No residential uses are proposed in this land use category. With regards to the Mixed-Use Community Center district, there are three areas on the Land Use Map that show that particular classification. In the Mixed-Use Community Center district staff is recommending limiting density to a maximum of ten units per acre, if residential development is requested on those properties. Staff then presented the existing and proposed land use designations of the eight study areas. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. The following people generally spoke in opposition to retaining the Mixed-Use Community Center district and spoke in favor of deleting residential uses from the Mixed-Use Neighborhood Center district: Rex O'Quinn, 116 Hollywood Drive, Coppell Texas Jennifer Holmes, 646 Andover Lane, Coppell Texas Raja Cherukuri, 557 Heritage Oak Court, Coppell Texas Amit Sangani, 739 Chateaus Drive, Coppell Texas David Bell, 913 Parker Drive, Coppell Texas Marla Williams, 137 Hollywood Drive, Coppell Texas Mahesh Guduru, 553 Heritage Oak Court, Coppell Texas Peter Mosley, 256 Enclaves Court, Coppell Texas Manoj Bidnurkar, 413 Chelsea Bay, Coppell Texas Ed White, 208 Spyglass Drive, Coppell Texas Patrick Brandt, 646 Andover Lane, Coppell Texas Stephan Curran, 601 Tower Court, Coppell Texas Vijay Boorla, 826 Mango Court, Coppell Texas, spoke in favor of mixed-use but with greater densities. There were two citizens that made comments and asked questions concerning mixed-use land uses in general, they did not sign in or mentioned their name and address for the record. Chairman Haas closed the Public Hearing. A motion was made by Commissioner Darling to recommend approval of the Neighborhood Center Retail including the definition for areas shown on the Future Land Use Map. The areas of the Mixed-Use Community Center along Denton Tap Road and the tract on Belt Line Road near LBJ Freeway on the Land Use Map be changed to Freeway Special District along with a consultant hired to assist with citizen input and better define those areas and come back for Planning Commission and City Council action. Commissioner Robinson requested that a maximum of ten units (with no minimum) to the acre be used by the consultant to guage residential use on the 2030 Comprehensive Master Plan added to the motion. Commission Darling did not agree to amend his motion. Commissioner Blankenship seconded; motion failed (3-4). Commissioners Blankenship, Darling and Williford voted in favor; Commissioners Portman, Haas, Robinson and Sarma were opposed. A new motion was made by Vice Chairman Portman to recommend that Mixed-Use Neighborhood Center on the Land Use Map be changed to Neighborhood Center Retail with definitions and maps defining those areas to effectively remove any residential uses from the Mixed-Use Neighborhood Retail zoning district. That two areas of Mixed-Use Community Center on the Land Use Map retain mixed-use classifications and one area that was Mixed-Use Neighborhood be changed to mixed-use commercial and Neighborhood Residential. (Belt Line Road and Southwestern Blvd.) The area at Belt Line Road and LBJ Freeway be changed to Freeway Special District. He also recommended that residential use be a maximum of ten units to the acre and act as a guide and that a consultant review these recommendations and have citizen input as well. Commissioner Robinson seconded; motion carried (6-1). Commissioners Williford, Sarma, Robinson, Haas, Portman and Darling voted in favor; Commissioner Blankenship was opposed. Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma, and Commissioner George Williford 6Aye: Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2799) Commissioner Sue Blankenship1Nay: 2 PassApproved06/14/2016City Council Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation. Mayor Hunt opened the Public Hearing and called on those citizens signed up to speak. Messrs. David Bell, Ed White, Rex O'Quinn, Chris Claussen, Ms. Marla Williams and Ms. Sasha Reedy spoke in opposition to any Mixed-Use designations within the City. Lengthy discussion was held by the Mayor and Council regarding the need for smaller housing options for empty nesters and new couples, the meaning of "mixed-use", and what is appropriate for Coppell. A motion was made by Councilmember Mark Hill, seconded by Mayor Pro Tem Wes Mays, to close the Public Hearing and accept the new definition of Neighborhood Center Retail as recommended by the Planning and Zoning Commission. The motion failed with Mayor Pro Tem Wes Mays and Councilmembers Nancy Yingling and Mark Hill voting in favor of the motion and Councilmembers Cliff Long, Brianna Hinojosa-Flores and Marvin Franklin voting against the item. At 9:37 p.m. the Council recessed into Executive Session under Section 551.071 of the Texas Government Code, Consultation with City Attorney. Mayor Hunt adjourned the Executive Session at 9:44 p.m. and reconvened into regular session. Further discussion was held and a motion was made by Councilmember Gary Roden, seconded by Councilmember Marvin Franklin, to close the Public Hearing and accept the new definitions for Neighborhood Center Retail for areas 1, 3, 4, 5 and Freeway Special District listed as area 8. The motion passed by an unanimous vote. A motion was made by Councilmember Gary Roden, seconded by Councilmember Marvin Franklin, that area 6 be approved for Mixed Use Community Center, eliminating residential as suggested before. The motion passed by an unanimous vote. A motion was made by Councilmember Gary Roden, seconded by Councilmember Marvin Franklin, that areas 2 and 7 be approved for Mixed Use Community Center as recommended by the Planning and Zoning Commission. The motion failed with Councilmembers Cliff Long, Gary Roden and Marvin Franklin voting in favor of the motion and Mayor Pro Tem Wes Mays and Councilmembers Brianna Hinojosa-Flores, Nancy Yingling and Mark Hill voting against the item. A motion was made by Mayor Pro Tem Wes Mays, seconded by Councilmember Mark Hill, to approve area 2, with the revised definition of Mixed-Use Community Center and changing the word 'and' to 'or' within the definition of Mixed-Use Community Center. Councilmember Gary Roden moved to amend the motion, capping the single family residential dwelling maximum to 10 units per acre. Councilmember Mark Hill seconded the motion. The amendment to the original motion passed by an unanimous vote. The vote on the original, amended motion to approve area 2, now defined as: providing areas for mixed-use developments consisting of both neighborhood and community, serving commercial, retail and office uses OR medium density single family residential dwellings no greater than 10 units per acre, passed by an unanimous vote. A motion was made by Mayor Pro Tem Wes Mays, seconded by Councilmember Marvin Franklin, to approve area 7, with the definition of providing areas for mixed-use developments consisting of both neighborhood and community, serving commercial, retail and office uses OR medium density single family residential dwellings no greater than 10 units per acre. The motion passed by a unanimous vote. The request for hiring a consultant failed for lack of a motion. Action Text: Page 3City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2799) Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: 3 PassApproved on the Consent Agenda 07/12/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, that Items A - I on the Consent Agenda be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 6Aye: Text of Legislative File 2016-2799 Title Consider approval of an Ordinance revising Chapter 12A, of the Comprehensive Land Use Plan, providing for the adoption of an amendment to Coppell 2030 A Comprehensive Master Plan and the land use map thereof; by adding a new land use category, redefining the mixed-use land use categories and revising the Future Land Use Map and authorizing the Mayor to sign. Summary Staff Recommendation: On June 14, 2016, City Council unanimously approved an amendment to areas designated as Mixed Use-Neighborhood Center and Mixed Use-Community Center depicted on the Future Land Use Plan of Coppell 2030 A Comprehensive Master Plan (7-0). SEE ATTACHED CC MEMO FOR JULY 12, 2016. On May 19, 2016, the Planning Commission recommended approval of the following revisions (6-1): ·Revised the purpose statement for the Mixed Use Community Center ·Established a new land use category, Neighborhood Center Retail to replace the Mixed Use Neighborhood Center, eliminating the residential component and retaining the retail, service and restaurant uses, and ·Revised the Future Land Use Map. Commissioners Williford, Sarma, Robinson, Haas, Portman, and Darling voted in favor; Commissioner Blankenship voted in opposition. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Sense of Community Special Place to Live Page 4City of Coppell, Texas Printed on 6/26/2017 Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2799 Page 1City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: July 12, 2016 Reference: Approval of an ordinance revising Chapter 12A, Comprehensive Land Use Plan, providing for the adoption of an amendment to Coppell 2030-A Comprehensive Master Plan and the land use map thereof; by adding a new land use category, redefining the mixed use land use categories and revising the Future Land Use Map. 2030: Business Prosperity, Sense of Community, Special Place to Live Introduction: Per the resolution adopted by City Council on April 14, 2015 the MXD-1 and 2 Zoning Districts were deleted from the Zoning Ordinance in July of 2015. The next step in this process, per the resolution was to analyze the eight areas on the Future Land Use Plan of the Comprehensive Plan which were designated as future mixed use areas to determine if these designations were appropriate. Analysis: On June 14, 2016 the City Council approved the following: o The establishment of a new land use category, Neighborhood Center Retail to replace the Mixed Use Neighborhood Center, which eliminates the residential component and retains the retail, service and restaurant uses. This new land use category was approved for:  Sandy Lake and Moore  Denton Tap and Braewood  Denton Tap and Bethel School, and  Sandy Lake and MacArthur, and Neighborhood Residential at the northeast corner of the study area – to recognize the Townhomes under construction (Kimbel Court) o A Freeway Special District on Study Area 8 – Belt Line, north of I-635 o Mixed Use Community Center – to allow a mixture of retail, commercial and office uses with no residential uses on Study Area 6 – Town Center. o Revision to the Mixed Use Community Center definition to allow a mixture of retail, commercial and office uses OR residential uses, limited to single family homes, with densities no greater than 10 dwelling units per acre on  Study Area 7 – MacArthur and Belt Line, and  Study Area 2 – Belt Line and Southwestern, and Neighborhood Residential on the residentially zoned and developed portions of Bullock and Howell Streets. Coppell 2030- A Comprehensive Master Plan has been amended to reflect these revisions, with revised pages attached to the ordinance. 2 On May 19, 2016, the Planning and Zoning Commission recommended approval of the following:  The revised purpose statement for the Mixed Use Community Center to read: o “To provide areas for high intensity mixed-use development consisting of both neighborhood and community serving commercial, retail, and office uses, and medium and high density urban residential dwellings (typically no greater than 8 10 dwelling units per acre). Such areas are typically located in close proximity to major transportation corridors and transit stops. These areas provide opportunities for regional destinations offering unique retail, restaurant and culture designation with more urban lifestyle than available in other areas of the community”.  The establishment of a new land use category, Neighborhood Center Retail to replace the Mixed Use Neighborhood Center, which eliminates the residential component and retains the retail, service and restaurant uses, and  The following revisions to the Future Land Use Map Study Area Location Existing Land Use Designation Proposed Land Uses Designation 1 Sandy Lake & Moore Mixed Use Neighborhood Neighborhood Center Retail 2 Belt Line & Southwestern Mixed Use Neighborhood Mixed Use Community Center and Neighborhood Residential . 3 Sandy Lake & MacArthur Mixed Use Neighborhood Neighborhood Center Retail and Neighborhood Residential 4 Denton Tap & Braewood Mixed Use Neighborhood Neighborhood Center Retail 5 Denton Tap & Bethel School Mixed Use Neighborhood Neighborhood Center Retail 6 Town Center Area Mixed Use Community Center Mixed Use Community Center 7 MacArthur & Belt Line Mixed Use Community Center Mixed Use Community Center 8 S. Belt Line & I-635 Mixed Use Community Center Freeway Special District Legal Review: The City Attorney reviewed this ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval. Attachments: 1. Ordinance Page 1 TM 77621 AN ORDINANCE OF THE CITY OF COPPELL, TEXAS ORDINANCE NO. ________ AN ORDINANCE OF THE CITY OF COPPELL, TEXAS, AMENDING THE CODE OF ORDINANCES BY AMENDING CHAPTER 12A, COMPREHENSIVE LAND USE PLAN UPDATE, COPPELL 2030 - COMPREHENSIVE MASTER PLAN AND THE LAND USE MAP THEREOF; BY ADDING A NEW LAND USE CATEGORY, REDEFINING THE MIXED USE CATEGORIES AND REVISING THE FUTURE LAND USE MAP; PROVIDING A REPEALING CLAUSE; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A SAVINGS CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City staff, commissions, committees and outside consultants have worked to establish the “Coppell 2030 – A Comprehensive Master Plan”, for the City of Coppell, Texas; and WHEREAS, said plan includes, but is not limited to, demographics, housing characteristics, strategic framework, 2030 Community Planning Goals and Objectives sustainability, land use, parks and open space, transportation and mobility, attractive and well maintained neighborhoods, safe and healthy neighborhoods, neighborhood planning, special area plans for districts such as Old Coppell Historic District, Transit Oriented Development, Denton Tap and Belt Line District, Belt Line and MacArthur District, approaches to support redevelopment, redevelopment area policies, and implementation of the such plan; and WHEREAS, on or about January 10, 2006, the City adopted Ordinance No. 2006-1119 which provided for the incorporation of a planning element entitled the Comprehensive Plan Update, Intergovernmental Cooperation Element, dated December 13, 2005; and WHEREAS, on March 22, 2011 the adopted Ordinance No. 91500-A-559 the Coppell 2030 - Comprehensive Master Plan and amended the code by adding Chapter 12A to provide for the adoption of said plan and the incorporation of the Comprehensive Plan Update, Intergovernmental Cooperation Element is in the best interest of the City; WHEREAS, on June 14, 2016 the City Council, after providing public notice, hearing and upon recommendation by the Planning and Zoning Commission approved amendments the said Comprehensive Plan. NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS: Page 2 TM 77621 SECTION 1. That the Code of Ordinances be, and the same is, hereby amended by amending Chapter 12A, Comprehensive Land Use Plan, Section 12A-1-1 by amending the text Coppell 2030 - Comprehensive Master Plan, Chapter 2: Planning Framework and the land use map thereof, and by incorporating therein the Comprehensive Plan by revising references to Mixed Use Neighborhood Center to Old Coppell Mixed Use, in said Chapter Pages 40, 41 and to establish a new land use category, “Neighborhood Center Retail” to replace “Mixed Use Neighborhood Center”, on pages 40A and 41B; to revise “Mixed Use Community Center”; establishing two land use categories “Mixed Use Community Center (no residential)” and “Mixed Use Community Center (or residential)” and providing for residential uses to be medium density single family with a maximum density of 10 units per acre, on pages 42, 43, 42A and 43B, which are providing in Exhibit A, which are attached hereto and incorporated herein by reference as if set forth in full. SECTION 2. As illustrated in adopted herein, Chapter 2: Planning Framework, Page 33 (Revised July 2016), the Land Use Map is hereby amended attached hereto and incorporated herein as if set forth in full Exhibit B, to reflect the new and amended districts as herein defined, and a to reflect existing and anticipated future land uses as follows: Location Existing Land Use Designation Amended Land Uses Designation Sandy Lake & Moore Road Mixed Use Neighborhood Neighborhood Center Retail Belt Line & Southwestern Mixed Use Neighborhood Mixed Use Community Center (commercial or SF residential max. 10 du/ac) and Neighborhood Residential Sandy Lake & MacArthur Mixed Use Neighborhood Neighborhood Center Retail and Neighborhood Residential Denton Tap & Braewood Mixed Use Neighborhood Neighborhood Center Retail Denton Tap & Bethel School Mixed Use Neighborhood Neighborhood Center Retail Town Center Area Mixed Use Community Center Mixed Use Community Center (with no residential) Page 3 TM 77621 MacArthur & Belt Line Mixed Use Community Center Mixed Use Community Center (commercial or SF residential max. 10 du/ac) S. Belt Line & I-635 Mixed Use Community Center Freeway Special District SECTION 4. The text, graphics and illustrations on pages 33, 40-43 of the Comprehensive Plan shall be deleted in their entirety, and replaced with pages 40A, 41A, 40, 41, 42,43, 42A, 43A and page 33 attached here as Exhibits “A” and “B” are hereby adopted and hereby amend the Comprehensive Land Use Plan. SECTION 5. All references to “mixed use” in the “Coppell 2030 - A Comprehensive Plan” shall refer to the amended Purpose, Uses, and Development Guidelines as herein amended. SECTION 6. 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 7. 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 8. 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. [Signature page to follow] Page 4 TM 77621 DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT, MAYOR ATTEST: _____________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: ___________________________________ CITY ATTORNEY Chapter 2: Planning FrameworkCOPPELL 2030 - A COMPREHENSIVE MASTER PLAN Purpose: To provide areas for neighborhood serving retail, restaurant, office and service uses, as well as upper story residential units above commercial uses and medium density attached and detached residential uses (typically 8-10 dwelling units per acre). Such areas are compatible with and serve the daily shopping, dining and service needs of nearby lower density residential neighborhoods. Uses: The Old Coppell Master Plan adopted in May 2002 identifies specific physical improvements and design guidelines that due to the historic nature of the area may differ somewhat from other mixed use centers in Coppell. The Old Coppell area may also integrate small-lot single-family detatched dwellings and have exterior building materials and architectural design intended to capture the rural style representative of North Texas in the first half of the twentieth century. The Master Plan serves as the guiding document for the district. Additional detail is also provided in Chapter 4. Compatible Zoning Districts: (H)*, PD *Modifications to these districts are required to incorporate appropriate site design standards as described in the guidelines section. Old Coppell Mixed-Use (T-5 Urban Center Zone) Key Commercial/Mixed-Use Infill Existing Buildings Single-Family Civic Infill Park/Open Space Greenway Intersection Improvements Gateways Senior Center Village Green CommunityCenter Grapevine Springs Park Old Coppell Inn City of Coppell Service Center Restaurant Future Infill Study Area Boundary Streetscape Improvements Townhouses 40 REVISED JULY 2016 Chapter 2: Planning FrameworkCOPPELL 2030 - A COMPREHENSIVE MASTER PLAN Outdoor gathering places may include a Green, Square, or Plaza. Dettached residential dwellings allow residents nearby access to retail and employment. Buildings are compatible with surrounding neighborhoods. Garages are accessed from a rear alley. Building setbacks define the street edge and allow for wide sidewalks with pedestrian amenities. Parking is provided both on-street and in shared parking facilities to the rear of buildings. The street facade and sidewalks are comfortable for pedestrians. Old Coppell Mixed-Use Guidelines Old Coppell has a unique character and “sense of place” with an identifiable center and defined “people places” for residents, shoppers, workers and visitors to gather and interact. These areas provide opportunities for medium density attached housing options. Connectivity Such areas have a system of interconnected streets with pedestrian (sidewalks) and bicycle facilities and streetscape amenities. Thoroughfares are typically boulevards, avenues, and residential streets with wide sidewalks and an urban character. Civic and Gathering Spaces Formal and informal areas for outdoor gatherings such as pocket parks and plazas. The sidewalk width is increased when adjacent to on-street parking to create a “transition zone” of pedestrian amenities including street trees, pedestrian lighting, and outdoor seating. Setbacks Continuous, defined street edge is maintained, with building frontages placed at or in close proximity to the sidewalk. Building Form Most buildings are attached, with their front facades aligned, and generally 1-3 stories in height. Buildings may be taller in close proximity to major street intersections, or when upper floors include a “stepback” from the ground plane of lower floors. Prominent intersections serve as focal points with buildings distinguished from others by enhanced architectural design features. Building heights, intensity of use and densities decrease as development moves closer to adjacent established residential neighborhoods. Compatibility with Surrounding Development Architectural character is compatible with the style, scale, proportions, materials, and colors of surrounding neighborhoods, but may vary to a greater degree when in proximity area of a different form or style. Street Edge Orientation Building walls and entries are oriented towards the primary street. The street level has a transparent quality, with passing pedestrians and vehicles able to see activity within the building. Parking Public parking is provided on-street. Off-street parking is provided in shared parking facilities to the rear of buildings in surface lots or in parking structures. Surface parking is typically enclosed on at least three sides. Residential garages are accessed from a rear alley. 41 REVISED JULY 2016 Chapter 2: Planning Framework7/16 41( 6/16 ) COPPELL 2030 - A COMPREHENSIVE MASTER PLAN Purpose: To provide opportunities for neighborhood serving retail, restaurant and service uses. Such areas are compatible with and serve the daily shopping, dining and service needs of nearby lower density residential neighborhoods. Uses: Retail, restaurants, office, civic and institutional primarily intended to serve nearby neighborhoods. While many of the areas are surrounded by low density single family residences and currently developed with conventional strip centers and free standing office and commercial uses, when these properties are redeveloped, key elements should include neighborhood integration in terms of architectural compatibility and pedestrian accessibility. The neighborhood center should have a unique character and “sense of place” with an identifiable center and defined “people places” for residents, shoppers, workers and visitors to gather and interact, such as common open space, street furniture, public art areas, etc. Compatible Zoning Districts: R, C, O, PD Neighborhood Center Retail (T-5 Urban Center Zone) 40A REVISED JULY 2016 Chapter 2: Planning FrameworkBuildings are compatible with surrounding neighborhoods. Building setbacks define the street edge and allow for wide sidewalks with pedestrian amenities. Parking is provided both on-street and in shared parking facilities to the rear of buildings. Neighborhood Center Guidelines Connectivity Neighborhood serving retail uses are accessible to residents within a short walking distance, typically ¼ mile but no more than ½ mile. Such areas have a system of interconnected streets with pedestrian and bicycle facilities and streetscape amenities. Thoroughfares are typically boulevards, avenues and residential streets with wide sidewalks and a suburban/ urban character. Civic and Gathering Spaces Formal and informal areas for outdoor gatherings such as pocket parks and plazas. The sidewalk width is increased when adjacent to on-street parking to create a “transition zone” of pedestrian amenities including street trees, pedestrian lighting, and outdoor seating. Setbacks It is intended that the buildings are in close proximity to the street, where no more than 50% of the parking are in front of the building, unless appropriate provisions are incorporated to provide a safe, landscaped pedestrian pathway from the sidewalk to the buildings. Building Form Most buildings are attached, with the front facades aligned, and generally 1-3 stories in height. Buildings may be taller in close proximity to a major street intersection or when upper floors include a “step back” from the ground plane of upper floors. Prominent intersections serve as focal points with buildings distinguished from one another by intensity of uses and densities decrease as development moves closer to adjacent established residential neighborhoods. Compatibility with Surrounding Development Architectural character is compatible with the style, scale, proportions, materials, and colors of surrounding neighborhoods, but may vary to a greater degree in proximity to major intersections. Street Edge Orientation Building walls and entries are oriented towards the primary street. The street level has a transparent quality, with passing pedestrians and vehicles able to see activity within the building. Parking Public parking is generally provided off-street. Off-street parking may be provided in shared parking facilities, generally no more than two rows of parkng shall be provided in the front of the building. The neighborhood center has a unique character and “sense of place” with an identifiable center and defined “people places” for residents, shoppers, workers and visitors to gather and interact. COPPELL 2030 - A COMPREHENSIVE MASTER PLAN Neighborhood serving retail uses are accessible to residents within a short walking distance, typically ¼ mile but no more than ½ mile. 41A REVISED JULY 2016 Chapter 2: Planning FrameworkCOPPELL 2030 - A COMPREHENSIVE MASTER PLAN Purpose: To provide areas for mixed-use non-residential development consisting of both neighborhood and community serving commercial, retail, and office uses. Such areas are typically located in close proximity to major transportation corridors and transit stops. These areas provide opportunities for regional destinations offering unique retail, restaurant and culture designation with more urban lifestyle than available in other areas of the community. Uses: Retail, restaurant, office, entertainment, civic and institutional uses, non-residential multi-story buildings may include large office and workplace components. Due to the nature of development within this category as a community or regional destination, high volumes of pedestrians, transit riders, and vehicles must be accommodated. This zone is not intended for single-story conventional commercial strip centers, freestanding pad sites, and intensive uses requiring outdoor display or sales yards. Compatible Zoning Districts: TC, C, R, O, PD Mixed-Use Community Center - Without Residential (T-6 Urban Core Zone) 33 REVISED JULY 2016 42 REVISED JULY 2016 Chapter 2: Planning FrameworkCOPPELL 2030 - A COMPREHENSIVE MASTER PLAN Institutional buildings are appropriate to be in close proximity to the citizens. Buildings at prominent intersections may be taller, and also are distinguished with enhance architectural design. The street level of buildings have a transparent quality for pedestrians and vehicles. Parking is provided both on- street and to the rear of buildings. Mixed-Use Community Center Without Residential Guidelines The development area is larger and denser than a Neighborhood Center and serves as a focal point of activity and energy, benefiting from substantial traffic – pedestrian, automobile, and transit. Connectivity Commercial uses are accessible to residents within a short walking distance, typically ¼-mile, but no more than ½- mile. Circulation is provided by a system of interconnected streets with pedestrian and bicycle facilities and streetscape amenities. Thoroughfares are typically boulevards, avenues, and residential streets with an urban character. Sidewalks are wide, generally 6 to 20 feet (the more urban the environment, the wider the sidewalk). Civic and Gathering Spaces Open space takes the form of Squares and Plazas, providing a variety of places for outdoor gatherings. Wide sidewalks provide for outdoor seating, lighting, trees and other pedestrian facilities. Setbacks A continuous, defined street edge is maintained with building frontages placed close to the sidewalk. Building Form Most buildings are attached, with their front facades aligned, and generally 1-3 stories in height but may be taller at major activity centers when compatible with surrounding neighborhoods. Buildings may be taller in close proximity to major street intersections, or when upper floors include a “stepback” from the ground plane of lower floors. Building heights, intensity of use and densities decrease as development moves closer to adjacent established residential neighborhoods. Compatibility with Surrounding Development Architectural character may be diverse, but when adjacent to established neighborhoods should be compatible with the style, scale, proportions, materials, and colors. Street edge orientation Building walls and entries are oriented towards the primary street. The street level has a transparent quality, with passing pedestrians and vehicles able to see activity within the building. Parking Off-street parking is provided in shared parking facilities a majortiy of which to the rear of buildings. Parking structures are also apprpritae. Surface parking areas are well landscaped with visual buffers from the street. Building setbacks define the street edge and allow for wide sidewalks with pedestrian amenities. 43 REVISED JULY 2016 Chapter 2: Planning FrameworkPurpose: To provide areas for mixed-use development consisting of both neighborhood and community serving commercial, retail, and office uses, or medium density single family urban residential dwellings (no greater than 10 dwelling units per acre). Such areas are typically located in close proximity to major transportation corridors and transit stops. These areas provide opportunities for regional destinations offering unique retail, restaurant and culture designation with more urban lifestyle than available in other areas of the community. Uses: Medium density, single family residential dwellings typically in multi-story structures, with a maximum density of 10 dwelling units per acre. OR Retail, restaurant, office, entertainment, civic and institutional uses. Non-residential multi-story buildings may include large office and workplace components. Due to the nature of development within this category as a community or regional destination, high volumes of pedestrians, transit riders, and vehicles must be accommodated. This zone is not intended for single-story conventional commercial strip centers, freestanding pad sites, and intensive uses requiring outdoor display or sales yards. Compatible Zoning Districts: C, R, O, TH, RBN, PD Mixed-Use Community Center or Residential (T-6 Urban Core Zone) 33 REVISED JULY 201633 REVISED JULY 2016 42A REVISED JULY 2016 COPPELL 2030 - A COMPREHENSIVE MASTER PLAN Chapter 2: Planning FrameworkCOPPELL 2030 - A COMPREHENSIVE MASTER PLAN Building setbacks define the street edge and allow for wide sidewalks with pedestrian amenities. Due to the urban character of this district, outdoor gathering places typically consist of Squares and Plazas. Buildings at prominent intersections may be taller, and also are distinguished with enhance architectural design. Medium density single family urban residential dwellings (no greater than 10 dwelling units per acre) Mixed-Use Community Center or Residential Guidelines The development area is larger and denser than a Neighborhood Center and serves as a focal point of activity and energy, benefiting from substantial traffic – pedestrian, automobile, and transit. Connectivity Commercial uses and transit services are accessible to residents within a short walking distance, typically ¼-mile, but no more than ½-mile. Circulation is provided by a system of interconnected streets with pedestrian and bicycle facilities and streetscape amenities. Thoroughfares are typically boulevards, avenues, and residential streets with an urban character. Sidewalks are wide, generally 6 to 20 feet (the more urban the environment, the wider the sidewalk). Civic and Gathering Spaces Open space takes the form of Squares and Plazas, providing a variety of places for outdoor gatherings. Wide sidewalks provide for outdoor seating, lighting, trees and other pedestrian facilities. Setbacks A continuous, defined street edge is maintained with building frontages placed close to the sidewalk. Building Form Most non-residential buildings are attached, with their front facades aligned, and generally 2-4 stories in height but may be taller at major activity centers when compatible with surrounding neighborhoods. Buildings may be taller in close proximity to major street intersections, or when upper floors include a “stepback” from the ground plane of lower floors. Building heights, intensity of use and densities decrease as development moves closer to adjacent established residential neighborhoods. Compatibility with Surrounding Development Architectural character may be diverse, but when adjacent to established neighborhoods should be compatible with the style, scale, proportions, materials, and colors. Street edge orientation Building walls and entries are oriented towards the primary street. The street level has a transparent quality, with passing pedestrians and vehicles able to see activity within the building. Parking Off-street parking is provided in shared parking facilities a majority of which is provided to the rear of buildings. Parking structures are appropriate in this area. Surface parking areas will be well screened with landscape buffers along streets. Residential parking is typically provided in garages. 43A REVISED JULY 2016 Chapter 2: Planning Framework33 REVISED JULY 2016 COPPELL 2030 - A COMPREHENSIVE MASTER PLAN Future Land Use Plan The Coppell 2030 Future Land Use Plan is based on the principles of the transect, with each land use category corresponding with a transect zone. The Future Land Use Plan serves as the framework for future development and redevelopment decisions in Coppell. It is intended to guide appropriate land use, character, scale and intensity of future development. The land use designations are for planning purposes and do not represent a change to existing zoning or development regulations. Efforts to implement the principles of the transect in Coppell must be accompanied by development code revisions. The following pages describe each transect zone and the corresponding land use categories. A comprehensive plan shall not constitute zoning regulations or establish zoning district boundaries. Future Land Use Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2742 File ID: Type: Status: 2016-2742 Zoning Ordinance Passed 4Version: Reference: In Control: City Council 04/13/2016File Created: 06/14/2016Final Action: PD-260R-R,ORD Trinity River Kayak CoFile Name: Title: Consider approval of an Ordinance for CASE NO. PD-260R-R, Trinity River Kayak Company, a zoning change from PD -260-R (Planned Development-260-Retail) to PD-260R-R (Planned Development-260 Revised-Retail), to amend the allowed uses and signage on 1.5 acres of property located at 1601 E. Sandy Lake Road and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: 11. Sponsors: Enactment Date: 06/14/2016 Cover Memo.pdf, Ordinance.pdf, Exhibit A - Legal Description.pdf, Exhibit B- Signage Plan .pdf, Exhibit C - Rear Elevation .pdf Attachments: Enactment Number: 91500-A-697 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved04/21/2016Planning & Zoning Commission Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2742) Marcie Diamond, Assistant Planning Director introduced this case with exhibits,. She mentioned 21 notices were mailed to property owners within 200 feet of this request. There were no responses received in favor. Three were returned undecided and one returned in opposition. There were also 48 courtesy notices mailed to property owners within 800 feet of this request. She stated that staff is recommending approval of the amendment to the PD to allow for additional uses that would normally be permitted in a retail district, and denial of variances to the Sign Ordinance to permit an additional detached (monument) sign and a sign attached to the roof structure. Aaron Duncan, 769 Crane Circle, Coppell Texas, was present to represent this case, he made a presentation to the Comission, addressing questions and stated agreement with staff's recommendations of the uses but was not in agreement with denial of the sign variances. Chairman Haas opened the Public Hearing, asking for people who wanted to speak either in favor or opposition or wanted to comment on this request to come forward. The following person spoke: Theodore Henderson, 1504 Grapevine Creek Drive, Coppell Texas, spoke in favor Chairman Haas closed the Public Hearing. After much discussion, the Commission made two motions: Motion #1: Commissioner Darling motioned to recommend approval to allow additional uses to occupy the existing building as permitted in the Retail District as amended per the applicant's request and to relocate the existing 26.4 square-foot sign from the building to the hut. Commissioner Blankenship seconded; motion carried (7-0). Aye: 7 - Chair Edmund Haas, Vice Chair Glen Portman, Commissioner Sue Blankenship, Commissioner Ed Darling, Commissioner Doug Robinson, Commissioner Vijay Sarma and Commissioner George Williford. Motion #2 Vice Chairman Portman motioned to recommend approval of the following amended signage on the property: 1. One double-sided monument sign, setback a minimum of ten feet from the ROW, on a raised foundation to allow east/west bound visibility may be allowed in lieu of the existing 9.6 square-foot sign located on the wall located on the east side of the driveway. 2. The existing 26.4 square-foot attached sign may be relocated to the hut located adjacent to the parking lot. 3. Roof signs shall not be permitted. Additional attached signs shall be permitted on the building in compliance with the Sign Ordinance. Seconded by Commissioner Robinson; motion carried (5-2). Action Text: Chair Edmund Haas, Vice Chair Glenn Portman, Commissioner Ed Darling, Commissioner Doug Robinson, and Commissioner Vijay Sarma 5Aye: Commissioner Sue Blankenship, and Commissioner George Williford2Nay: 2 PassClose the Public Hearing and Approve 05/10/2016City Council Page 2City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2742) Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation to Council. Aaron Duncan, MESA Design Group, representing the applicant, made a presentation to Council. Mayor Hunt opened the Public Hearing and asked for those who signed up to speak: 1) Harold Copher, Jr., 123 Trinity Court, spoke in support of the item. 2) Terry Saxon, 124 Trinity Court, spoke against the item. 3) Anna Saxon, 124 Trinity Court, spoke in opposition of the item. 4) Theodore Henderson, 1504 Grapevine Creek Dr., spoke in favor of the convenience store and the signage. A motion was made by Mayor Pro Tem Gary Roden, seconded by Councilmember Cliff Long, to close the Public Hearing and approve this Agenda Item subject to the following conditions: 1) Additional retail uses in the existing 2,500 square foot structure; 2) Signage shall be limited to the following: a) One 30-square-foot monument sign, setback a minimum of ten feet from the ROW, shall be permitted on the west side of the driveway; b) The existing 9.6-square-foot wall sign located in the eastern side of the driveway may be retained as depicted in Exhibit B; c) The existing 26.4-square-foot attached sign may be relocated to the building structure (hut) located adjacent to the parking lot; and d) Attached signage shall be permitted on the retail building in compliance with the Sign Ordinance, except that one 3’ x 12’ sign shall be permitted on the eave, as indicated on the Exhibit B. 3) Public building access shall be provided in the south façade of the retail building to allow accessibility to the restroom facilities for the patrons of the kayak operation. The motion passed 6-1 with Councilmember Mark Hill voting against the item. Action Text: 4 PassApproved06/14/2016City Council Presentation: Marcie Diamond, Assistant Director of Planning, made a presentation to Council. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Cliff Long, to approve this Agenda Item, with the following conditions. 1. A double-sided monument sign, setback a minimum of ten feet from the ROW, on a raised foundation to allow east/west bound visibility in lieu of the existing 9.6 square-foot sign locatd on the wall on the east side of the driveway. 2. The existing 26.4 square-foot attached sign may be relocated to the hut located adjacent to the parking lot. 3. Roof signs shall not be permitted. Additional attached signs shall be permitted on the building in compliance with the Sign Ordinance. The motion passed 6-1 with Councilmember Mark Hill voting against the item. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, and Mayor Pro Tem Nancy Yingling 6Aye: Councilmember Mark Hill1Nay: Text of Legislative File 2016-2742 Title Consider approval of an Ordinance for CASE NO. PD-260R-R, Trinity River Kayak Company, a zoning change from PD -260-R (Planned Development-260-Retail) to PD-260R-R (Planned Development-260 Revised-Retail), to amend the allowed uses and signage on 1.5 acres of property located at 1601 E. Sandy Lake Road and authorizing the Page 3City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2742) Mayor to sign. Summary Staff Recommendation: On May 10 ,2016, City Council approved this ZONING CHANGE (6-1). On April 21, 2016, the Planning Commission unanimously recommended approval of this ZONING CHANGE (7-0) to allow additional uses to occupy the existing building as permitted in the Retail District. Commissioners, Williford, Sarma, Robinson, Haas, Portman, Darling and Blankenship voted in favor; none opposed. The Planning Commission also recommended approval of additional signage for the property (5-2). Commissioners, Sarma, Robinson, Haas, Portman and Darling voted in favor; Commissioners Williford and Blankenship voted in opposition. The Planning Department recommended APPROVAL. Goal Icon: Business Prosperity Sense of Community Page 4City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Gary L. Sieb, Director of Planning Date: June 14, 2016 Reference: Consider approval of an Ordinance for PD-260R-R, Trinity River Kayak Company, to amend the allowed uses and signage on 1.5 acres of property located at 1601 E. Sandy Lake Road. 2030: Business Prosperity, Sense of Community Introduction: Approximately 2 years ago, this property was granted PD zoning to allow a convenience store and the kayak operation subject to nine variances to the Zoning and Subdivision Ordinances. The convenience store has closed and the applicant desires additional flexibly in the leasing of the existing 2,500 +/- square foot building for other retail uses. The second part of this request is to permit additional attached and monument signage in support of the future potential retail tenant. Analysis: On May 10, 2016 City Council approved (6-1) the additional retail uses, the revised rear elevation of the retail building and the following modifications to the signs: 1. One 30-square-foot monument sign, setback a minimum of ten feet from the ROW, shall be permitted on the west side of the driveway. 2. The existing 9.6-square-foot sign located on the wall located on the east side of the driveway may be retained. 3. The existing 26.4-square-foot attached sign may be relocated to the hut located adjacent to the parking lot. 4. Attached signage shall be permitted on the retail building in compliance with the Sign Ordinance, except that one 3’ x 12’ sign shall be permitted on the eave. On April 21, 2016, the Planning Commission unanimously recommended approval to allow additional uses to occupy the existing building permitted in the Retail District, and further recommended: 1. One double-sided monument sign, setback a minimum of ten feet from the ROW, on a raised foundation to allow east/west bound visibility in lieu of the existing 9.6 square-foot sign located on the wall located on the east side of the driveway. 2. The existing 26.4 square-foot attached sign may be relocated to the hut located adjacent to the parking lot. 3. Roof signs shall not be permitted. Additional attached signs shall be permitted on the building in compliance with the Sign Ordinance. 2 Legal Review: The City Attorney reviewed this ordinance. Fiscal Impact: None Recommendation: The Planning Department recommends approval of this Ordinance Attachments: 1. Ordinance 2. Exhibit “A” – Legal Description 3. Exhibit “B” – Signage Plan 4. Exhibit “C” – Revised Rear Elevations 1 TM 77229 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-260- R (PLANNED DEVELOPMENT-260-RETAIL) TO PD-260R-R (PLANNED DEVELOPMENT-260 REVISED-RETAIL), TO ATTACH A REVISED DETAIL SITE PLAN TO ALLOW RETAIL USES IN ADDITION TO THE CANOE, KAYAK, PADDLEBOARD STORAGE, RENTALS AND SALES AND TO PERMIT REVISED SIGNAGE ON 1.5 ACRES OF PROPERTY LOCATED AT 1601 E. SANDY LAKE ROAD AND BEING MORE PARTICULARLY DESCRIBED IN EXHIBIT “A” ATTACHED HERETO AND INCORPORATED HEREIN; PROVIDING FOR THE APPROVAL OF THE SIGNAGE PLAN AND REVISED REAR ELEVATIONS, ATTACHED HERETO AS EXHIBITS “B” AND “C” , RESPECTIVELY; PROVIDING DEVELOPMENT REGULATIONS; 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-260R-R 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 to grant a change in zoning request from PD- 260-R (Planned Development-260-Retail) to PD-260R-R (Planned Development Revised- 2 TM 77229 260-Retail), to attach a revised Detail Site Plan to allow retail uses in addition to the canoe, kayak, paddleboard storage, rentals and sales and to permit revised signage on 1.5 acres of property located at 1601 E. Sandy Lake Road being more particularly described in Exhibit “A” attached hereto and made a part hereof for all purposes, subject to the development regulations. SECTION 2. That PD-260R-R is hereby approved subject to the following development regulations: A. Except as amended herein, the property shall be developed in accordance with the Planned Development Ordinance, No. 91500-A-612 which is incorporated herein as set forth in full and hereby republished. B. Uses permitted to occupy the existing 2,500-sq. ft. square foot structure shall be limited to: 1. Professional and administrative offices where services are provided only and no chattels or goods are offered for sale on the premises, including but not limited to doctors, dentists, attorneys, architects, engineers, urban planners, insurance, real estate, banks and similar offices. 2. Business or trade school 3. Business support services 4. Convenience Store 5. Communication services 6. Financial services 7. Personal improvement services 8. Day nursery or day care center 9. Florist (no outside storage) 10. Barber and beauty shop 11. Drug store or pharmacy 12. Fraternal club or lodge 13. Consumer repair services. 14. Personal services. 3 TM 77229 15. Pet services. 16. Dry cleaning and laundry. 17. Other general retail sales of similar nature and character provided that the business establishment is subject to the following conditions: a. That it be conducted wholly within an enclosed building. b. that required yards not be used for display, sale or storage or merchandise, or for the storage of vehicles, equipment, containers or waste material. c. That all merchandise be first-hand and be sold at retail on the premises. d. That such use not be objectionable because of odor, excessive light, smoke, dust, noise, vibration or similar nuisance. 18. Film developing and printing. 19. Fix-it shops for such items as bicycles and lawn mowers but without outside storage. 20. Furniture stores. 21. Hardware store. 22. Printing shop or company (retail only). 23. Meat market (retail only). 24. Moving picture theater (indoor). 25. Veterinarian or animal hospital (no outside kennels). 26. Auto parts sales (new). 27. Community centers (public or private). 28. Uses permitted by special use permit according to section 12-30-8. C. Signage on this property shall be limited and be in compliance with Exhibit B as follows: 1. One 30-square-foot monument sign, setback a minimum of ten feet from the ROW, shall be permitted on the west side of the driveway. 2. The existing 9.6-square-foot wall sign located in the eastern side of the driveway may be retained as depicted in Exhibit B. 3. The existing 26.4-square-foot attached sign may be relocated to the building structure (hut) located adjacent to the parking lot. 4 TM 77229 4. Attached signage shall be permitted on the retail building in compliance with the Sign Ordinance, except that one 3’ x 12’ sign shall be permitted on the eave, as indicated on the Exhibit B. D. Public building access shall be provided in the south façade of the retail building to allow accessibility to the restroom facilities for the patrons of the kayak operation. SECTION 3. That Signage Plan and Revised Rear Elevations attached hereto as Exhibits “B” and “C” and made a part hereof for all purposes, are hereby approved. 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 the development of the property herein shall be in accordance with building regulations, zoning ordinances, and any applicable ordinances except as may be specifically altered or amended herein. SECTION 6. 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 7. 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. 5 TM 77229 SECTION 8. 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 9. 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 10. 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. DULY PASSED by the City Council of the City of Coppell, Texas, this the _______ day of ___________________, 2016. APPROVED: _____________________________________ KAREN SELBO HUNT, MAYOR ATTEST: _____________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: _________________________________ CITY ATTORNEY E. S A N D Y L A K E R O A D E L M F O R K T R I N I T Y R I V E R10'MIN.64'14'TENANT 5'-0"6'-0" 1'-4" 8'-0"3'-3 3/4"TENANT A 12'-0"3'-0"1'-0" INTERNALLY ILLUMINATED CHANNEL LETTER SIGN SIGN ATTACHED TO AWNING TO ELEVATE ABOVE COVERED PORCH, MAKING THE SIGN MORE VISIBLE FROM SANDY LAKE ROAD EXISTING SIGN 9.6 S.F. TO BE RETAINED SIGNAGE PLAN: PROPOSED ALTERNATIVE TRINITY RIVER KAYAK COMPANY APRIL 27, 2016 NORTH 0 SCALE: 1" = 20'-0" 10 20 40 OVERALL PLAN PROPOSED MONUMENT SIGN DUAL SIDED FOR FRONT BUILDING TENANT 30 S.F. SEE DETAIL A2 DETAIL A2: ALTERNATE MONUMENT SIGN (DUAL SIDED) DETAIL C: RELOCATED BUILDING SIGN PROPOSED BUILDING SIGN 15.6 S.F. FOR TENANT A PROPOSED BUILDING SIGN 36 S.F. SEE DETAILS B2 FOR TENANT A NEW BUILDING SIGN 26.4 S.F. EXISTING SIGN RELOCATED FROM FRONT BUILDING, FOR TENANT B SEE DETAIL C 1/2" = 1' GROUND LIT SIGN BRICK VENEER PLASTER BACKDROP 1/4" = 1' DETAIL B2: ALTERNATE BUILDING SIGN 1/4" = 1' FRONT ELEVATIONSIDE ELEVATION MONUMENT SIGN SUMMARY EXISTING MONUMENT 9.6 S.F. ADDITIONAL MONUMENT 30.0 S.F. TOTAL MONUMENT 39.6 S.F. SIGN ORDINANCE TYPICAL: 40 S.F. MAX BUILDING SIGNAGE FRONT BUILDING AT CORNER 15.6 S.F. FRONT BUILDING AT AWNING 36.0 S.F. TRKC SIGN AT HUT 26.4 S.F. TOTAL BUILDING SIGNAGE 78.0 S.F. SIGN ORDINANCE TYPICAL 78.0 S.F. MAX EXHIBIT "B" 3'-0"7'-0"SIGNAGE PLAN TRINITY RIVER KAYAK COMPANY APRIL 7, 2016 PROPOSED BATHROOM DOOR ADDITION ADA ACCESS WILL BE (AND CURRENTLY IS) PROVIDED FROM INTERIOR. BOTH TENANTS WILL HAVE FULL ACCESS TO ADA ACCESS AT ALL TIMES EXHIBIT C: SIMILAR MONUMENT SIGN EXHIBIT D: BUILDING SIGN TO BE RELOCATEDEXHIBIT E: RELOCATED SIGN SKETCH EXHIBIT F: HARDSHIP SIGNAGE VISIBILITYEXHIBIT G: SIMILAR BUILDING SIGN EXAMPLE EXHIBIT H: EXTERIOR BATHROOM DOOR ACCESS PROPOSED ADDITION EXISTING CONDITIONSEXHIBIT 'C' Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2833 File ID: Type: Status: 2016-2833 Agenda Item Passed 1Version: Reference: In Control: Engineering 06/06/2016File Created: 06/14/2016Final Action: Bethel/Coppell CO#5File Name: Title: Consider approval of change order #5 to the Coppell Road and Bethel Road reconstruction project in the amount of $210,625.04 with Tiseo Paving, Inc.; and authorizing the City Manager to sign any necessary documents. Notes: Agenda Date: 06/14/2016 Agenda Number: 12. Sponsors: Enactment Date: Coppell Bethel CO 5 Memo.pdf, Coppell Bethel CO 5 Exhibit.pdf, Coppell Bethel CO 5.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved06/14/2016City Council Presentation: George Marshall, Traffic Engineer, made a presentation to Council. A motion was made by Mayor Pro Tem Wes Mays, seconded by Councilmember Cliff Long, that this Agenda Item be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2833 Title Consider approval of change order #5 to the Coppell Road and Bethel Road reconstruction project in the amount of $210,625.04 with Tiseo Paving, Inc.; and authorizing the City Manager to sign any necessary documents. Summary Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2833) Fiscal Impact: Funds are available in the 2013 Street CIP accounts for this change order. Staff Recommendation: The Engineering Department recommends approval. Goal Icon: Sustainable City Government Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Ken Griffin, P.E., Director of Engineering and Public Works Date: June 14, 2016 Reference: Coppell Road & Bethel Road Change Order #5 2030: Sustainable City Government, Goal 3 Excellent and Well-maintained City Infrastructure and Facilities General Information:  Change Order #5 ($210,625.04) includes:  Plan revisions at 305 Bethel Road (retaining wall, driveway slopes);  Retaining wall addition at 569 S. Coppell Road;  Modification to curb at NE intersection of Coppell Road and Bethel Road;  Stabilization of the NW curb at Denton Tap Road and Bethel Road; o (Large vehicles run over this curb constantly and this is a negotiated price with Tiseo due to some of their vehicles doing it)  Quantity adjustments of utility items due to differences encountered in the field;  90 Additional calendar days for delays encountered due to franchise utility conflicts on Bethel Road;  Began Construction March 30, 2015 (delayed due to franchise utility conflicts)  Originally bid at 270 calendar days, estimated completion was December 25, 2015.  New estimate of completion is October 2016. Previous Change Orders:  Change Order #4 ($49,171.51) includes additional waterline lowering on Bethel Road, utilizing an air-spade for excavation adjacent to the large tree on Bethel, additional costs associated with replacing monument sign on McNear at Coppell Road and other quantity over-runs.  Change Order #3 ($16,150.00) due to emergency 16” waterline repair on Bethel Road and addition of a 5x5 Storm Drain Manhole  Change Order #2 (101,502.09) previously approved by Council September 2015, includes redesign of bridge railing on Coppell Road, remobilization of subcontractor for delays caused by franchise utilities. 2  Change Order #1 ($48,961.60) was due to problems with quantities in bid documents and was issued at the same time the contract was awarded, September 23, 2014.  Original Contract value: $3,990,595.45. Introduction: This agenda item is being presented for approval of Change Order #5 with Tiseo Paving., for the Coppell Road & Bethel Road reconstruction project in the amount of $210,625.04. Analysis: City Council awarded the Coppell Road and Bethel Road reconstruction project to Tiseo Paving at the September 23, 2014 City Council Meeting. Both existing streets were 2 lane asphalt with borrow ditches. The reconstructed streets will be 2 lane curb and gutter concrete streets with improved drainage and sidewalks. The engineering firm of Freese and Nichols, Inc. designed the improvements. This change order includes various items that have been added to the contract and additional time to compensate for delays caused by a franchise utility’s failure to relocate their facility. The largest part of this change order is associated with 305 Bethel Road. However, there are also adjustments on the change order for lost time and the use of specialized equipment. As part of the relocation of existing franchise utilities, Verizon ignored a series of crossings and a main line that ran on the south side of Bethel Road. On December 18, 2015 the City became aware of the conflict with the conduits. The City communicated with Verizon regarding the issue and tried to come up with a solution. Verizon relocated the lines, at their cost. During this time, Verizon underground changed ownerships to Frontier. On May 25, 2016 Verizon/Frontier confirmed that they were all clear with their relocation. During the 5 months that Verizon/Frontier took to complete their relocation, we attempted to work with Tiseo to keep the project moving. The construction project was originally designed with 2 phases of construction (north lane phase 1 and south lane phase 2). However, because of the utility conflict, the work was split into 4 phases so work could continue generally west of the Senior and Community Center driveway and on bridge/culvert work. This added days and man-hours to the work. We will discuss with Verizon/Frontier the possibility of reimbursement for the additional work. This change order also includes quantity adjustments along Bethel Road to redesign the roadway to accommodate acceptable access to 305 Bethel Road. During construction we became aware that there was an error on the plans near this driveway. In fact, the proposed profile for the south curb line was incorrect. It was shown on the plans higher than what it was actually proposed to be based on street grades. Because of this, the plans showed that only a small amount of the driveway would need to be removed and replaced. However, in reality, because of the incorrect south curb line, we need to remove and replace the entire driveway from the street to the garage. After careful and detailed negotiation with the property owner we came to a solution which keeps the driveway functional. Because the proposed street is lower than the original plans showed, we also need to construct a retaining wall along the front of 305 Bethel Road. The property owner worked with us by allowing us to regrade part of their front yard which allowed us the opportunity to construct a shorter wall. In return for keeping the wall as short as possible, the City negotiated dedicating 10’ of the land to the east (into the garden) to the property owner. 3 After construction began on Bethel Road it became clear that the contractor would need to utilize special equipment for the excavation along the south side of the roadway. In the 90’s a sewer line was constructed along Bethel Road. After construction of the sewer line, the city spent years repairing the failing trench line. Finally, the City removed all the backfill and installed flowable fill in the trench line. (Flowable fill is a cementitious slurry consisting of a mixture of fine aggregate or filler, water, and cementitious material. When harden, it takes on the characteristics of concrete.) During construction, it was noted that the flowable fill was in the subgrade of proposed Bethel Road and several inches of it would need to be removed. Using typical construction equipment to try to break off the top part of the flowable fill would have damaged the sewer line. Therefore, Tiseo Paving was required to utilize a machine to mill off a portion of flowable fill. This change order also rectifies quantities based on actual field conditions. In many cases the actual amount of work required to connect the water and paving have varied from the plans. This contract is a unit price contract where we agree to pay a certain amount per unit, and pay for every unit installed. In the case of all the items listed in the change order, we have exceeded the original bid quantity, and this change is needed to cover the cost of this additional work. Legal Review: This Change Order did not require legal review. Fiscal Impact: This Change Order has a financial impact of $210,625.04 from the Capital Improvement Projects Fund. Recommendation: The Engineering Department recommends approval of Change Order #5. BETHEL ROAD AND COPPELL ROADINFRASTRUCTURE IMPROVEMENTSCITY OF COPPELL PROJECT ST03-01CCreated in ACAD20151 INCH = 1 MILE0W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwg\ST03-01C LOCCreated on: June 9, 2016 by Kevin Rubalcaba1/41/21 1 INCH = FT.0800400400Created in ACAD2015W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwgST03-01CCreated on: June 9, 2016 by Kevin Rubalcaba2/4BETHEL ROAD AND COPPELL ROADINFRASTRUCTURE IMPROVEMENTSCITY OF COPPELL PROJECT ST03-01CPROPOSED INFRASTRUCTUREIMPROVEMENTS 1 INCH = FT.0300150150Created in ACAD2015W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwgST03-01C 305 BETHELCreated on: June 9, 2016 by Kevin Rubalcaba3/4BETHEL ROAD AND COPPELL ROADINFRASTRUCTURE IMPROVEMENTSCITY OF COPPELL PROJECT ST03-01CPROPOSED INFRASTRUCTUREIMPROVEMENTS 1 INCH = FT.01005050Created in ACAD2015W:\GIS\Projects\Exhibit Location Maps\ACAD\EXHIBITS 2016.dwgST03-01C ROBERTSON POOLSCreated on: June 9, 2016 by Kevin Rubalcaba4/4BETHEL ROAD AND COPPELL ROADINFRASTRUCTURE IMPROVEMENTSCITY OF COPPELL PROJECT ST03-01CPROPOSED INFRASTRUCTUREIMPROVEMENTS CITY OF COPPELL CHANGE OR EXTRA WORK ORDER ST03-01C Bethel & Coppell Rd City of Coppell DATE:June 14, 2016 Item Description Quantity Unit Unit Price Total Add: 106 Unclassified Excavation 95 CY $9.00 $855.00 109 Concrete Removal 66 SY $6.50 $429.00 114 Adjust existing Sanitary Sewer Manholes to grade 2 EA $315.00 $630.00 121 6" Reinforced Concrete Driveways 104 SY $63.00 $6,552.00 131 Temporary Pavement for Traffic Control (2" HMAC, 6" Agg. Base)97.50 SY $49.90 $4,865.25 156 Gabion Baskets (Bedding and Geotextiles Included)37.80 CY $230.00 $8,694.00 157 Gabion Matress 17.14 CY $220.00 $3,770.80 160 16" C905 DR 18 PVC Waterline 13.0 LF $148.05 $1,924.65 173 Trench Safety System for Waterlines 143.0 LF $1.05 $150.15 178 Abandon Sanitary Sewer Manhole 1 EA $850.00 $850.00 180 4" Sanitary Sewer Service and Long Side Crossing 2 EA $1,300.00 $2,600.00 193 Sod 2,200 SY $3.65 $8,030.00 CO4-2 Temporary Paving (6" Asphalt)269.60 SY $38.90 $10,487.44 CO5-1 Remobilization for Asphalt Milling 1 LS $1,875.00 $1,875.00 CO5-2 Remobilization for Grading 1 LS $3,125.00 $3,125.00 CO5-3 Remobilization for Paving 1 LS $5,000.00 $5,000.00 CO5-4 Milling Flowable Fill over Sewer line 1 LS $20,700.00 $20,700.00 CO5-5 Retaining Wall & French Drain at 569 S. Coppell 1 LS $15,346.75 $15,346.75 CO5-6 Re-staking 4 HR $175.00 $700.00 CO5-7 Remove and Set New Fire Hydrant (Furnished by City)1 Ea $2,070.00 $2,070.00 CO5-8 Trees 2 EA $810.00 $1,620.00 CO5-9 6" Mountable Curb (305 Bethel)143 LF $50.00 $7,150.00 *CO5-10 Retaining Wall & French Drain at 305 Bethel 598 SF $95.00 $56,810.00 **CO5-11 Landscape, Irrigation, Topsoil, Sod at 305 Bethel 1 LS $5,500.00 $5,500.00 CO5-12 Remove & Replace Chain Link Fence 97 LF $25.00 $2,425.00 CONTRACTOR: Tiseo Paving CHANGE ORDER NO.: 5 OWNER: PROJECT: CITY OF COPPELL CHANGE OR EXTRA WORK ORDER ***CO5-13 Redo NE Corner of Coppell & Bethel 1 LS $4,500.00 $4,500.00 CO5-14 6" Sidewalk/Driveway curb 45 LF $15.00 $675.00 CO5-15 7" Concrete Step 5 LF $95.00 $475.00 ****CO5-16 Stabilize NW Corner of Denton Tap and Bethel 1 LS $5,315.00 $5,315.00 CO5-17 Remove Pavement Markings and Buttons (Coppell Road - Bethel to Bridge)1 LS $1,250.00 $1,250.00 CO5-18 4" Reinforced Stamped Concrete 110 SY $125.00 $13,750.00 CO5-19 Barricade Rental 5 MO $2,500.00 $12,500.00 $210,625.04 $0.00 $0.00 $0.00 $210,625.04 $3,990,595.45 $210,625.04 $215,785.20 $4,417,005.69 10.7% 90 Days 442 Calendar Days Date Date Date *Price Includes: Stone Veneer and Cap **Price Includes: 960 sf of St. Augustine Sod *** **** Revised Contract time of completion Delete: The contractor hereby accepts this Contract adjustment as a final and complete adjustment in full accord and Recommended by City Engineer Agreed to by Contractor Accepted by City Previously approved changes Total Additions Total Deletions Total Revision to Contract Amount: Net increase in contract time of completion Price Includes: 30 lf Saw-cut & Remove and Replace Existing Curb and Gutter; 200 sf Saw-cut & Remove and Replace Existing Sidewalk Price Includes: 100 sf of Grass Pavers; Excavation/Haul Off; Import, Install, and Compact Road Base; 100 sf Topsoil and Sod Infill Net increase in contract amount Revised contract amount Cumulative increase in TOTAL change order amount (Percentage) Original contract amount Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2823 File ID: Type: Status: 2016-2823 Ordinance Passed 1Version: Reference: In Control: Administration 06/03/2016File Created: 06/14/2016Final Action: Varidesk - Public Hearing and OrdinanceFile Name: Title: PUBLIC HEARING: Consider approval of an Ordinance designating Varidesk, LLC, Reinvestment Zone No. 104 pursuant to Section 312.201 of the Property Redevelopment and Tax Abatement Act, and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: 13. Sponsors: Enactment Date: 06/14/2016 Varidesk PH and Ordinance Memo.pdf, Varidesk - Public Hearing Notice.pdf, Varidesk - Ordinance.pdf Attachments: Enactment Number: 2016-1440 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassClose the Public Hearing and Approve 06/14/2016City Council Presentation: Mindi Hurley, Economic Development Coordinator, made a presentation to Council. Mayor Hunt opened the Public Hearing and announced there was no one signed up to speak. A motion was made by Councilmember Marvin Franklin, seconded by Councilmember Nancy Yingling, to close the Public Hearing and approve this Agenda Item. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2823 Title PUBLIC HEARING: Consider approval of an Ordinance designating Varidesk, LLC, Reinvestment Zone No. 104 Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2823) pursuant to Section 312.201 of the Property Redevelopment and Tax Abatement Act, and authorizing the Mayor to sign. Summary The Public Hearing Notice was published in the Citizens’ Advocate on Friday, June 3, 2016. The public hearing is for the designation of a reinvestment zone for Varidesk, LLC, property described as Block D, Lot 1R2 of the Northlake 635 Business Park (19.96 acres) and located north of Lakeshore Drive and west of S. Belt Line Road. Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: Economic Development recommends approval. Goal Icon: Business Prosperity Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Clay Phillips, City Manager Date: June 14, 2016 Reference: Consider approval of an Ordinance designating Varidesk, LLC, Reinvestment Zone No. 104 pursuant to Section 312.201 of the Property Redevelopment and Tax Abatement Act, and authorizing the Mayor to sign. 2030: Business Prosperity Executive Summary: Varidesk, LLC produces the increasingly popular Varidesk, which is a height adjustable standing desk. They will lease 38,000 square feet of space at 1221 S. Belt Line Road to house their corporate headquarters. This public hearing and ordinance are required to create Reinvestment Zone No. 104. Introduction: Varidesk, LLC produces the increasingly popular Varidesk, which is a height adjustable standing desk. They are the largest seller of sit-stand desks in the world. The corporate headquarters is currently located in Coppell, but they share space with Gemmy Industries at 117 Wrangler Drive. Due to the growth of the company, Varidesk has expanded to the point of needing their own lease space; therefore, they will be leasing approximately 38,000 square feet of space at 1221 S. Belt Line Road. They will employee 90 people at this location. In order to grant a tax abatement, a reinvestment zone must be created by ordinance. In order to create a reinvestment zone by ordinance, a public hearing must be held. This item satisfies both of those requirements. The public hearing is held to determine if the improvements in the zone are feasible, practical and of benefit to the land. The ordinance will create Reinvestment Zone No. 104. Analysis: The Public Hearing Notice was published in the Citizens’ Advocate on Friday, June 3, 2016. The public hearing is for the designation of a reinvestment zone for Varidesk, LLC, property described as Block D, Lot 1R2 of the Northlake 635 Business Park (19.96 acres) and located south of Wrangler Drive and west of Belt Line Road. 2 Legal Review: The documents were created by Pete Smith. Fiscal Impact: N/A Recommendation: Economic Development recommends approval. NOTICE OF PUBLIC HEARING OF DESIGNATION OF REINVESTMENT ZONE A PUBLIC HEARING will be conducted by the City Council of the City of Coppell, Texas, in the Council Chambers, Town Center, 255 Parkway Boulevard, Coppell, Texas on the 14th day of June, 2016, at 7:30 P.M., to consider designation of the property described as Lot1R2, Block D Northlake 635 Business Park (19.96 acres), located north of Lakeshore Drive and west of S. Belt Line Road, Coppell, Texas, Varidesk, LLC as a Reinvestment Zone under Chapter 312 of the Texas Property Tax Code. The Council will seek to determine whether the improvements sought to be made in the zone are feasible and practical and will be a benefit to the land included in the zone and to the City after the expiration of a tax abatement agreement to be entered into pursuant to Section 312.204 of the Texas Property Tax Code. At the hearing, interested persons are entitled to speak and present evidence for or against the designation. Citizens’ Advocate June 3, 2016 PUBLIC NOTICE STATEMENT FOR ADA COMPLIANCE & OPEN CARRY LEGISLATION 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). Pursuant to Section 30.06, Penal Code (trespass by license holder with a concealed handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a concealed handgun. Pursuant to Section 30.07, Penal Code (trespass by license holder with an openly carried handgun), a person licensed under Subchapter H, Chapter 411, Government Code (handgun licensing law), may not enter this property with a handgun that is carried openly. AN ORDINANCE OF THE CITY OF COPPELL, TEXAS ORDINANCE NO.__________ AN ORDINANCE OF THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, DESIGNATING REINVESTMENT ZONE NO. 104 (VARIDESK, LLC); PROVIDING ELIGIBILITY OF THE ZONE FOR COMMERCIAL-INDUSTRIAL TAX ABATEMENT; CONTAINING FINDINGS THAT THE AREA QUALIFIES TO BE DESIGNATED AS A REINVESTMENT ZONE AND THE IMPROVEMENTS SOUGHT ARE FEASIBLE AND PRACTICABLE AND OF BENEFIT TO THE LAND AND THE CITY; PROVIDING A SEVERABILITY CLAUSE; PROVIDING A REPEALING CLAUSE; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council of the City of Coppell, Texas, has caused notice to be published in a newspaper having general circulation in the City and has delivered such notice to the presiding officer of the governing body of each taxing unit that includes in its boundaries real property described herein; and, WHEREAS, the City Council of the City of Coppell, Texas, has conducted a public hearing on the designation of the area described herein as a reinvestment zone; and, NOW, THEREFORE, BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, DALLAS COUNTY, TEXAS, THAT: SECTION 1. The City Council of the City of Coppell, Texas, finds that the area described herein will, if designated as a reinvestment zone, be reasonably l ikely to contribute to the retention or expansion of primary employment, or to attract major investment in the zone that will be of benefit to the property and contribute to the economic development of the City. The City Council further finds that the improvements sought are feasible and practicable and would be of benefit to the land to be included in the zone and to the City after the expiration of a tax abatement agreement. SECTION 2. Pursuant to the provisions of Section 312.201 of the Texas Tax Code, the real property described in Exhibit “A” and made a part hereof for all purposes is hereby designated as a reinvestment zone and for identification is assigned the name “Reinvestment Zone No. 104 Varidesk, LLC.” SECTION 3. The property within Reinvestment Zone No. 104 is eligible for commercial- industrial tax abatement effective on January 1, 2016. SECTION 4. If any article, paragraph or subdivision, clause or provision of this Ordinance shall be adjudged invalid or held unconstitutional, 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 invalid or unconstitutional. SECTION 5. All provisions of 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. This Ordinance 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, on the ________ day of _______________, 2016. APPROVED: _________________________________________ KAREN SELBO HUNT, MAYOR ATTEST: _________________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: _______________________________ CITY ATTORNEY Exhibit “A” (Legal Description of Land) Block D, Lot 1R2 of the Northlake 635 Business Park (19.96 acres) Exhibit “B” (Tax Abatement Agreement to be attached) Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2824 File ID: Type: Status: 2016-2824 Resolution Passed 1Version: Reference: In Control: Administration 06/03/2016File Created: 06/14/2016Final Action: Varidesk - ResolutionFile Name: Title: Consider approval of a Resolution approving a Tax Abatement Agreement between the City of Coppell and Varidesk, LLC, and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: 14. Sponsors: Enactment Date: 06/14/2016 Varidesk Resolution Memo.pdf, Varidesk - Resolution.pdf, Varidesk - Tax Abatement Agreement.pdf Attachments: Enactment Number: 2016-0614.2 Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved06/14/2016City Council A motion was made by Councilmember Marvin Franklin, seconded by Mayor Pro Tem Wes Mays, that this Agenda Item be approved. The motion passed by a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2824 Title Consider approval of a Resolution approving a Tax Abatement Agreement between the City of Coppell and Varidesk, LLC, and authorizing the Mayor to sign. Summary City Council held a Public Hearing regarding the designation of Reinvestment Zone No. 104 on June 14, 2016. Varidesk, LLC produces the Varidesk, which is a height adjustable standing desk. They will lease 38,000 square feet of space at 1221 S. Belt Line Road to house their corporate Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2824) headquarters. The Tax Abatement Agreement terms for this company will be a 5 year, 75% abatement, and it will be applied to the business personal property for Varidesk, LLC. Fiscal Impact: [Enter Fiscal Impact Statement Here] Staff Recommendation: Economic Development recommends approval. Goal Icon: Business Prosperity Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Clay Phillips, City Manager Date: June 14, 2016 Reference: Consider approval of a Resolution approving a Tax Abatement Agreement between the City of Coppell and Varidesk, LLC, and authorizing the Mayor to sign. 2030: Business Prosperity Executive Summary: Varidesk, LLC produces the increasingly popular Varidesk, which is a height adjustable standing desk. They will lease 38,000 square feet of space at 1221 S. Belt Line Road to house their corporate headquarters. This Resolution is for a Tax Abatement Agreement with the terms of a 75% abatement on business personal property for a period of 5 years. Introduction: Varidesk, LLC produces the increasingly popular Varidesk, which is a height adjustable standing desk. They are the largest seller of sit-stand desks in the world. The corporate headquarters is currently located in Coppell, but they share space with Gemmy Industries at 117 Wrangler Drive. Due to the growth of the company, Varidesk has expanded to the point of needing their own lease space; therefore, they will be leasing approximately 38,000 square feet of space at 1221 S. Belt Line Road. They will employee 90 people at this location. City Council will hold a Public Hearing regarding the designation of Reinvestment Zone No. 104 on June 14, 2016. Analysis: The resolution and tax abatement that coincide with Reinvestment Zone No. 104 will provide a 5 year, 75% abatement on the business personal property for Varidesk, LLC. Legal Review: The documents were prepared by Pete Smith. Fiscal Impact: N/A Recommendation: 2 Economic Development recommends approval. 1 RESOLUTION NO. ________________ A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING THE TERMS AND CONDITIONS OF A TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS, AND VARIDESK, LLC, A TEXAS LIMITED LIABILITY COMPANY; AUTHORIZING ITS EXECUTION BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council has been presented a proposed Tax Abatement Agreement by and between the City of Coppell, Texas, and Varidesk, LLC, a Texas limited liability company, a copy of which is attached hereto and incorporated herein by reference; and WHEREAS, upon full review and consideration of the Agreement, and all matters related thereto, the City Council is of the opinion and finds that the terms and conditions thereof should be approved, and that the Mayor should be authorized to execute the Agreement on behalf of the City of Coppell, Texas; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, THAT: SECTION 1. The Agreement attached hereto having been reviewed by the City Council of the City of Coppell, Texas, and found to be acceptable and in the best interest of the City and its citizens, be, and the same is hereby, in all things approved, and the Mayor is hereby authorized to execute the Agreement on behalf of the City of Coppell, Texas. SECTION 2. The Council finds that the tangible personal property to be added to the improvements on the Land described in the Agreement will enhance the economic vitality of the community through a combination of new capital investment, increased sales tax revenues, and the creation of additional job opportunities. SECTION 3. The tax abatement to be granted by the Agreement will not include inventory and supplies. SECTION 4. The improvements proposed for the Premises will accomplish the tax abatement guidelines of the City of Coppell, Texas. 2 SECTION 5. The City Manager delivered to the presiding officer of the governing body of each taxing unit in which the property subject to the Agreement is located, a written notice that the City of Coppell, Texas, intends to enter into the Agreement. The notice given by the City Manager included a copy of the Agreement approved by this Resolution. SECTION 6. This Resolution and the Tax Abatement Agreement are hereby approved by the affirmative vote of the majority of the members of the City Council of the City of Coppell, Texas, at a regularly scheduled meeting of the City Council. SECTION 7. This Resolution shall become effective immediately from and after its passage. DULY RESOLVED AND ADOPTED by the City Council of the City of Coppell, Texas, on this the ______ day of ________________, 2016. CITY OF COPPELL, TEXAS ___________________________________________ KAREN SELBO HUNT, MAYOR ATTEST: ___________________________________________ CHRISTEL PETTINOS, CITY SECRETARY APPROVED AS TO FORM: CITY ATTORNEY 3 Exhibit “A” (copy of Tax Abatement Agreement to be attached) Page 1 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) STATE OF TEXAS § § TAX ABATEMENT AGREEMENT COUNTY OF DALLAS § This Tax Abatement Agreement (the “Agreement”) is entered into by and between the City of Coppell, Texas (“City”), and Varidesk, LLC, a Texas limited liability company (“Lessee”) (each a “Party” and collectively the “Parties”), acting by and through their authorized representatives. W I T N E S S E T H: WHEREAS, the City Council of the City of Coppell, Texas (the “City Council”), passed an Ordinance (the “Ordinance”) establishing Tax Abatement Reinvestment Zone No. 104 (the “Zone”), for the real property described in Exhibit “A” (the “Land”), for commercial/industrial tax abatement, as authorized by the Property Redevelopment and Tax Abatement Act, Chapter 312 of the Texas Tax Code, as amended (the “Tax Code”); and WHEREAS, the City has adopted guidelines for tax abatement (the “Tax Abatement Guidelines”); and WHEREAS, the Tax Abatement Guidelines contain appropriate guidelines and criteria governing tax abatement agreements to be entered into by the City as contemplated by the Tax Code; and WHEREAS, the City has adopted a resolution stating that it elects to be eligible to participate in tax abatement; and WHEREAS, in order to maintain and enhance the commercial and industrial economic and employment base of the Coppell area, it is in the best interests of the taxpayers for the City to enter into this Agreement in accordance with said Ordinance, the Tax Abatement Guidelines and the Tax Code; and WHEREAS, Lessee has or intends to enter into a lease of approximately 38,000 square feet of space in a building located at 1221 S. Belt Line Road, Coppell, Texas (the “Leased Premises”), for a period of at least six (6) years (the “Lease”), and intends to locate certain Tangible Personal Property (hereinafter defined) at the Leased Premises , for the purpose of operating a corporate headquarters; and WHEREAS, Lessee’s development efforts described herein will create permanent new jobs in the City; and WHEREAS, the City Council finds that the contemplated use of the Leased Premises, set forth in this Agreement, and the other terms hereof are consistent with encouraging development of the Zone in accordance with the purposes for its creation and/or in compliance Page 2 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) with the Tax Abatement Guidelines, the Ordinance adopted by the City, the Tax Code and all other applicable laws; and WHEREAS, the City Council finds that the Leased Premises sought are feasible and practicable and would be of benefit to the Zone and to the City after expiration of this Agreement; and WHEREAS, a copy of this Agreement has been furnished, in the manner prescribed by the Tax Code, to the presiding officers of the governing bodies of each of the taxing units in which the Leased Premises is located; NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for other good and valuable consideration, the adequacy and receipt of which is hereby acknowledged, including the expansion of primary employment, the at traction of major investment in the Zone, which contributes to the economic development of Coppell and the enhancement of the tax base in the City, the Parties agree as follows: Article I Definitions Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: “Bankruptcy or Insolvency” shall mean the dissolution or termination of a Lessee’s existence as a going business, insolvency, appointment of receiver for any part of a Lessee’s property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against such Lessee, and such proceeding is not dismissed within ninety (90) days after the filing thereof; provided, however, “City” shall mean the City of Coppell, Texas. “Effective Date” shall mean the last date of execution of this Agreement. “Expiration Date” shall mean March 1 of the calendar year following the calendar year in which the fifth (5th) anniversary date of the First Year of Abatement shall occur. “First Year of Abatement” shall mean the calendar year commencing on January 1 following the date of issuance of a certificate of occupancy for Lessee’s occupancy of the Leased Premises. “Force Majeure” shall mean any contingency or cause beyond the reasonable control of a Party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, adverse weather, government or de facto governmental action (unless caused by Page 3 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) acts or omissions of such Party), fires, explosions or floods, strikes, slowdowns or work stoppages. “Freeport Goods” shall have the same meaning as assigned by Section 11.251 of the Tax Code and Article VIII, Section 1-j of the Texas Constitution. Freeport Goods does not include “Goods in Transit” as defined by Tax Code, Section 11.253. “Goods in Transit” shall have the same meaning assigned by Tax Code, Section 11.253. “Land” means the real property described in Exhibit “A”. “Lease” shall mean the lease of the Leased Premises for a period of at least six (6) years. “Lease Inception Date” shall mean the date the term of the Lease commences but not later than April 1, 2016. “Leased Premises” shall mean approximately 38,000 square feet of space in the building located at 1221 S. Belt Line Road, Coppell, Texas. “Lessee” shall mean Varidesk, LLC , a Texas limited liability company. “Related Agreement” shall mean any agreement, other than this Agreement, by and between the City and the Lessee, its parent company, and any affiliated or related entity controlled or owned by Lessee, or its parent company. “Required Use” shall mean the continuous operation of Lessee’s corporate headquarters. “Tangible Personal Property” shall mean furniture, fixtures and equipment owned or leased by the Lessee and located at the Leased Premises, subsequent to the execution of this Agreement. Tangible Personal Property shall not include inventory, Freeport Goods or Goods in Transit located at the Leased Premises. “Taxable Value” means the appraised value as certified by the Appraisal District as of January 1 of a given year. Article II General Provisions 2.1 Lessee has or intends to enter into the Lease of the Leased Premises, which Leased Premises is located within the city limits of the City and within the Zone. Lessee intends to locate and maintain Tangible Personal Property at the Leased Premises following the Lessee’s occupancy thereof. 2.2 The Leased Premises are not in an improvement project financed by tax increment bonds. Page 4 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) 2.3 This Agreement is entered into subject to the rights of the holders of outstanding bonds of the City. 2.4 The Leased Premises are not owned or leased by any member of the Coppell City Council or any member of the Coppell Planning and Zoning Commission. 2.5 Lessee shall, before May 1 of each calendar year that the Agreement is in effect, certify in writing to the City that it is in compliance with each term of the Agreement. 2.6 The Leased Premises shall, at all times during the term of this Agreement, be used in the manner (i) that is consistent with the City’s Comprehensive Zoning Ordinance, as amended, and (ii) that, during the period taxes are abated hereunder, is consistent with the general purposes of encouraging development or redevelopment within the Zone. Article III Tax Abatement Authorized 3.1 This Agreement is authorized by the Tax Code and in accordance with the City Tax Abatement Guidelines, and approved by resolution of the City Council. 3.2 Subject to the terms and conditions of this Agreement, and provided the Taxable Value for the Tangible Personal Property is at least One Million Eight Hundred Thousand Dollars ($1,800,000) as of January 1 of the First Year of Abatement and as of January 1 of each year thereafter that this Agreement is in effect, the City hereby grants Lessee an abatement of seventy-five percent (75%) of the Taxable Value of the Tangible Personal Property for a period of five (5) consecutive years, beginning with the First Year of Abatement. The actual percentage of Taxable Value of the Tangible Personal Property subject to abatement for each year this Agreement is in effect will apply only to the Tangible Personal Property located at the Leased Premises subsequent to the execution of this Agreement. The failure of the Tangible Personal Property to have a Taxable Value of at least One Million Eight Hundred Thousand Dollars ($1,800,000) as of January 1 of any given Tax Year shall not be an event of default subject to termination and repayment of the abated taxes pursuant to Article V hereof, but shall result in the forfeiture of the tax abatement for the Tangible Personal Property for such Tax Year. 3.3 The period of tax abatement herein authorized shall be for a period of five (5) consecutive years. 3.4 During the period of tax abatement herein authorized, Lessee shall be subject to all taxation not abated, including but not limited to, sales tax and ad valorem taxation, if any, with respect to the Leased Premises. 3.5 The Lessee agrees, subject to events of Force Majeure, to continuously lease and occupy the Leased Premises for a period of at least five (5) consecutive years commencing on the Lease Inception Date. Page 5 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) 3.6 During the term of this Agreement following the Lease Inception Date and continuing thereafter until the Expiration Date, the Leased Premises shall not be used for any purpose other than the Required Use and the operation and occupancy of the Leased Premises in conformance with the Required Use shall not cease for more than thirty (30) days except in connection with and to the extent of an event of Force Majeure. 3.7 The term of this Agreement shall begin on the Effective Date and shall continue until the Expiration Date, unless sooner terminated as provided herein. Article IV Leased Premises 4.1 Lessee intends to enter into the Lease and to locate Tangible Personal Property at the Leased Premises. Nothing in this Agreement shall obligate Lessee to enter into the Lease or to locate Tangible Personal Property at the Leased Premises, but said actions are conditions precedent to tax abatement for such Lessee pursuant to this Agreement. 4.2 As conditions precedent to the initiation of the Lessee’s tax abatement pursuant to this Agreement (i) Lessee agrees to enter into the Lease on or before April 1, 2016; and (ii) Lessee agrees to occupy the Leased Premises on or before the Lease Inception Date. 4.3 Lessee agrees to maintain the Leased Premises during the term of this Agreement in accordance with all applicable state and local laws, codes, and regulations. 4.4 The City, its agents and employees shall have the right of access to the Leased Premises at reasonable times and with reasonable notice to Lessee, and in accordance with visitor access and security policies of the Lessee, in order to insure that the Lessee is in compliance with the terms and conditions of this Agreement. Article V Default: Recapture of Tax Revenue 5.1 In the event Lessee: (i) fails to occupy the Leased Premises in accordance with this Agreement or in accordance with applicable State or local laws, codes or regulations; (ii) has delinquent ad valorem or sales taxes owed to the City (provided Lessee retains its right to timely and properly protest such taxes or assessment); (iii) suffers an event of “Bankruptcy or Insolvency”; or (iv) breaches any of the terms and conditions of this Agreement , or Related Agreement, which is not otherwise cured within the applicable cure period, then Lessee, after the expiration of the notice and cure periods described below, shall be in default of this Agreement. As liquidated damages in the event of such default, the Lessee shall, within thirty (30) days after termination, pay to the City all taxes which otherwise would have been paid by the Lessee to the City without benefit of a tax abatement for the property the subject of this Agreement at the statutory rate for delinquent taxes as determined by Section 33.01 of the Tax Code, as amended, but without penalty. The Parties acknowledge that actual damages in the event of default Page 6 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) termination would be speculative and difficult to determine. The Parties further agree that any abated tax, including interest, as a result of this Agreement, shall be recoverable against the Lessee, its successors and assigns and shall constitute a tax lien against the Tangible personal Property, and shall become due, owing and shall be paid to the City within thirty (30) days after notice of termination. 5.2 Upon breach by Lessee of any of the obligations under this Agreement, the City shall notify Lessee in writing, which shall have thirty (30) days from receipt of the notice in which to cure any such default. If the default cannot reasonably be cured such thirty (30) day period, and the Lessee has diligently pursued such remedies as shall be reasonably necessary to cure such default, then the City may extend the period in which the default must be cured. 5.3 If the Lessee fails to cure the default within the time provided as specified above or, as such time period may be extended, then the City, at its sole option, shall have the right to terminate this Agreement by providing written notice to the Lessee. 5.4 Upon termination of this Agreement by City, all tax abated as a result of this Agreement, shall become a debt to the City as liquidated damages, and shall become due and payable not later than thirty (30) days after a notice of termination is provided. The City shall have all remedies for the collection of the abated tax provided generally in the Tax Code for the collection of delinquent property tax. The City, at its sole discretion, has the option to provide a repayment schedule. The computation of the abated tax for the purposes of the Agreement shall be based upon the full Taxable Value of the Tangible Personal Property without tax abatement for the years in which tax abatement hereunder was received by the Lessee, as determined by the Appraisal District, multiplied by the tax rate of the years in question, as calculated by the City Tax Assessor-Collector. The liquidated damages shall incur penalties as provided for delinquent taxes and shall commence to accrue after expiration of the thirty (30) day payment period. Article VI Annual Application for Tax Exemption It shall be the responsibility of the Lessee, pursuant to the Tax Code, to file an annual exemption application form for the Tangible Personal Property with the Chief Appraiser for each Appraisal District (or its successor) in which the eligible taxable property has situs. A copy of the respective exemption application shall be submitted to the City upon request. Article VII Annual Rendition The Lessee shall annually render the value of the Tangible Personal Property to the Appraisal District, and shall provide a copy of the same to the City upon written request. Page 7 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) Article VIII Miscellaneous 8.1 Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the Party at the address set forth below or on the day actually received if sent by courier or otherwise hand delivered: If intended for City, to: Attn: City Manager City of Coppell, Texas P. O. Box 478 Coppell, Texas 75019 With a copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Ross Tower 500 N. Akard Dallas, Texas 75201 If intended for Lessee, to: Attn: Dan Flaherty Manager Varidesk, LLC 117 Wrangler Coppell, Texas 75019 8.2 Authorization. This Agreement was authorized by resolution of the City Council approved by its Council meeting authorizing the Mayor to execute this Agreement on behalf of the City. 8.3 Severability. In the event any section, subsection, paragraph, sentence, phrase or word herein is held invalid, illegal or unconstitutional, the balance of this Agreement shall stand, shall be enforceable and shall be read as if the Parties intended at all times to delete said invalid section, subsection, paragraph, sentence, phrase or word. 8.4 Governing Law. This Agreement shall be governed by the laws of the State of Texas without regard to any conflict of law rules. Exclusive venue for any action under this Agreement shall be the State District Court of Dallas County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 8.5 Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original and constitute one and the same instrument. 8.6 Entire Agreement. This Agreement embodies the complete agreement of the Parties hereto, superseding all oral or written previous and contemporary agreements between the Parties and relating to the matters in this Agreement, and except as otherwise provided herein Page 8 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) cannot be modified without written agreement of the Parties to be attached to and made a part of this Agreement. 8.7 Recitals. The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. 8.8 Exhibits. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. 8.9 Assignment. This Agreement shall be binding on and inure to the benefit of the parties to it and their respective heirs, executors, administrators, legal representatives, successors, and permitted assigns. This Agreement may not be assigned by the Lessee without the prior written consent of the City Manager. 8.10 Employment of Undocumented Workers. During the term of this Agreement, the Lessee agrees not to knowingly employ any undocumented workers and, if convicted of a violation under 8 U.S.C. Section 1324a (f), the Lessee shall repay the taxes abated herein, and any other funds received by the Lessee from the City as of the date of such violation within one hundred twenty (120) days after the date the Lessee is notified by the City of such violation, plus interest at the rate of four percent (4%) compounded annually from the date of violation until paid. 8.11 Right of Offset. The City may at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to the City from the Lessee, regardless of whether the amount due arises pursuant to the terms of this Agreement, a Related Agreement, or otherwise and regardless of whether or not the debt due the City has been reduced to judgment by a court. 8.12 Conditions Precedent. This Agreement is subject to and conditioned upon the following conditions which are conditions precedent to the obligations of the Parties: (i) Lessee entering into the Lease on or before April 1, 2016; and (ii) Lessee occupying the Leased Premises on or before the Lease Inception Date. [Signature Page to Follow] Page 9 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) EXECUTED in duplicate originals the ____ day of _______________, 2016. CITY OF COPPELL, TEXAS By: ______________________________________ Karen Selbo Hunt, Mayor Attest: By: _______________________________________ Christel Pettinos, City Secretary Approved as to Form: By:_______________________________ Robert E. Hager, City Attorney EXECUTED in duplicate originals the ____ day of _______________, 2016. VARIDESK, LLC By: _______________________________________ Dan Flaherty, Manager Page 10 Tax Abatement Agreement - Lessee City of Coppell and Varidesk, LLC (TM 76067) EXHIBIT “A” (Legal Description of Land) Block D, Lot 1R2 of the Northlake 635 Business Park (19.96 acres) Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2826 File ID: Type: Status: 2016-2826 Agenda Item Passed 1Version: Reference: In Control: Administration 06/03/2016File Created: 06/14/2016Final Action: Project Mustang - property taxFile Name: Title: Consider approval of two Economic Development Agreements by and between the City of Coppell and Amazon.com.kydc LLC, and authorizing the Mayor to sign. Notes: Agenda Date: 06/14/2016 Agenda Number: 15. Sponsors: Enactment Date: Amazon - Economic Development Agreements Memo.pdf, Amazon - Economic Development Agreement - BPP.pdf, Amazon Chapter 380 - Sales Tax.pdf Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 PassApproved06/14/2016City Council Presentation: Mindi Hurley, Economic Development Coordinator, made a presentation to Council. A motion was made by Councilmember Nancy Yingling, seconded by Councilmember Cliff Long, that this Agenda Item be approved. The motion passed with a unanimous vote. Action Text: Councilmember Cliff Long, Councilmember Brianna Hinojosa-Flores, Councilmember Wes Mays, Councilmember Gary Roden, Councilmember Marvin Franklin, Councilmember Mark Hill, and Mayor Pro Tem Nancy Yingling 7Aye: Text of Legislative File 2016-2826 Title Consider approval of two Economic Development Agreements by and between the City of Coppell and Amazon.com.kydc LLC, and authorizing the Mayor to sign. Summary Executive Summary: Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2826) Amazon.com.kydc LLC is considering occupying the 1,053,365 square foot building located at 2701 W. Bethel Road to serve as a fulfillment center. There are two Economic Development Incentive Agreements. One grants a 75% rebate of business personal property taxes for a period of 10 years, and the other agreement grants a sales tax rebate for a period of 20 years. Fiscal Impact: Staff Recommendation: Economic Development recommends approval. Goal Icon: Business Prosperity Page 2City of Coppell, Texas Printed on 6/26/2017 1 MEMORANDUM To: Mayor and City Council From: Clay Phillips, City Manager Date: June 14, 2016 Reference: Consider approval of Two Economic Development Incentive Agreements by and between the City of Coppell and Amazon.com.kydc LLC, and authorizing the Mayor to sign. 2030: Business Prosperity Executive Summary: Amazon.com is considering opening a second fulfillment center in Coppell. One Economic Development Incentive Agreement provides for a rebate of business personal property taxes, and the other Economic Development Agreement provides for a sales tax rebate. Introduction: Amazon.com is considering opening a second fulfillment center in Coppell. They are considering the 1,053,365 square foot warehouse building located at 2701 W. Bethel Road, which is on DFW Airport property located in the city limits of Coppell. DFW Airport is owned by the cities of Dallas and Fort Worth. Before any development could take place on airport property, the execution of an Interlocal Agreement was required by the two owner cities. The City entered into that agreement with Dallas and Fort Worth in 2012. The distribution of revenue generated on DFW Airport property was one of several items addressed in the Interlocal Agreement. The City of Coppell will receive 1/3 of the revenue generated at this facility, and the City of Dallas and the City of Fort Worth will split the remaining revenue. Therefore, any incentives offered by the City of Coppell will only be applied to the revenue collected by the City of Coppell. The building under consideration has been vacant since construction was completed in 2015. Amazon will have approximately 700 employees at this location. Amazon hopes to become operational in 2017. In the interim, the facility might be used for overflow from their current Coppell fulfillment center. 2 Analysis: This agenda item is for the approval of two Economic Development Agreements with Amazon.com.kydc LLC. One Economic Development Agreement grants a 75% rebate of business personal property for a period of 10 years. The other Economic Development Agreement provides for a rebate of sales tax for a period of 20 years. The exact amount rebated each year will be determined by the amount sourced to the City of Coppell each year. Legal Review: The documents were created by Pete Smith. Fiscal Impact: N/A Recommendation: Economic Development recommends approval. Page 1 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) STATE OF TEXAS § § COUNTY OF DALLAS § ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT This Economic Development Incentive Agreement (“Agreement”) is made by and between the City of Coppell, Texas (the “City”), and Amazon.com.kydc LLC, a Delaware limited liability company (“Company”) (each a “Party” and collectively the “Parties”), acting by and through their respective authorized officers. W I T N E S S E T H: WHEREAS, Company has leased or intends to lease approximately 1,053,365 square feet of space in a distribution center and warehouse building located at 2701 W. Bethel Road, DFW Airport, Dallas County, Texas 75261] (hereinafter described as the “Leased Premises”), for a period of at least ten (10) years (hereinafter defined as the “Lease”), and intends to locate and maintain Tangible Personal Property (hereinafter defined) at the Leased Premises; and WHEREAS, Company has advised City that a contributing factor that would induce Company to enter into the Lease and occupy the Leased Premises would be an agreement by City to provide an economic development grant to Company to defray a portion of the costs of occupying the Leased Premises; and WHEREAS, City has adopted programs for promoting economic development and this Agreement and the economic development incentives set forth herein are given and provided by City pursuant to and in accordance with those programs; and WHEREAS, City is authorized by Article 52-a of the Texas Constitution and Chapter 380 of the Texas Local Government Code to provide economic development grants to promote local economic development and to stimulate business and commercial activity in City; and WHEREAS, City and Company also are entering into a separate Economic Development Incentive Agreement of even date herewith or nearly even date herewith with respect to grants based on sales and use tax revenues (the “Sales Tax Incentive Agreement”); and WHEREAS, City has determined that making economic development grants to Company in accordance with this Agreement is in accordance with City Economic Development Program and will: (i) further the objectives of City; (ii) benefit City and City’s inhabitants; and (iii) promote local economic development and stimulate business and commercial activity in City. NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions hereinafter set forth, and other valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the Parties agree as follows: Page 2 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) Article I Term This Agreement shall be effective on the last date of execution hereof (“Effective Date”) and shall continue until the Expiration Date, unless sooner terminated as provided herein. Article II Definitions Wherever used in this Agreement, the below terms shall have the meanings ascribed to them. “Annual BPP Grants” shall mean ten (10) annual economic development grants to be provided by City, each in an amount equal to seventy-five percent (75%) of the BPP Taxes assessed against the Tangible Personal Property located at the Leased Premises and collected by City for the applicable Tax Year, to be paid as set forth herein. “Bankruptcy or Insolvency” shall mean the dissolution or termination of Company’s existence, insolvency, employment of receiver for any part of Company’s property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors or the commencement of any proceedings under any bankruptcy or insolvency laws by or against Company and such proceedings are not dismissed within ninety (90) days after the filing thereof; provided however Bankruptcy or Insolvency shall not include an event that does not affect the Company’s ability to continue to make the Required Use of the Leased Premises and otherwise to meet its obligations under this Agreement. “BPP Taxes” shall mean: (i) one third of ad valorem taxes assessed and collected by the City against the Tangible Personal Property attributed to that portion of the tax rate for the applicable Tax Year for maintenance and operations; and (ii) one hundred percent of the ad valorem taxes assessed and collected by the City against the Tangible Personal Property that is attributed to that portion of the tax rate for the applicable tax year for an interest and sinking fund for debt service. For illustration purposes only assume the City tax rate for a given tax year is $0.63 on each one hundred dollars ($100) assessed valuation of taxable property apportioned and distributed for purpose of defraying the current expenditures of the municipal government of the City (Maintenance and Operations) a tax of $0.38 on each one hundred dollars ($100) assessed value on all taxable property and for the purpose of creating a sinking fund to pay the interest and principal maturities of all outstanding debt of the City of a tax of $0.25 on each one hundred dollars ($100) assessed value of taxable property within the City to be applied to the payment of interest and maturities of all outstanding debt (Debt Service) then the BPP Taxes would be 1/3 of the ad valorem taxes at the rate of $0.38 on each one hundred dollars ($100) assessed value of the Tangible Personal Property plus one hundred percent of the ad valorem taxes at the rate of $0.25 on each one hundred dollars ($100) assessed Page 3 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) value of the Tangible Personal Property. The BPP Taxes would then be applied to the Annual BPP Grant percentage to arrive at the Annual BPP Grant Amount. “City” shall mean City of Coppell, Texas. “Company” shall mean Amazon.com.kydc LLC, a Delaware limited liability company, along with its successors and permitted assigns. “Company Affiliates” means any entities related to the Company by direct or indirect common or overlapping majority ownership, where collectively the Company and all Company Affiliates are a group of entities in which a single parent entity owns directly or indirectly a majority interest in each other entity that is part of the group. “Company Notice to Proceed” shall mean written notification from the Company to the City that Company intends to treat the sale of Taxable Items at the Leased Premises as Consummated at the Leased Premises within the Eligibility Period. “Consummated” shall have the same meaning assigned by Texas Tax Code, Section 321.203, or its successor, including after a change of law the applicable principles for determining the incidence of local sales and use taxes for purposes of retailers’ collection of Sales and Use Tax on sales of Taxable Items related to the Leased Premises. “Eligibility Period” shall mean the period beginning on the Effective Date and continuing through and including January 1, 2021, unless the City and Company agree to extend the period to January 1, 2022 or a later date. “Expiration Date” shall mean March 1 of the calendar year following the tenth (10th) anniversary date of the first Grant Year. “Force Majeure” shall mean any contingency or cause beyond the reasonable control of a Party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, government or de facto governmental action (unless caused by the intentionally wrongful acts or omissions of the Party), fires, explosion s or floods, strikes, slowdowns, work stoppages, or any circumstances which are reasonably beyond the control of the Party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstances are similar to any of those enumerated or not. “Freeport Goods” shall have the same meaning as assigned by Section 11.251 of the Tax Code and Article VIII, Section 1-j of the Texas Constitution. Freeport Goods does not include “Goods in Transit” as defined by Tax Code, Section 11.253. “Goods in Transit” shall have the same meaning assigned by Tax Code, Section 11.253. Page 4 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) “Grant Year” shall mean a given Tax Year, and the first Grant Year shall mean the Tax Year commencing January 1 of the year in which Company provides the Company Notice to Proceed. “Impositions” shall mean all taxes, assessments, use and occupancy taxes, charges, excises, license and permit fees, and other charges by public or governmental authority, general and special, ordinary and extraordinary, foreseen and unforeseen, which are or may be assessed, charged, levied, or imposed by any public or governmental authority on Company or any property or any business owned by Company within City. “Lease” shall mean the lease of the Leased Premises by Company for a period of not less than ten (10) years commencing on the Lease Inception Date. “Lease Inception Date” shall mean the commencement date of the lease term under the Lease, but no later than December 31, 2016. “Leased Premises” shall mean approximately [1,053,365 square feet of space in a distribution center and warehouse building located at 2701 W. Bethel Road, DFW Airport, Dallas County, Texas 75261]. “Payment Request” shall mean a written request from Company to City for payment of the applicable Annual BPP Grant, which request shall be accompanied by copies of tax statement and/or receipt(s) and/or other evidence reasonably satisfactory to City to establish that the ad valorem taxes assessed by City against the Tangible Personal Property has been timely paid for such Grant Year. The Payment Request shall be in a form determined by the Company in its reasonable discretion. “Required Use” shall mean the Company’s continuous lease or ownership and occupancy of the Leased Premises, and the Company’s continuous operation of a fulfillment center at the Leased Premises, which may include other functions and activities consistent with the Company’s business purposes, including but not limited to an employee store, a product return center, and a sortation center. “Sales and Use Tax” shall mean the one percent (1%) sales and use tax imposed by the City pursuant to Chapter 321, Texas Tax Code on the sale of Taxable Items by the retailers Consummated in the City at the Leased Premises, for revenues for general City use. “Sales Tax Receipts” shall mean the City’s receipts of Sales and Use Tax from the State of Texas from the retailers’ collection of Sales and Use Tax as a result of sales of Taxable Items by retailers Consummated at the Leased Premises. For clarity, Sales Tax Receipts means amounts of Sales and Use Taxes actually received by the City from the State of Texas and therefore does not include Sales and Use Taxes retained by the State of Texas, rather than paid to the City, as the State of Texas’ administrative fee for collection of the Sales and Use Taxes pursuant to Texas Tax Code, Section 321.503. Page 5 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) Sales Tax Receipts include the City’s one percent (1%) general sales and use tax but do not include the one-half percent (0.5%) sales and use tax imposed for the benefit of the Coppell Recreation Development Corporation, pursuant to the Development Corporation Act, Chapters 501-505 of the Texas Local Government Code, the one-quarter percent (0.25%) sales and use tax imposed by the City and specifically devoted to street maintenance and repairs, or the one-quarter percent (0.25%) sales and use tax imposed for the Coppell Crime Control Special Purpose District. “State of Texas” shall mean the Office of the Texas Comptroller, or its successor. “Tangible Personal Property” shall have the same meaning assigned by Tax Code, Section 1.04, and shall mean all tangible personal property, equipment, fixtures, and machinery, inventory and supplies owned or leased by Lessee and located in the Leased Premises on January 1 of a given Tax Year. Tangible Personal Property shall not include Freeport Goods or Goods in Transit. “Taxable Items” shall mean both “tangible personal property” and “taxable services” as those terms are defined by Chapter 151, Texas Tax Code, as amended. “Taxable Value” shall mean the appraised value as certified by the Appraisal District as of January 1 of the given Tax Year. “Tax Year” shall have the meaning assigned to such term in Section 1.04 of the Texas Tax Code (i.e., the calendar year). Article III Economic Development Grant 3.1 Annual BPP Grants. (a) Subject to Section 3.8 below and subject to the continued satisfaction of all the terms and conditions of this Agreement by Company, and provided the Taxable Value of the Tangible Personal Property is at least Five Million Five Hundred Thousand Dollars ($5,500,000.00), (the “Minimum Taxable Value”) City agrees to provide Company with ten (10 ) Annual BPP Grants to be paid within thirty (30) days after receipt of a Payment Request following March 1 of each calendar year (or the immediately following business day if March 1 is not a business day), beginning with March 1 , of the year following the first Grant Year, provided City ad valorem taxes assessed against the Tangible Personal Property have been paid in full for the respective Grant Year (i.e., the Tax Year immediately preceding the year in which an Annual BPP Grant is to be made) prior to the delinquency date. The failure of the Tangible Personal Property to have a Taxable Value of at least the Minimum Taxable Value as of January 1 of any calendar year during the term of this Agreement shall not be considered an event of default or breach of this Agreement, but rather such event shall result in the forfeiture of the Annual BPP Grant for the Tangible Personal Property for such Tax Year. Page 6 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) (b) Each Payment Request shall be submitted to the City not later than seventy-five calendar days (75) days immediately following the end of the applicable Grant Year. If the Company fails to timely submit the Payment Request for any applicable Grant Year the Company shall forfeit the Annual BPP Grant for such Grant Year; provided, however, the City must provide written notice pursuant to Section 6.5 of this Agreement to the Company that the City did not receive a timely submitted Payment Request for an applicable Grant Year and that the City is claiming a forfeiture of the corresponding Annual BPP Grant under this Section 3.1, and the Company shall not forfeit the Annual BPP Grant for such Grant Year if the Company provides a Payment Request within thirty (30) days following the Company’s receipt of such notice 3.2 Tax Protest. In the event Company or another party timely and properly protests or contests (including any motion to correct the appraisal roll) the Taxable Value and/or the taxation of the Tangible Personal Property with the applicable appraisal district (or its successor), the obligation of City to provide the Annual BPP Grant with respect to the Tangible Personal Property for such Tax Year shall be delayed with respect to the portion protested or contested until a final determination has been made of such protest or contest. In the event Company or another party’s protests and/or contests results in a final determination that changes the amount of ad valorem taxes assessed and due for the Tangible Personal Property (or portion thereof) after any Annual BPP Grant has been paid for such Tax Year, the Annual BPP Grant for such Tax Year shall be adjusted (increased or decreased as the case may be) accordingly on the date of payment of the next Annual BPP Grant, or within thirty (30) business days after such determination in the event no further Annual BPP Grant is due under the Agreement. 3.3 Refunds and Underpayments of Grants. In the event City reasonably determines that the amount of any Annual BPP Grant paid by City to Company was incorrect, Company shall, within thirty (30) days after receipt of written notification thereof from City specifying the amount by which such Annual BPP Grant exceeded the correct amount to which Company was entitled (together with such records, reports and other information necessary to support such determination), pay such amount to City. If City reasonably determines that the amount by which such Annual BPP Grant was less than the correct amount to which Company was entitled (together with such records, reports and other information necessary to support such determination), City shall, within thirty (30) days, pay the adjustment to Company. 3.4 Current Revenue. The Annual BPP Grants shall be paid solely from annual appropriations from the general funds of the City or from such other funds of the City as may be legally set aside for such purpose consistent with Article III, Section 52(a) of the Texas Constitution. Further, the City shall not be obl igated to pay any commercial bank, lender or similar institution for any loan or credit agreement made by Company. 3.5 Grant Limitations. Under no circumstances shall the obligations of the City hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision; provided; however, the City agrees during the term of this Agreement to make a good faith effort to appropriate funds each year to pay the Annual BPP Grant for the then ensuing fiscal year. Further, the City shall not be obligated to pay any commercial bank, lender or similar institution for any loan or credit agreement made by the Company. None of the obligations of Page 7 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) the City under this Agreement shall be pledged or otherwise encumbered by the Company in favor of any commercial lender and/or similar financial institution. 3.6 Escrow of Annual BPP Grants. (a) Notwithstanding anything to the contrary herein the Annual BPP Grants shall not be paid or distributed by City to Company as provided in Section 3.1 of this Agreement but rather shall be held by City in a separate interest bearing account until the Leased Premises is a place of business for the purposes of Texas sales and use tax generating Sales and Use Tax Receipts due to the City (“Sales Tax Sourcing”) which Sales Tax Sourcing shall occur within before the end of the Eligibility Period. Within thirty (30) days after the Sales Tax Sourcing first occurs, the City shall pay to the Company all withheld Annual BPP Grants with the interest earned thereon. (b) This Agreement shall terminate without notice or further action by either Party in the event the Sales Tax Sourcing has not occurred before the end of the Eligibility Period. In such event the Annual BPP Grants which have been held by City shall be forfeited by Company and retained by the City for its use. Article IV Conditions to Grants The obligation of City to provide the Annual BPP Grants shall be conditioned upon the compliance and satisfaction by Company of the terms and conditions of this Agreement and each of the conditions set forth in Article IV. 4.1 Payment Request. Company shall, as a condition precedent to the payment of each applicable Annual BPP Grant, timely provide City with the applicable Payment Re quest pursuant to Section 3.1(b) of this Agreement. 4.2 Good Standing. Company shall not have an uncured breach or default of this Agreement. 4.3 Required Use. During the period beginning on the Lease Inception Date and continuing until the Expiration Date, the Leased Premises shall not be used for any purpose other than the Required Use, and the operation of the Leased Premises in conformance with the Required Use shall not cease for more than thirty (30) continuous days except in connection with, and to the extent of an event of Force Majeure, a casualty to the Leased Premises preventing the Company from using the Leased Premises for the Required Use, or a temporary cessation of operations for a business purpose related to and consistent with the Company’s use of the Leased Premises for the Required Use, such as temporary cessation of operations to remodel or modernize the Leased Premises. 4.4 Lease. The Company shall have entered into the Lease on or before December 31, 2016, and the Company shall initially occupy the Leased Premises on or before December 31, Page 8 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) 2017; provided, however, such dates shall be extended as reasonably necessary if the Company’s entry into the Lease or its occupancy of the Leased Premises is delayed by an event of Force Majeure, a delay in the construction of the Premises, or other unforeseen delays for reasonable cause. 4.5 Continuous Occupancy. Subject to the provisions of Section 4.3 of this Agreement, the Company shall, beginning on the Lease Inception Date and continuing thereafter until the Expiration Date, continuously lease or own, and occupy the Leased Premises. Notwithstanding the foregoing, during the period beginning on the Lease Inception Date and continuing until the Expiration Date, the operation of the Leased Premises shall not cease for more than thirty (30) continuous days except in connection with, and to the extent of an event of Force Majeure, a casualty to the Leased Premises preventing the Company from using the Leased Premises for the Required Use, or a temporary cessation of operations for a business purpose related to and consistent with the Company’s use of the Leased Premises for the Required Use, such as temporary cessation of operations to remodel or modernize the Leased Premises. Article V Termination 5.1 Termination. This Agreement shall terminate upon any one or more of the following: (a) by written agreement of the Parties; (b) Expiration Date; (c) upon written notice, by either Party in the event the other Party breaches any of the terms or conditions of this Agreement and such breach is not cured within forty-five (45) days after the non-breaching Party sends written notice to the breaching Party of such breach; (d) by the Company, upon written notice of termination, without breach and effective immediately if the Lease terminates according to its terms, if the Lease is not renewed or extended at the end of the Lease term, if the Company remains a lessee under the Lease but discontinues active business operations at the Leased Premises, or otherwise in the Company’s discretion; (e) by the City, upon written notice of termination, if Company suffers an event of Bankruptcy or Insolvency; (f) by the Company, upon written notice of termination, if the City suffers an event of Bankruptcy or Insolvency; (g) by the City, upon written notice of termination, if any Impositions owed to the City or the State of Texas by Company shall become delinquent; provided, however, (i) the City shall provide the Company notice within thirty (30) days of learning of any Impositions it believes are owed by the Company and have become delinquent; (ii) the Company shall have an Page 9 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) opportunity to cure such delinquent Impositions in the same cure period as provided for breaches of this Agreement under Section 5.1(c) of this Agreement; and (iii) the Company retains the right to timely and properly protest and contest any such Impositions and no Imposition shall be considered delinquent during any period that the Company is pursuing any rights to protest or contest such Imposition; or (h) by either party, upon written notice of termination, if any subsequent Federal or State legislation or any decision of a court of competent jurisdiction declares or renders this Agreement invalid, illegal or unenforceable. 5.2 Right of Offset. The City may, at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to the City from the Company, regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise; provided, however (i) the City shall provide the Company notice within thirty (30) days of determining that any debt is believed lawfully due to the City from the Company; (ii) the Company shall have an opportunity for no less than forty-five (45) days to resolve or pay such debt to City before any offset to amounts payable under this Agreement may occur; and (iii) the Company retains all rights to contest whether or in what amount any debt is owed to the Cit y, and the City may not offset any asserted amount of debt owed by the Company against amounts due and owing under this Agreement during any period during which the Company is contesting whether such amount of debt is due and owing. 5.3 Waiver of Immunity. Notwithstanding anything to the contrary herein, the City and the Company acknowledge and agree that this Agreement is subject to the provisions of Subchapter I of Chapter 271, Texas Local Government Code, as amended. The City agrees that its immunity from suit is waived for the purpose of adjudicating a claim for breach of this Agreement, which is subject to the terms and conditions of Subchapter I of Chapter 271, Texas Local Government Code, as amended. Article VI Miscellaneous 6.1 Binding Agreement. The terms and conditions of this Agreement are binding upon the successors and permitted assigns of the Parties hereto. This Agreement may not be assigned without the express written consent of City Manager, which may not be unreasonably withheld, except that Company may assign this Agreement to a Company Affiliate or in connection with any merger, reorganization, sale of all or substantiall y all of Company’s assets or any similar transaction. 6.2 Limitation on Liability. It is understood and agreed by the Parties that Company, in satisfying the conditions of this Agreement, has acted independently, and City assumes no responsibilities or liabilities to third parties in connection with these actions. Except to the extent caused by City’s gross negligence or willful misconduct, Company agrees to indemnify and hold harmless City from all such claims, suits, and causes of actions, liabilities and expenses of any Page 10 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) nature whatsoever by a third party arising out of Company’s failure to perform its obligations under this Agreement. City agrees that Company has the right to take over and manage the defense of any claim for which City seeks indemnification. Notwithstanding any other provision in this Agreement, Company will not be required to indemnify City for any settlements reached with respect to a third party claim unless Company has provided its prior written consent for such settlement. Moreover, Company shall not be liable for incidental or consequential damages. 6.3 No Joint Venture. It is acknowledged and agreed by the Parties that the terms hereof are not intended to and shall not be deemed to create a partnership or joint venture among the Parties. 6.4 Authorization. Each Party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. 6.5 Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, po stage prepaid, certified mail, return receipt requested, addressed to the Party at the address set forth below or on the day actually received if sent by nationally recognized overnight courier service, facsimile with electronic confirmation, or otherwise hand delivered. Each Party may update its contact information by notice to the other. Routine business and technical correspondence must be in English, and may be in electronic form. All legal notices given under this Agreement must be written, in non-electronic form, and in English, and will be effective when received. If intended for City, to: Attn: City Manager City of Coppell, Texas P. O. Box 478 Coppell, Texas 75019 With a copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Ross Tower 500 N. Akard Dallas, Texas 75201 Page 11 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) If intended for Company, to: Amazon.com.kydc LLC 410 Terry Avenue North Seattle, Washington 98109 Attn: Director of Economic Development Fax: (206) 266-7010 Email: economicdevelopment@amazon.com With a copy to: Amazon.com, Inc. 410 Terry Avenue North Seattle, Washington 98109 Attn: General Counsel (Real Estate) Fax: (206) 266-7010 Email: contracts-legal@amazon.com 6.6 Entire Agreement. This Agreement is the entire Agreement between the Parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written Agreement between the Parties that in any manner relates to the subject matter of this Agreement, except as provided in any Exhibits attached hereto. 6.7 Governing Law. The Agreement shall be governed by the laws of the State of Texas without regard to any conflict of law rules. Exclusive venue for any action concerning this Agreement shall be in the State District Court of Dallas County, Texas. The Parties agree to submit to the personal and subject matter jurisdiction of said court. 6.8 Amendment. This Agreement may only be amended by the mutual written agreement of the Parties. 6.9 Legal Construction. 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 affect other provisions, and it is the intention of the Parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 6.10 Recitals. The recitals to this Agreement are incorporated herein. 6.11 Counterparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument. Page 12 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) 6.12 Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the Parties, as well as any rights and benefits of the Parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 6.13 Employment of Undocumented Workers. During the term of this Agreement Company agrees not to knowingly employ any undocumented workers and, if convicted of a violation under 8 U.S.C. Section 1324a (f), Company shall repay the amount of the Annual BPP Grants and any other funds received by Company from City as of the date of such violation within one hundred twenty (120) days after the date Company is notified by City of such violation, plus interest at the rate of four percent (4%) compounded annually from the date of violation until paid. Company is not liable for a violation of this section in relation to any workers employed by a subsidiary, affiliate, or franchisee of Company or by a person with whom Company contracts. 6.14 Conditions Precedent. This Agreement is expressly subject to and the obligations of the Parties are subject to the following conditions precedent: (i) Company having entered into the Lease on or before December 31, 2016; and (ii) Company occupying the Leased Premises on or before December 31, 2016. 6.15 Confidentiality/Information Security. The City will use adequate safeguards to maintain the security and confidentiality of all materials, communications, data and information related to this Agreement or supplied by the Company in connection with this Agreement. The City’s staff, representatives and agents will exercise the utmost discretion in oral and written communications regarding the project and will provide information internally only to those individuals who need the information to facilitate the parties’ performance under this Agreement. The City will use adequate physical and technical measures to maintain the security of all electronic and tangible records relating to this Agreement. The City agrees to promptly notify the Company in the event the City experiences a security breach that could have impacted any electronic or tangible records relating to this Agreement. The City acknowledges and agrees that the Company must comply with its information security policies in performing its obligations under this Agreement and that to the extent the Company is required to deliver certain sensitive information in connection with this Agreement, the Company may deliver such information in password protected and encrypted files. The City shall endeavor to notify the Company within five (5) business da ys after receiving any Public Information Act request that seeks disclosure of information provided by or concerning the Company or a Company Affiliate, and the parties will reasonably cooperate to determine whether or to what extent the requested information may be released without objection and without seeking a written opinion of the Texas Attorney General. The City shall, if reasonable under the Public Information Act or other applicable law, take the position that any information responsive to a Public Information Act request relating to the Company or a Company Affiliate that the parties do not mutually agree to release without objection is information not subject to release to the public pursuant to Section 552.110 of the Texas Government Code, or other applicable law. The City shall, if reasonably supported by applicable Page 13 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) law, seek a written opinion from the Texas Attorney General raising any applicable exception to release of such information prior to any release to a third party under the Texas Publ ic Information Act. If the City seeks a written opinion from the Texas Attorney General pursuant to Section 552.305 of the Texas Government Code, the City may require the Company to draft and submit to the Texas Attorney General the substantive comments or arguments in support of such opinion request. The City shall provide the Company timely notice and an opportunity to review and comment on any opinion request submitted by the City. [Signature page to follow] Page 14 Economic Development Incentive Agreement For BPP City of Coppell and Amazon.com.kydc LLC (TM 77153) EXECUTED on this _______ day of _____________________, 2016. CITY OF COPPELL, TEXAS By: Karen Selbo Hunt, Mayor ATTEST: By: Christel Pettinos, City Secretary APPROVED AS TO FORM: By: City Attorney EXECUTED this the _________ day of ______________________, 2016. AMAZON.COM.KYDC LLC By: Name: Title: Page 1 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) STATE OF TEXAS § § COUNTY OF DALLAS § ECONOMIC DEVELOPMENT INCENTIVE AGREEMENT This Economic Development Incentive Agreement (“Agreement”) is made by and between the City of Coppell, Texas (the “City”), and Amazon.com.kydc LLC, a Delaware limited liability company (“Company”), acting by and through their respective authorized officers. W I T N E S S E T H: WHEREAS, the Company has leased or intends to lease approximately 1,053,365 square feet of space in a building constructed at 2701 W. Bethel Road, DFW Airport, Dallas County, Texas 75261 (the “Leased Premises”), for an initial lease term of ten (10) years, with a right to extend the lease term thereafter (the “Lease”), and intends to locate and maintain Tangible Personal Property (hereinafter defined) at the Leased Premises; and WHEREAS, Company and/or one or more Company Affiliates (hereinafter defined) intend to locate Tangible Personal Property (hereinafter defined) at the Leased Premises; and WHEREAS, the Company has advised the City that a contributing factor that would induce the Company to enter into the Lease and occupy the Leased Premises would be an agreement by the City to provide an economic development grant to the Company as set forth herein; and WHEREAS, the City has adopted programs for promoting economic development and this Agreement and the economic development incentives set forth herein are given and provided by the City pursuant to and in accordance with those programs; and WHEREAS, the City is authorized by Article 52-a of the Texas Constitution and Chapter 380 of the Texas Local Government Code to provide economic development grants to promote local economic development and to stimulate business and commercial activity in the City; and WHEREAS, the City has determined that making an economic development grant to the Company in accordance with this Agreement is in accordance with the City Economic Development Program and will: (i) further the objectives of the City; (2) benefit the City and the City’s inhabitants; and (iii) promote local economic development and stimulate business and commercial activity in the City. NOW THEREFORE, in consideration of the foregoing, and on the terms and conditions hereinafter set forth, and other valuable consideration the receipt and sufficiency of which is hereby acknowledged, the parties agree as follows: Page 2 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) Article I Term This Agreement shall be effective on the last date of execution hereof (“Effective Date”) and shall continue until the Expiration Date, unless sooner terminated as provided herein. Article II Definitions Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: “Annual Grants” shall mean twenty (20) annual grants to be paid by City to the Company as set forth herein. The amount of each Annual Grant shall be computed by multiplying one third (1/3) of the Sales Tax Receipts received by the City for a given Grant Period by the percentage specified in the schedule in Section 3.1(a). “Bankruptcy or Insolvency” shall mean the dissolution or termination of a party’s existence as a going business, insolvency, appointment of receiver for any part of such party’s property and such appointment is not terminated within ninety (90) days after such appointment is initially made, any general assignment for the benefit of creditors, or the commencement of any proceeding under any bankruptcy or insolvency laws by or against such party and such proceeding is not dismissed within ninety (90) days after the filing thereof; provided, however, “Bankruptcy or Insolvency” shall not include an event that does not affect the Company’s ability to continue to make the Required Use of the Leased Premises and otherwise to meet its obligations under this Agreement. “City” shall mean the City of Coppell, Texas. “Commencement Date” shall mean the date set forth in the Company Notice to Proceed. “Company” shall mean Amazon.com.kydc LLC, a Delaware limited liability company, along with its successors and permitted assigns. “Company Affiliates” means any entities related to the Company by direct or indirect common or overlapping majority ownership, where collectively the Company and all Company Affiliates are a group of entities in which a single parent entity owns directly or indirectly a majority interest in each other entity that is part of the group. “Company Affiliate List” means a written list of Company Affiliates that pay or collect or may pay or collect Sales and Use Taxes giving rise to Sales Tax Receipts which includes the taxpayer identification number, taxpayer name and outlet location(s) in the City for each Company Affiliate as reported to the State of Texas. Page 3 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) “Company Notice to Proceed” shall mean written notification from the Company to the City that Company intends to treat the sale of Taxable Items at the Leased Premises as Consummated at the Leased Premises within the Eligibility Period. “Consummated” shall have the same meaning assigned by Texas Tax Code, Section 321.203, or its successor, including after a change of law the applicable principles for determining the incidence of local sales and use taxes for purposes of the Company and Company Affiliates’ collection of Sales and Use Tax on sales of Taxable Items related to the Leased Premises. “Eligibility Period” shall mean the period beginning on the Effective Date and continuing through and including January 1, 2021, unless the City and Company agree to extend the period to January 1, 2022 or a later date. “Expiration Date” shall mean April 1 of the calendar year immediately following the end of the twentieth (20th) annual Grant Period. “Force Majeure” shall mean any contingency or cause beyond the reasonable control of a party including, without limitation, acts of God or the public enemy, war, riot, civil commotion, insurrection, government or de facto governmental action (unless caused by the intentionally wrongful acts or omissions of the party), fires, explosions or floods, strikes, slowdowns, work stoppages, or any circumstances which are reasonably beyond the control of the party obligated or permitted under the terms of this Agreement to do or perform the same, regardless of whether any such circumstances are similar to any of those enumerated or not. “Freeport Goods” shall have the same meaning as assigned by Section 11.251 of the Tax Code and Article VIII, Section 1-j of the Texas Constitution and located on the Leased Premises. Freeport Goods does not include “Goods in Transit” as defined by the Texas Tax Code, Section 11.253. “Goods in Transit” shall have the same meaning as assigned by the Texas Tax Code, Section 11.253. “Grant Period” shall mean each full calendar year beginning with January 1 of the calendar year immediately following the Commencement Date. “Impositions” shall mean all taxes, assessments, use and occupancy taxes, charges, excises, license and permit fees, and other charges by public or governmental authority, general and special, ordinary and extraordinary, foreseen and unforeseen, which are or may be assessed, charged, levied, or imposed by any public or governmental authority on the Company or any property or any business owned by Company within the City. “Lease” shall mean the lease of the Leased Premises by the Com pany for a period of ten (10) years, with extension rights, commencing on the Lease Inception Date. Page 4 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) “Lease Inception Date” shall mean the commencement date of the lease term under the Lease, but no later than December 31, 2016, with such date extended as reasonably necessary if the Lease Inception Date is delayed by an event of Force Majeure. “Leased Premises” shall mean approximately 1,053,365 square feet of space in the building constructed at 2701 W. Bethel Road, DFW Airport, Dallas County, Texas 76261. “Payment Request” shall mean a written request from the Company to the City for payment of the applicable Annual Grant, accompanied by the Sales Tax Certificate for the applicable Grant Period, and noting whether the Company is currently under audit by the Texas Comptroller with respect to the Sales and Use Tax. The Payment Request shall be in a form determined by the Company in its reasonable discretion. “Required Use” shall mean the Company’s continuous lease or ownership and occupancy of the Leased Premises, and the Company’s continuous operation of a fulfillment center at the Leased Premises, which may include other functions and activities consistent with the Company’s business purposes, including but not limited to an employee store, a product return center, and a sortation center. “Retailers” shall mean the Company and Company Affiliates when required by the State of Texas to collect Sales and Use Tax on the sale of Taxable Items. “Sales and Use Tax” shall mean the one percent (1%) sales and use tax imposed by the City pursuant to Chapter 321, Texas Tax Code, for revenues for general City use. “Sales Tax Area Reports” shall mean reports as provided in Texas Tax Code, Section 321.3022, with respect to Sales and Use Tax allocations to the City attributable to the Company and Company Affiliates’ sales and purchases of Taxable Items Consummated at the Leased Premises. “Sales Tax Certificate” shall mean one or more Sales Tax Area Reports that list the amount of Sales Tax Receipts (including any refunds, credits or adjustments) for the applicable Grant Period, or if a Sales Tax Area Report is not available or to the extent a Sales Tax Area Report for a Grant Period does not include particular Sales Tax Receipts, a certificate or other statement, containing the information required as set forth herein, in a form provided by the Company reasonably acceptable to the City setting forth Sales Tax Receipts (including any refunds, credits or adjustments) for the applicable Grant Period, which are to be used to determine eligibility of the Company for the Annual Grants, together with such supporting documentation required herein, and as the City may reasonably request. “Sales Tax Receipts” shall mean the City’s receipts of Sales and Use Tax from the State of Texas (i) from the Retailers’ collection of Sales and Use Tax (it being expressly Page 5 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) understood that the City’s one percent (1%) sales and use tax receipts are being used only as a measurement for its use of general funds to make a grant for economic development purposes) as a result of sales of Taxable Items b y Retailers for the applicable Grant Period Consummated at the Leased Premises, and (ii) from the Company and Company Affiliates’ payments to vendors or directly to the State of Texas of Sales and Use Tax on purchases of Taxable Items Consummated at the Leased Premises; and (iii) from Sales and Use Tax paid by any person in connection with the construction of the Leased Premises for the purchase of Taxable Items Consummated at the Leased Premises. For clarity, Sales Tax Receipts means one third (1/3) of the amounts of Sales and Use Taxes actually received by the City from the State of Texas and therefore does not include Sales and Use Taxes retained by the State of Texas, rather than paid to the City, as the State of Texas’ administrative fee for collection of the Sales and Use Taxes pursuant to Texas Tax Code, Section 321.503. Sales Tax Receipts include the City’s one percent (1%) Sales and Use Tax but do not include the one-half percent (0.5%) sales and use tax imposed for the benefit of the Coppell Recreation Development Corporation, pursuant to the Development Corporation Act, Chapters 501-505 of the Texas Local Government Code, the one-quarter percent (0.25%) sales and use tax imposed by the City and specifically devoted to street maintenance and repairs, or the one-quarter percent (0.25%) sales and use tax imposed for the Coppell Crime Control Special Purpose District. “State of Texas” shall mean the Office of the Texas Comptroller, or its successor. “Tangible Personal Property” shall mean all tangible personal property, equipment, furniture and fixtures (but excluding Freeport Goods and Goods in Transit ) owned or leased by Company and that is added to the Leased Premises subsequent to the execution of this Agreement. “Taxable Items” shall mean both “tangible personal property” and “taxable services” as those terms are defined by Chapter 151, Texas Tax Code, as amended. Article III Economic Development Grant 3.1 Grants. (a) Subject to the issuance of the Company Notice to Proceed within the Eligibility Period, the Required Use and continued satisfaction of all the terms and conditions of this Agreement, the City agrees to provide the Company with twenty (20) Annual Grants each in an amount equal to one third (1/3) of the Sales Tax Receipts received by the City for a given Grant Period multiplied by the percentage according to the schedule set forth below for the applicable annual Grant Period. The City shall pay each Annual Grant within ninety (90) days after the Cit y’s receipt from the Company of a Payment Request following the end of the applicable Grant Period and noting whether the Company is currently under audit by the Texas Comptroller with respect to the Sales and Use Tax. Each Payment Request shall be submitted to the City not later than seventy-five calendar days (75) days immediately following the end of the applicable Grant Period. If the Company fails to timely submit the Payment Request for any applicable Grant Period the Company shall forfeit the Annual Grant for such Grant Period; provided, however, the City must provide written notice to the Company that the City did not Page 6 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) receive a timely submitted Payment Request for an applicable Grant Period and that the City is claiming a forfeiture of the corresponding Annual Grant under this Section 3.1, and the Company shall not forfeit the Annual Grant for such Grant Period if the Company provides a Payment Request within thirty (30) days following the Company’s receipt of such notice. Amount of Sales of Taxable Items Consummated at the Leased Premises for the Grant Period Percentage for Grant $100,000.00 - $10,000,000.00 15% $10,000,001.00 - $50,000,000.00 25% $50,000,001.00 - $100,000,000.00 50% $100,000,001.00 - $200,000,000.00 75% $200,000,001.00 - $300,000,000.00 80% $300,000,001.00 or more 85% (b) Adjustment Notification. The Company shall notify the City in writing within sixty (60) days after a final action or determination that is non-appealable or is no longer appealable of any adjustments found, determined or made by the Company or a Company Affiliate, the State of Texas or by an audit or other action that results, or will result, in either a refund, repayment of, or reallocation of Sales Tax Receipts or the payment of additiona l Sales and Use Tax. Such notification shall also include the amount or estimated amount of any such adjustment in Sales and Use Tax or Sales Tax Receipts. The provisions of this Section 3.1(b) shall survive termination of this Agreement until the end of the State of Texas audit period for the last year of the Grant Period. (c) Company-Initiated Adjustments to Prior Periods’ Sales and Use Taxes. In the event the Company or a Company Affiliate file an amended sales and use tax return, refund claim, or other report with the State of Texas that is approved by the State of Texas and that affects Sales Tax Receipts for a previous Grant Period (a “Company Adjustment”), then the Annual Grant payment for the Grant Period that includes the State of Texas’ final approval of such Company Adjustment shall be adjusted accordingly (i.e., up or down, depending on the facts). A reduction in an Annual Grant payment for a Grant Period that includes a Company Adjustment is required only to the extent the Company received a prior Annual Grant payment attributable to Sales Tax Receipts affected by the Company Adjustment and the City is or will be obligated to repay the State of Texas (including by payment, credit, or offset) such prior Sales Tax Receipts. If any Payment Request is affected by a Company Adjustment, the Company shall provide the City as part of the Payment Request a copy of any amended sales and use tax report or return, refund claim, or other report that gives rise to such Company Adjustment and the approval thereof by the State of Texas. The provisions of this Section 3.1(c) shall survive termination of this Agreement until the end of the State of Texas audit period for the last year of the Grant Period. (d) Comptroller-Initiated Adjustments to Prior Periods’ Sales and Use Tax - General. In the event (i) the State of Texas determines that the City erroneously received Sales Tax Receipts, or that the amount of Sales Tax Receipts paid to the City exceeds (or is less than) the correct amount of Sales Tax Receipts for a previous Grant Period for which the Company has Page 7 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) received an Annual Grant (a “Sales Tax Receipts Adjustment”), and (ii) the City pays to or receives from the State of Texas the amount of a Sales Tax Receipts Adjustment, whether by payment, credit, or offset, then (iii) the City shall adjust (up or down, depending on the facts) the amount due for the Annual Grant payment for the Grant Period that includes such Sales Tax Receipts Adjustment by treating the positive or negative Sales Tax Receipts Adjustment as Sales Tax Receipts. If a Sales Tax Receipts Adjustment exceeds the Annual Grant amount for the Grant Period that includes the Sales Tax Receipts Adjustment (such excess being the “Adjustment Amount”), the Adjustment Amount shall be applied by the City against one or more subsequent Annual Grant amounts until it is fully offset. In the event that there are not sufficient subsequent Annual Grant amounts to fully offset the Adjustment Amount, the Company shall pay to the City the portion of the Adjustment Amount that is not offset within sixty (60) days after the receipt of an invoice therefor from the City. As a condition precedent to an adjustment of an Annual Grant amount or payment of an Adjustment Reimbursement pursuant to this Section 3.1(d), the City shall provide the Company with a copy of a final determination of a Sales Tax Receipts Adjustment by the State of Texas. The provisions of this Section 3.1(d) shall survive termination of this Agreement until the end of the State of Texas audit period for the last year of the Grant Period. (e) Comptroller Challenge to City Tax Sourcing. Subject to the provisions of this Section 3.1(e), the City’s obligation to pay the Annual Grants shall terminate on the effective date of a final determination by the State of Texas or other appropriate agency or court of competent jurisdiction that is non-appealable or no longer appealable that the Leased Premises are not a place of business resulting in Sales and Use Taxes being due to the City from the sale of Taxable Items by Retailers at the Leased Premises. In the event the State of Texas or any other governmental or private person seeks to invalidate the Retailers’ characterization of the Leased Premises as a place of business at which Consummation of the sale of Taxable Items occur (the “Comptroller Challenge”), the Company shall not be required as a result of the pendency of the Comptroller Challenge to return or refund the Annual Grants previously received from the City provided the Company and/or the City is actively defending against and/or contesting the Comptroller Challenge. In the event (i) the Comptroller Challenge is not resolved favorably to the City and/or in the event the State of Texas determines in a ruling or determination that is non- appealable or no longer appealable that the Leased Premises is not a place of business at which Consummation of the sale of Taxable Items occurs, and (ii) if Sales Tax Receipts previously paid or allocated to the City by the State of Texas relating to the sale of Taxable Items at the Leased Premises are reversed as a result of the Comptroller Challenge and are to be repaid by the City to the State of Texas, whether by payment, credit, or offset, then (iii) the Company shall refund all Annual Grants received by the Company from the City to the extent such Annual Grants were attributable to Sales Tax Receipts required to be repaid by the City as a result of the Comptroller Challenge, which refund shall be paid to the City within forty-five (45) days of the date the Comptroller Challenge is final and non-appealable. In the event of any conflict between this Section 3.1(e) and the provisions of Section 3.1(d) of this Agreement, this Section 3.1(e) shall apply. The provisions of this Section 3.1(e) shall survive termination of this Agreement until the end of the State of Texas audit period for the last year of the Grant Period. (f) Cooperation in Disputes. If the City receives notice from the State of Texas of any audit or inquiry that may lead to a Sales Tax Receipts adjustment or to a Comptroller Page 8 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) Challenge (a “Tax Dispute”), the City will notify the Company within fourteen (14) days of receipt of such notice and will use its best efforts to cooperate with the Company to contest the Sales Tax Receipts adjustment or Comptroller Challenge. To the greatest extent allowed by applicable law, the City will allow the Company or its designated representatives the right to be responsible for all aspects of contesting a Tax Dispute. 3.2 Current Revenue. The Annual Grants made hereunder shall be paid solely from lawfully available funds that have been appropriated by the City. The Annual Grants shall be paid solely from annual appropriations from the general funds of the City or from such other funds of the City as may be legally set aside for such purpose consistent with Article III, Section 52(a) of the Texas Constitution. Further, the City shall not be obligated to pay any commercial bank, lender or similar institution for any loan or credit agreement made by Company. None of the City’s obligations under this Agreement shall be pledged or otherwise encumbered in favor of any commercial lender and/or similar financial institution. 3.3 Grant Limitations. Under no circumstances shall the obligations of the City hereunder be deemed to create any debt within the meaning of any constitutional or statutory provision; provided; however, the City agrees during the term of this Agreement to make a good faith effort to appropriate funds each year to pay the Annual Grant for the then ensuing fiscal year. 3.4. Indemnification. THE COMPANY AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY, ITS OFFICERS, AGENTS AND EMPLOYEES (COLLECTIVELY THE “CITY”) HARMLESS FROM AND AGAINST ANY AND ALL REASONABLE LIABILITIES, DAMAGES, CLAIMS, LAWSUITS, JUDGMENTS, ATTORNEY FEES, COSTS, EXPENSES, AND DEMANDS BY THE STATE OF TEXAS THAT THE CITY HAS BEEN PAID ERRONEOUSLY, OR OVER-PAID OR INCORRECTLY ALLOCATED SALES AND USE TAX ATTRIBUTED TO THE SALE OF TAXABLE ITEMS BY THE RETAILERS AT THE LEASED PREMISES OR IN THE CITY FOR ANY GRANT PERIOD AS THE RESULT OF THE FAILURE OF THE COMPANY TO MAINTAIN A PLACE OF BUSINESS AT THE LEASED PREMISES OR IN THE CITY, OR AS A RESULT OF ANY ACT OR OMISSION OR BREACH OR NON-PERFORMANCE BY COMPANY UNDER THIS AGREEMENT EXCEPT THAT THE INDEMNITY PROVIDED HEREIN SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE ACTIONS OR OMISSIONS OF THE CITY. CITY AGREES THAT COMPANY HAS THE RIGHT TO TAKE OVER AND MANAGE THE DEFENSE OF ANY CLAIM FOR WHICH CITY SEEKS INDEMNIFICATIONS. NOTWITHSTANDING ANY OTHER PROVISION IN THIS AGREEMENT, COMPANY WILL NOT BE REQUIRED TO INDEMNIFY CITY FOR ANY SETTLEMENTS REACHED WITH RESPECT TO A THIRD PARTY CLAIM UNLESS COMPANY HAS PROVIDED ITS PRIOR WRITTEN CONSENT FOR SUCH SETTLEMENT. MOREOVER, COMPANY SHALL NOT BE LIABLE FOR INCIDENTAL OF CONSEQUENTIAL DAMAGES. THE PROVISIONS OF THIS SECTION ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY. IT BEING THE INTENTION OF THE PARTIES THAT THE COMPANY SHALL BE RESPONSIBLE FOR THE REPAYMENT OF ANY ANNUAL GRANTS PAID TO THE Page 9 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) COMPANY HEREIN COMPUTED WITH RESPECT TO SALES AND USE TAX RECEIPTS THAT THE STATE OF TEXAS HAS DETERMINED WERE ERRONEOUSLY PAID, DISTRIBUTED, OR ALLOCATED TO THE CITY, THE COMPANY SHALL NOT BE RESPONSIBLE FOR THE PAYMENT OR REPAYMENT TO THE CITY OF ANY SALES TAX RECEIPTS THAT THE CITY IS REQUIRED TO REPAY TO THE STATE OF TEXAS IN EXCESS OF ANY ANNUAL GRANT AMOUNTS RECEIVED BY THE COMPANY ATTRIBUTABLE TO SALES TAX RECEIPTS THAT THE STATE OF TEXAS DETERMINES WERE ERRONEOUSLY PAID, DISTRIBUTED, OR ALLOCATED TO THE CITY AND THAT THE CITY IS OR WILL BE OBLIGATED TO REPAY TO THE STATE OF TEXAS. THE PROVISIONS OF THIS SECTION 3.4 SHALL SURVIVE TERMINATION OF THIS AGREEMENT UNTIL THE END OF THE STATE OF TEXAS AUDIT PERIOD FOR THE LAST YEAR OF THE GRANT PERIOD. THE COMPANY SHALL MAINTAIN SUFFICIENT ASSETS TO FULFILL ITS INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, BUT THE COMPANY SHALL NOT BE OBLIGATED TO MAINTAIN ANY SPECIFIC CASH RESERVES. Article IV Conditions to Annual Grants The obligation of the City to pay the Annual Grants shall be conditioned upon the compliance and satisfaction by the Company of the terms and conditions of this Agreement and each of the conditions set forth in this Article IV. 4.1 Payment Request. The Company shall, as a condition precedent to the payment of each Annual Grant, timely provide the City with the applicable Payment Request. 4.2 Good Standing. The Company shall not have an uncured material breach or default of this Agreement. 4.3 Sales Tax Certificate. As a condition to the payment of each Annual Grant hereunder, the City shall have received a Sales Tax Certificate for the applicable Grant Period for which payment of an Annual Grant is requested. The City shall have no duty to calculate the Sales Tax Receipts or determine the entitlement of the Company to any Annual Grant, or pa y any Annual Grant during the term of this Agreement until such time as the Company has provided the City with a Sales Tax Certificate. The City may, but is not required to, provide Company with a form for the Sales Tax Certificate required herein. At the request of the City, the Company shall provide such additional documentation as may be reasonably requested by the City to evidence, support and establish the Sales Tax Receipts (including Sales and Use Tax paid directly to the State of Texas pursuant to a direct payment permit) received by the City from the State of Texas. The Sales Tax Certificate shall at a minimum contain, include or be accompanied by the following: a. Schedule detailing the amount of total sales and the amount of Sales and Use Tax collected and paid to the State of Texas as a result of the sale of Taxable Items by the Company and Company Affiliates Consummated at the Leased Premises for the Grant Period; Page 10 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) b. A schedule detailing the amount of total purchases and the amount of Sales and Use Tax paid directly or through vendors to the State of Texas as a result of the purchase of Taxable Items by the Company or a Company Affiliate Consummated at the Leased Premises for the Grant Period; c. A schedule detailing the amount of Sales and Use Tax paid by any person in connection with the construction of the Leased Premises; b. A copy of all sales and use tax returns and reports, sales and use tax prepayment returns, direct payment permits and reports, including amended sales and use tax returns or reports, filed by the Company or a Company Affiliate for the Grant Period showing the Sales Tax Receipts, which returns and reports may be redacted to remove information not relevant to the determination of the Sales Tax Receipts; c. A copy of all direct payment and self-assessment returns, if any, including amended returns, filed by the Company or a Company Affiliate for the Grant Period showing the Sales Tax Receipts, which returns and reports may be redacted to remove information not relevant to the determination of the Sales Tax Receipts; f. Documentation adequate to substantiate the amount of any Sales Tax Receipts that are not included in a Sales Tax Area Report or in a Sales and Use Tax return or report filed by the Company or a Company Affiliate; g. The Company Affiliate List; and h. Documentation required by other provisions of this Agreement. The City agrees to request from the State of Texas monthly Sales Tax Area Reports. To the extent allowed by applicable law, the City will provide copies of such Sales Tax Area Reports to the Company within ten (10) business days after receipt by the City. The Company agrees to provide any release or releases to the City necessary to allow the State of Texas to provide the Sales Tax Area Reports or to disclose the Sales and Use Tax information pertaining to the sale or purchase of Taxable Items by Company and Company Affiliates at the Leased Premises during the term of this Agreement; provided that the Company may specify in any such releases that the information must first be provided to the Company to enable the Company to redact information not relevant to the determination of the Sales Tax Receipts. 4.4 Minimum Sales Tax Receipts. As a condition precedent to the payment of each Annual Grant hereunder, the City shall have received Sales Tax Receip ts of at least One Thousand Dollars ($1,000) for the applicable Grant Period. If the required minimum Sales Tax Receipts are not achieved for a given Grant Period the Company shall forfeit its right to the Annual Grant for such Grant Period, but such failure shall not be an event of default subject to termination and recapture as provided in Article V hereof. Page 11 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) 4.5 Required Use. During the period beginning on the Effective Date and continuing until the Expiration Date, the Leased Premises shall not be used for any purpose other than the Required Use, and the operation of the Leased Premises in conformance with the Required Use shall not cease for more than thirty (30) continuous days except in connection with, and to the extent of an event of Force Majeure, a casualty to the Leased Premises preventing the Company from using the Leased Premises for the Required Use, or a temporary cessation of operations for a business purpose related to and consistent with the Company’s use of the Leased Premises for the Required Use, such as temporary cessation of operations to remodel or modernize the Leased Premises. 4.6 Lease. The Company shall have entered into the Lease on or before December 31, 2016, and the Company shall occupy the Leased Premises on or before December 31, 2017; provided, however, such dates shall be extended as reasonably necessary if the Company’s entry into the Lease or its occupancy of the Leased Premises is delayed by an event of Force Majeure, a delay in the construction of the Premises, or other unforeseen delays for reasonable cause. 4.7 Continuous Occupancy. Company shall, beginning on the Lease Inception Date and continuously thereafter until the Expiration Date, continuously lease and occupy or own and occupy the Leased Premises. Notwithstanding the foregoing, during the period beginning on the Lease Inception Date and continuing until the Expiration Date, the operation of the Leased Premises shall not cease for more than thirty (30) continuous days except in connection with, and to the extent of an event of Force Majeure, a casualty to the Leased Premises preventing the Company from using the Leased Premises for the Required Use, or a temporary cessation of operations for a business purpose related to and consistent with the Company’s use of the Leased Premises for the Required Use, such as temporary cessation of operations to remodel or modernize the Leased Premises. Article V Termination 5.1 Termination. This Agreement shall terminate upon any one of the following: (a) by written agreement of the parties; (b) Expiration Date; (c) by either party upon written notice of termination in the event the other party breaches any of the terms or conditions of this Agreement in any material respect and such breach is not cured within forty-five (45) days after the non-breaching party sends written notice to the breaching party of such breach; (d) by the Company, upon written notice of termination, without breach and effective immediately if the Lease terminates according to its terms, if the Lease is not renewed or extended at the end of the Lease term, or if the Company remains a lessee under the Lease but discontinues active Page 12 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) business operations at the Leased Premises, or otherwise in the Company’s discretion; (e) by the City, upon written notice of termination, if Company suffers an event of Bankruptcy or Insolvency; (f) by the Company, upon written notice of termination, if the City suffers an event of Bankruptcy or Insolvency; (g) by the City, upon written notice of termination, if any Impositions owed to the City or the State of Texas by Company shall become delinquent; provided, however, (i) the City shall provide the Company notice within thirty (30) days of learning of any Impositions it believes are owed by the Company and have become delinquent; (ii) the Company shall have an opportunity to cure such delinquent Impositions in the same cure period as provided for breaches of this Agreement under Section 5.1(c) of this Agreement; and (iii) the Company retains the right to timely and properly protest and contest any such Impositions and no Imposition shall be considered delinquent during any period that the Company is pursuing any rights to protest or contest such Imposition; or (h) by either party, upon written notice of termination, if any subsequent Federal or State legislation or any decision of a court of competent jurisdiction declares or renders this Agreement invalid, illegal or unenforceable. 5.2 Right of Offset. The City may, at its option, offset any amounts due and payable under this Agreement against any debt (including taxes) lawfully due to the City from the Company, regardless of whether the amount due arises pursuant to the terms of this Agreement or otherwise; provided, however (i) the City shall provide the Company notice within thirty (30) days of determining that any debt is believed lawfully due to the City from the Company; (ii) the Company shall have an opportunity for no less than forty-five (45) days to resolve or pay such debt to City before any offset to amounts payable under this Agreement may occur; and (iii) the Company retains all rights to contest whether or in what amount any debt is owed to the City, and the City may not offset any asserted amount of debt owed b y the Company against amounts due and owing under this Agreement during any period during which the Company is contesting whether such amount of debt is due and owing. Article VI Waiver of Immunity 6.1 Waiver of Immunity. Notwithstanding anything to the contrary herein, the City and the Company acknowledge and agree that this Agreement is subject to the provisions of Subchapter I of Chapter 271, Texas Local Government Code, as amended. The City agrees that its immunity from suit is waived for the purpose of adjudicating a claim for breach of this Agreement, which is subject to the terms and conditions of Subchapter I of Chapter 271, Texas Local Government Code, as amended. Page 13 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) Article VII Miscellaneous 7.1 Binding Agreement. The terms and conditions of this Agreement are binding upon the successors and permitted assigns of the parties hereto. This Agreement may not be assigned without the express written consent of the City Manager, which shall not be unreasonably withheld, except that Company may assign this Agreement to Company Affiliates or in connection with any merger, reorganization, sale of all or substantially all of Company’s assets or any similar transaction. 7.2 Revenue Sharing Agreement. The City hereby designates this Agreement as a revenue sharing agreement, thereby entitling the City to request sales tax information from the State of Texas, pursuant to Texas Tax Code, Section 321.3022. 7.3 Limitation on Liability. It is understood and agreed between the parties that the Company, in satisfying the conditions of this Agreement, has acted independently, and the City assumes no responsibilities or liabilities to third parties in connection with these actions. 7.4 No Joint Venture. It is acknowledged and agreed by the parties that the terms hereof are not intended to and shall not be deemed to create a partnership or joint venture among the parties. 7.5 Authorization. Each party represents that it has full capacity and authority to grant all rights and assume all obligations that are granted and assumed under this Agreement. 7.6 Notice. Any notice required or permitted to be delivered hereunder shall be deemed received three (3) days thereafter sent by United States Mail, postage prepaid, certified mail, return receipt requested, addressed to the party at the address set forth below or on the day actually received if sent by nationally recognized overnight courier service, facsimile with electronic confirmation, or otherwise hand delivered. Each party may update its contact information by notice to the other. Routine business and technical correspondence must be in English, and may be in electronic form. All legal notices given under this Agreement must be written, in non-electronic form, and in English, and will be effective when received. If intended for the City, to: Attn: City Manager City of Coppell, Texas 255 Parkway Boulevard P.O. Box 9478 Coppell, Texas 75019 With a copy to: Peter G. Smith Nichols, Jackson, Dillard, Hager & Smith, L.L.P. 1800 Ross Tower 500 North Akard Dallas, Texas 75201 Page 14 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) If intended for the Company, to: Amazon.com.kydc LLC 410 Terry Avenue North Seattle, Washington 98109 Attn: Director of Economic Development Fax: (206) 266-7010 Email: economicdevelopment@amazon.com With a copy to: Amazon.com, Inc. 410 Terry Avenue North Seattle, Washing 98109 Attn: General Counsel (Real Estate) Fax: (206) 266-7010 Email: contracts-legal@amazon.com 7.7 Entire Agreement. This Agreement is the entire Agreement between the parties with respect to the subject matter covered in this Agreement. There is no other collateral oral or written Agreement between the parties that in any manner relates to the subject matter of this Agreement. 7.8 Governing Law. The Agreement shall be governed by the laws of the State of Texas without regard to any conflict of law rules. Exclusive venue for any action concerning this Agreement shall be in the State District Court of Dallas County, Texas. The parties agree to submit to the personal and subject matter jurisdiction of said court. 7.9 Amendment. This Agreement may only be amended by the mutual written agreement of the parties. 7.10 Legal Construction. 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 affect other provisions, and it is the intention of the parties to this Agreement that in lieu of each provision that is found to be illegal, invalid, or unenforceable, a provision shall be added to this Agreement which is legal, valid and enforceable and is as similar in terms as possible to the provision found to be illegal, invalid or unenforceable. 7.11 Recitals. The recitals to this Agreement are incorporated herein. 7.12 Counterparts. This Agreement may be executed in counterparts. Each of the counterparts shall be deemed an original instrument, but all of the counterparts shall constitute one and the same instrument. 7.13 Survival of Covenants. Any of the representations, warranties, covenants, and obligations of the parties, as well as any rights and benefits of the parties, pertaining to a period of time following the termination of this Agreement shall survive termination. 7.14 Employment of Undocumented Workers. During the term of this Agreement the Company agrees not to knowingly employ any undocumented workers and if convicted of a violation under 8 U.S.C. Section 1324a (f), the Company shall repay the amount of the Annual Grants and any other funds received by the Company from the City pursuant to this Agreement as of the date of such violation within 120 days after the date the City notifies the Company of such conviction, plus interest at the rate of 4% compounded annually from the date of violation Page 15 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) until paid. The Company is not liable for a violation of this section in relation to any workers employed by a subsidiary, affiliate, or franchisee of the Company or by a person with whom the Company contracts. 7.15 Conditions Precedent. This Agreement is subject to and the obligations of the Parties are contingent upon the Company delivering to the City the Company Notice to Proceed within the Eligibility Period. 7.16. Confidentiality/Information Security. The City will use adequate safeguards to maintain the security and confidentiality of all materials, communications, data and information related to this Agreement or supplied by the Company in connection with this Agreement. The City’s staff, representatives and agents will exercise the utmost discretion in oral and written communications regarding the project and will provide information internally only to those individuals who need the information to facilitate the parties’ performance under this Agreement. The City will use adequate physical and technical measures to maintain the security of all electronic and tangible records relating to this Agreement. The City agrees to promptly notify the Company in the event the City experiences a security breach that could have impacted any electronic or tangible records relating to this Agreement. The City acknowledges and agrees that the Company must comply with its information security policies in performing its obligations under this Agreement and that to the extent the Company is required to deliver certain sensitive information in connection with this Agreement, the Company may deliver such information in password protected and encrypted files. The City shall endeavor to notify the Company within five (5) business days after receiving any Public Information Act request that seeks disclosure of information provided by or concerning the Company or a Company Affiliate, and the parties will reasonably cooperate to determine whether or to what extent the requested information may be released without objection and without seeking a written opinion of the Texas Attorney General. The City shall, if reasonable under the Public Information Act or other applicable law, take the position that any information responsive to a Public Information Act request relating to the Company or a Company Affiliate that the parties do not mutually agree to release without objection is information not subject to release to the public pursuant to Section 552.110 of the Texas Government Code, or other applicable law. The City shall, if reasonably supported by applicable law, seek a written opinion from the Texas Attorney General raising any applicable exception to release of such information prior to any release to a third party under the Texas Public Information Act. If the City seeks a written opinion from the Texas Attorney General pursuant to Section 552.305 of the Texas Government Code, the City may require the Company to draft and submit to the Texas Attorney General the substantive comments or arguments in support of such opinion request. The City shall provide the Company timely notice and an opportunity to review and comment on any opinion request submitted by the City. The City agrees that any non-public information learned or disclosed in connection with its review of the Sales Tax Certificate or any related materials is to be treated as confidential information of the Company and subject to the security, nondisclosure and nonuse obligations under this Section. Information, documents and materials that do not constitute public records Page 16 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) under Chapter 552 of the Texas Government Code or are exempt from disclosure under Section 552.110 of the Texas Government Code learned by the City in connection with this Agreement shall be treated as confidential information of the Company, and the City agrees to maintain the confidentiality of such information to the maximum extent permitted by applicable law. Information, documents and materials provided by the Company that constitute public records under Section 552.110 of the Texas Government Code shall be treated as described in this Section of this Agreement. Notwithstanding the foregoing or any other provision of this Agreement, the Company shall not be required to disclose, permit the inspection of or examination of, or discuss, any document, information or other matter that (a) constitutes trade secrets or proprietary information, (b) in respect of which disclosure is prohibited by law or any binding agreement or (c) is subject to attorney-client or similar privilege, employee privacy or constitutes attorney work product. (Signature Page to Follow) Page 17 Economic Development Incentive Agreement Sales Tax Sharing City of Coppell and Amazon.com.kydc LLC (77171) EXECUTED on this _______ day of _____________________, 2016. CITY OF COPPELL, TEXAS By: Karen Selbo, Mayor Attest: By: Christel Pettinos, City Secretary Approved as to Form: By: City Attorney EXECUTED this the _________ day of ______________________, 2016. AMAZON.COM.KYDC LLC By: Name: Title: Date: Master City of Coppell, Texas 255 Parkway Boulevard Coppell, Texas 75019-9478 File Number: 2016-2813 File ID: Type: Status: 2016-2813 Agenda Item Council Committee Reports 1Version: Reference: In Control: City Secretary 05/16/2016File Created: 05/24/2016Final Action: Council Committee ReportsFile Name: Title: A.North Texas Council of Governments - Mays B.North Texas Commission - Franklin/Yingling C.Historical Society - Long Notes: Agenda Date: 05/24/2016 Agenda Number: Sponsors: Enactment Date: Attachments: Enactment Number: Hearing Date: Contact: Effective Date: Drafter: History of Legislative File Action: Result: Return Date: Due Date: Sent To: Date: Acting Body: Ver- sion: 1 05/24/2016City Council A) Councilmember Gary Roden reported on the Dallas Regional Mobility Coalition. Mayor Hunt stepped down as an Executive Committee Member and Treasurer. Guest speaker Glenn Hager, Texas Comptroller, spoke about projected revenues and local taxation issues, and what to expect in the next legislative session. Vick Vandergriff, Commissioner for TXDOT, also spoke about the need for increased funding for transportation. B) Councilmember Hill updated the Council on Metrocrest Community Clinic. A free eye clinic was held in March and will be offered again in July. MCC has partnered with UT Southwestern Medical Center to add a 24-hour nurse line. With Christian Community Action closing their clinic, MCC has agreed to see 25% of its patients. C) Councilmember Hill also reported on Metrocrest Services. Sack Summer Hunger for Kids has begun and feeds 200 kids in Coppell. Just $54 will feed a child a kid-friendly meal for the entire summer. If you are interested in volunteering or donating, please see their website. Also, Frost Bank is partnering with Metrocrest Services to offer free checking accounts for the first $100 saved. The North Texas Food Bank offered a grant to Metrocrest Services to stock and update the Food Pantry. With a 37% increase in requests (186 families/446 individuals served), this will aid with overall food distribution. Finally, SPAN reported a 16% increase in ridership in the 3rd quarter. Action Text: 1 06/14/2016City Council Page 1City of Coppell, Texas Printed on 6/26/2017 Master Continued (2016-2813) A. Mayor Pro Tem Wes Mays announced he will be attending the North Texas Council of Governments General Assembly in Hurst on June 17th, along with several other members of the City Staff. The speaker will be from Rice University followed by the annual awards presentations. B. Councilmember Nancy Yingling announced that the deadline for the Leadership North Texas application is June 17th. She advised that the North Texas Commission is searching for a President and CEO with the help of the firm of Whitney Smith Company leading the search. The NTC is bringing the discussion of opiod addiction to the table at the Points Lunch on July 15th for a panel discussion with Dr. Paul Hane with BCBS, and Barkley Burdan of Texas Health Resources. The 45th Annual Member's Luncheon is September 15th with Dana Perinno, former White House Press Secretary for President George W. Bush. She will speak on the attributes needed by a leader and how communication is key in critical situations. C. Councilmember Cliff Long reported the Infeldt House is coming along and completion is expected by the end of the month. He advised a Historical Marker will be placed to show where the first water well and horse-watering trough were in downtown Coppell. Action Text: Text of Legislative File 2016-2813 Title A.North Texas Council of Governments - Mays B.North Texas Commission - Franklin/Yingling C.Historical Society - Long Summary Fiscal Impact: Staff Recommendation: Goal Icon: Sustainable City Government Business Prosperity Community Wellness and Enrichment Sense of Community Special Place to Live Page 2City of Coppell, Texas Printed on 6/26/2017