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CP 2002-07-25 NOTICE OF SPECIAL CITY COUNCIL MEETING AND AGENDA JULY 25, 2002 CANDY SHEEHAN, DOUG STOVER, Place 5 Mayor Mayor Pro Tem TIM BRANCHEAU, Place 1 MARSHA TUNNELL, Place 4 JAYNE PETERS, Place 2 DAVE HERRING, Place 6 DIANA RAINES, Place 3 BILL YORK, Place 7 JIM WITT, City Manager MEETING TIME AND PLACE: Work Session 6:00 p.m. 1st Fl. Conf. Room (Open to the Public) Regular Session Immediately Following Council Chambers (Open to the Public) Budget Work Session Immediately Following 2nd Fl. Conf. Room (Open to the Public) Regular Session Immediately Following Council Chambers (Open to the Public) Notice is hereby given that the City Council of the City of Coppell, Texas will meet in Special Called Session on Tuesday, July 25, 2002, at 6:00 p.m. for Work Session, followed by Regular Session, followed by Budget Work Session, followed by Regular Session, 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 reser ves the right to reconvene, recess or realign the Work Session or called Executive Session or order of business at any time prior to adjournment. The purpose of the meeting is to consider the following items: ITEM # ITEM DESCRIPTION REGULAR SESSION (Open to the Public) 1. Call to order. ag072502 Page 1 of 4 ITEM # ITEM DESCRIPTION WORK SESSION (Open to the Public) 2. Convene Work Session A. Discussion regarding Board/Commission Process. B. Discussion regarding Agenda Items. REGULAR SESSION (Open to the Public) 3. Invocation. 4. Pledge of Allegiance. 5. Consider approval of a proclamation proclaiming “National Night Out” on Tuesday, August 6, 2002, and providing City Council Suppor t and Endorsement of National Night Out festivities and authorizing the mayor to sign. 6. Citizen's Appearances. CONSENT AGENDA 7. Consider approval of the following consent agenda items: A. Consider approval of minutes: July 9, 2002. B. Consider the approval of a contract with Impact Resources for the purchase and implementation of a software solution for the planning, inspections and development service functions in the amount of $83,790 as requested in the FY 2002 budget, and authorizing the City Manager to sign. C. Consider approval of the application for the Telecommunications Infrastructure Fund grant in the amount of $92,790.00 in TIF funds with a City matching funds component not to exceed $9,556.00 for the William T. Cozby Public Library; and authorizing the Mayor, City Manager and the Finance Officer to sign. D. Consider approval of bid for Group Life and Accidental Death and Dismemberment to be awarded to Mutual of Omaha in the amount of $ 52,622.42 effective October 1, 2002; and authorizing the City Manager to sign. E. Consider approval of amending and restating the Tax Abatement Agreement between the City of Coppell and Crestside Facilities ag072502 Page 2 of 4 ITEM # ITEM DESCRIPTION Corporation dated December 14, 2000, and authorizing the Mayor to sign. END OF CONSENT 8. Consider approval of a professional service contract for audit services for the Fiscal Year 2002, Fiscal Year 2003, and Fiscal Year 2004 and authorizing the City Manager to sign. BUDGET WORK SESSION (Open to the Public) 9. Convene Budget Work Session A. Final Valuation. B. General Fund Changes. C. Final Fund Balance Walkforward. D. Discussion regarding covered storage at Ser vice Center. E. Quar terly Repor t. REGULAR SESSION (Open to the Public) 10. Consider approval of a Change Order to the Texas Unified Constructors contract for the construction of the new Service Center, to add a Covered Equipment Shelter, in an amount not to exceed $113,963.00, and authorizing the City Manager to sign. 11. Necessary action resulting from Work Session. Adjournment. ____________________________________ Candy Sheehan, Mayor ag072502 Page 3 of 4 CERTIFICATE I cer tify that the above Notice of Meeting was posted on the bulletin board at the City Hall of the City of Coppell, Texas on this _________ day of _________________, 2002, at __________________. ____________________________________ Libby Ball, City Secretar y DETAILED INFORMATION REGARDING THIS AGENDA IS AVAILABLE ON THE CITY'S WEBSITE (www.ci.coppell.tx.us) UNDER PUBLIC DOCUMENTS, COUNCIL PACKETS. PUBLIC NOTICES STATEMENT FOR ADA COMPLIANCE The City of Coppell acknowledges its responsibility to comply with the Americans With Disabilities Act of 1990. Thus, in order to assist individuals with disabilities who require special services (i.e. sign interpretative services, alternative audio/visual devices, and amanuenses) for participation in or access to the City of Coppell sponsored public programs, services and/or meetings, the City requests that individuals make requests for these services forty-eight (48) hours ahead of the scheduled program, service and/or meeting. To make arrangements, contact Vivyon V. Bowman, ADA Coordinator or other designated official at (972) 462-0022, or (TDD 1-800-RELAY, TX 1-800-735-2989). IN COMPLIANCE WITH CITY OF COPPELL ORDINANCE NO. 95724 Carrying of a concealed handgun on these premises or at any official political meeting in the City of Coppell is illegal. Es ilegal llevar consigo un arma de fuego oculta, adentro de este edificio, o en cualquier junta oficial de politica en la ciudad de Coppell. ag072502 Page 4 of 4 AG EN DA R EQU EST FO R M ITEM # WS-2 CITY COUNCIL MEETING: July 25, 2002 WORK SESSION A. Discussion regarding Board/Commission Process. B. Discussion of Agenda Items. CITY MANAGER'S REVIEW: AGE N DA R E QU E S T FO R M ITEM # 5 CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of a proclamation proclaiming “National Night Out” on Tuesday, August 6, 2002, and providing City Council Support and Endorsement of National Night Out festivities and authorizing the mayor to sign. SUBMITTED BY: Roy L. Osbor ne TITLE: Chief of Police STAFF COMMENTS: On Tuesday, August 6th, neighborhoods throughout Coppell are being invited to join forces with thousands of communities nationwide for the “19th Annual National Night Out” crime and dr ug prevention event. National Night Out, which is sponsored by the National Association of Town Watch and co- sponsored locally by the Coppell Police Department, will involve over 9,500 communities from all 50 states. In all, over 32 million people are expected to participate in ‘America’s Night Out Against Crime’ on Aug. 6th. National Night Out is designed to: (1) Heighten crime and dr ug prevention awareness; (2) Generate support for, and participation in, local anti-crime effor ts; (3) Strengthen neighborhood spirit and police- community partnerships; and (4) Send a message to criminals letting them know neighborhoods are organized and fighting back. From 7:00 to 10:00 p.m. on August 6th, residents in neighborhoods throughout Coppell and across the nation are asked to lock their doors, tur n on outside lights and spend the evening outside with neighbors and police. A light on every porch in ever y neighborhood is a beacon to a better tomorrow. Many neighborhoods throughout Coppell will be hosting a variety of special events such as block parties, cookouts, flashlight walk, visits from police, and youth activities to show their support of the National Night Out crime prevention event. It is anticipated that various news media will also be participating in this important endeavor. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: )nno.doc Proclamation WHEREAS, The National Association of Town Watch is sponsoring the 19th Annual edition of an important nationwide crime and drug prevention event on August 6, 2002, called “National Night Out;” and WHEREAS, The “19th Annual National Night Out” provides a unique opportunity for Coppell, Texas to join forces with thousands of other communities across the country in promoting cooperative police and community drug prevention efforts; and WHEREAS, It is essential that all citizens of Coppell, Texas be aware of the importance of crime prevention programs and the impact that their participation can have on reducing crime, drugs, and violence in Coppell, Texas; and WHEREAS, Police-Community partnerships, neighborhood awareness and safety, and cooperation are important themes of the “National Night Out” program; and WHEREAS, Neighborhood Crime Watch plays a vital part in assisting the Coppell Police Department through joint crime prevention efforts in Coppell. NOW, THEREFORE, I, Candy Sheehan, Mayor of the City of Coppell, do hereby proclaim Tuesday, August 6, 2002 as “National Night Out” in the City of Coppell, Dallas County, Texas. IN WITNESS THEREOF, I have set my hand and caused the seal of the City of Coppell to be affixed this ___________ day of July 2002. ____________________________________ Candy Sheehan, Mayor ATTEST: ____________________________________ Libby Ball, City Secretary AG EN DA R EQU EST FO R M ITEM # 6 CITY COUNCIL MEETING: July 25, 2002 CITIZENS' APPEARANCES ORDINANCE NO. 2001-964 AN ORDINANCE OF THE CITY OF COPPELL, TEXAS, ESTABLISHING RULES, TIMES AND PROCEDURES FOR CONDUCTING CITY COUNCIL MEETINGS. BE IT ORDAINED BY THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS, THE FOLLOWING ARE HEREBY ADOPTED AS THE RULES, TIMES AND PROCEDURES FOR CONDUCTING COUNCIL MEETINGS OF THE CITY COUNCIL OF THE CITY OF COPPELL, TEXAS: The City of Coppell Code of Ordinances, Article 1-10 "Rules, Times and Procedures for Conducting City Council Meetings," be, and the same is hereby, amended to read as follows: "ARTICLE 1-10 RULES, TIMES AND PROCEDURES FOR CONDUCTING CITY COUNCIL MEETINGS ". . . 1-10-6.2.1 CITIZENS APPEARANCE Persons wishing to speak on any matter other than an item scheduled for a public hearing on the agenda, must sign a register and list their residence address, provided by the City Secretar y on a table outside the Council Chambers, and such persons may be heard only at the "Citizens Appearance" portion of a regular meeting or special meeting. Each speaker must state his or her name and address of residence. Presentations by individuals during the "Citizens Appearance" shall be limited to two (2) minutes each. An individual speaker's time may be extended for an additional two (2) minutes with the approval of a majority of the Council members present. There shall be a cumulative limit of twenty (20) minutes allotted of any regular or special Council meeting. Those persons who signed up to speak at the "Citizens Appearance" shall be called upon in the order that they have signed the provided register. No personal attacks by any speaker shall be made against any member of the Council, Mayor, individual, group or corporation (Charter Article 3, Section 3.12). AGE N DA R E QU E S T FO R M ITEM # 7/A CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of minutes: July 9, 2002. SUBMITTED BY: Libby Ball TITLE: City Secretary STAFF COMMENTS: BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: %minutes CM070902 Page 1 of 11 MINUTES OF JULY 9, 2002 The City Council of the City of Coppell met in Regular Called Session on Tuesday, July 9, 2002, at 5:30 p.m. in the City Council Chambers of Town Center, 255 Parkway Boulevard, Coppell, Texas. The following members were present: Candy Sheehan, Mayor Doug Stover, Mayor Pro Tem Tim Brancheau, Councilmember Jayne Peters, Councilmember Diana Raines, Councilmember Marsha Tunnell, Councilmember Dave Herring, Councilmember Bill York, Councilmember Also present were City Manager Jim Witt, City Secretary Libby Ball and City Attorney David Dodd. REGULAR SESSION (Open to the Public) 1. Call to order. Mayor Sheehan called the meeting to order, determined that a quorum was present and convened into Executive Session. EXECUTIVE SESSION (Closed to the Public) 2. Convene Executive Session A. Section 551.087, Texas Government Code - Deliberation regarding Economic Development Negotiations. 1. West of Denton Tap. Mayor Sheehan convened into Executive Session at 5:44 p.m. as allowed under the above-stated article. Mayor Sheehan adjourned the Executive Session at 6:05 p.m. and opened the Work Session. CM070902 Page 2 of 11 WORK SESSION (Open to the Public) 3. Convene Work Session A. Discussion of Game Field Ordinance. B. Review of Sandy Lake Road Landscape Plan. C. Discussion of Tennis Project. D. Discussion of Nuisance Complaint Procedures. E. Discussion of Agenda Items. REGULAR SESSION (Open to the Public) 4. Invocation. Pastor Rod Collver of the Coppell First Assembly of God Church led those present in the Invocation. 5. Pledge of Allegiance. Mayor Sheehan led those present in the Pledge of Allegiance. Mayor Sheehan advised they were experiencing audio problems over the government access channel for anyone watching at home. Mayor Sheehan advised that Items 17, 18 and 19 would be move up and heard after Item 11. 6. Consider approval of a proclamation congratulating Kenneth Mayfield on his installation as President of the National Association of Counties, and authorizing the Mayor to sign. Action: Councilmember Tunnell moved to approve a proclamation congratulating Kenneth Mayfield on his installation as President of the National Association of Counties, and authorizing the Mayor to sign. Councilmember Peters seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. CM070902 Page 3 of 11 7. Citizen's Appearances. There was no one signed up to speak under this item. CONSENT AGENDA 8. Consider approval of the following consent agenda items: A. Consider approval of minutes: June 25, 2002. B. Consider acceptance of resignation of Becky Moore from the Keep Coppell Beautiful Committee. Land Use and Development C. Consider approval of an Ordinance for text amendments to Chapter 12, Zoning, of the Code of Ordinances amending Section 12-30-16, to revise requirements for restaurants occupying a lease space/building where there is an existing SUP, and amending Section 12-20-1, deleting Subsection 7, restaurants in office buildings as a permitted use in the O (Office) district, and authorizing the Mayor to sign. Action: Councilmember Tunnell moved to approve Consent Agenda Items A, B, and C carrying Ordinance No. 91500-A-328. Councilmember Peters seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 9. Consider approval of an Ordinance of the City of Coppell, Texas, approving an amendment to Ordinance No. 2001-959, the budget for Fiscal Year October 1, 2001 through September 30, 2002, and authorizing the Mayor to sign. Presentation: Jennifer Armstrong, Finance Director, made a presentation to the Council. CM070902 Page 4 of 11 Action: Councilmember York moved to approve Ordinance No. 2002-1000 approving an amendment to Ordinance No. 2001-959, the budget for Fiscal Year October 1, 2001 through September 30, 2002, and authorizing the Mayor to sign. Councilmember Brancheau seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 10. Consider approval of an Ordinance authorizing the issuance of City of Coppell, Texas General Obligation Refunding and Improvement Bonds, Series 2002, approving an Official Statement, authorizing the execution of a purchase contract and an Escrow Agreement, and making provisions for the security thereof, and ordaining other matters relating to the subject and authorizing the Mayor to sign. Presentation: Jennifer Armstrong, Finance Director, made a presentation to the Council. Boyd London, financial advisor with First Southwest, made a presentation to the Council. Action: Councilmember York moved to approve Ordinance No. 2002-1001 authorizing the issuance of City of Coppell, Texas General Obligation Refunding and Improvement Bonds, Series 2002, approving an Official Statement, authorizing the execution of a purchase contract and an Escrow Agreement, and making provisions for the security thereof, and ordaining other matters relating to the subject and authorizing the Mayor to sign. Mayor Pro Tem Stover seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 11. Consideration of an ordinance authorizing the issuance of City of Coppell, Texas Waterworks and Sewer System Revenue Refunding Bonds, Series 2002, approving an Official Statement, authorizing the execution of a purchase contract, CM070902 Page 5 of 11 and the execution of an Escrow Agreement, and making provisions for the security thereof, and ordaining other matters relating to the subject and authorizing the Mayor to sign. Action: Councilmember York moved to approve Ordinance No. 2002-1002 authorizing the issuance of City of Coppell, Texas Waterworks and Sewer System Revenue Refunding Bonds, Series 2002, approving an Official Statement, authorizing the execution of a purchase contract, and the execution of an Escrow Agreement, and making provisions for the security thereof, and ordaining other matters relating to the subject and authorizing the Mayor to sign. Councilmember Tunnell seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. Items 17, 18 and 19 were considered at this time. See Items 17, 18 and 19 for minutes. 12. Consider approval of the Northlake 635 Business Park, Lot 1, Block D, Site Plan Amendment, to allow the construction of 40 carports over existing parking and 100 additional parking spaces, located at 1234 Lakeshore Drive. Presentation: Gary Sieb, Director of Planning and Community Services, made a presentation to the Council. Action: Councilmember Peters moved to approve the Northlake 635 Business Park, Lot 1, Block D, Site Plan Amendment, to allow the construction of 40 carports over existing parking and 100 additional parking spaces, located at 1234 Lakeshore Drive. Councilmember Brancheau seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. CM070902 Page 6 of 11 13. PUBLIC HEARING: Consider approval of text amendments to Chapter 12, Zoning, of the Code of Ordinances, Sections 12-42-1, 12-31-6, 12-25-1 and 12-26-1 to provide for a definition, parking requirements and districts permitted for an unlisted use of a technology equipment facility. Presentation: Gary Sieb, Director of Planning and Community Services, made a presentation to the Council. Public Hearing: Mayor Sheehan opened the Public Hearing and advised that no one had signed up to speak on this proposal. Action: Councilmember York moved to close the Public Hearing and approve text amendments to Chapter 12, Zoning, of the Code of Ordinances, Sections 12-42-1, 12-31-6, 12-25-1 and 12-26-1 to provide for a definition, parking requirements and districts permitted for an unlisted use of a technology equipment facility and providing the last sentence of 12-41.1 Definitions shall read as follows: "Ancillary uses may include an office for personnel, conference room, back-up power generators, and fuel storage, which shall only be permitted as an accessory use to the back-up power generators." Councilmember Herring seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 14. PUBLIC HEARING: Consider approval of text amendments to Chapter 12, Zoning, of the Code of Ordinances, Sections 12-23-0, 12-23-7 and 12- 30-10 to delete Open Storage as a use permitted by Special Use Permit in C (Commercial) districts. CM070902 Page 7 of 11 Presentation: Gary Sieb, Director of Planning and Community Services, made a presentation to the Council. Public Hearing: Mayor Sheehan opened the Public Hearing and advised that no one had signed up to speak on this proposal. Action: Councilmember Peters moved to close the Public Hearing and approve text amendments to Chapter 12, Zoning, of the Code of Ordinances, Sections 12-23-0, 12-23-7 and 12-30-10 to delete Open Storage as a use permitted by Special Use Permit in C (Commercial) districts. Councilmember York seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 15. PUBLIC HEARING: Consider approval of text amendment to Chapter 12, Zoning of the Code of Ordinance, Section 12-34-8.(B)3. to clarify that landscape islands and trees are not required within truck courts. Presentation: Gary Sieb, Director of Planning and Community Services, made a presentation to the Council. Public Hearing: Mayor Sheehan opened the Public Hearing and advised that no one had signed up to speak on this proposal. Action: Councilmember Peters moved to close the Public Hearing and approve text amendment to Chapter 12, Zoning of the Code of Ordinance, Section 12-34-8.(B)3. to clarify that landscape islands and trees are not required within truck courts. Councilmember Tunnell seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers CM070902 Page 8 of 11 Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 16. Consider approval of an amendment to City Ordinance Chapter 9, Section 9-11-3(P) to provide appropriate times for the closing of specified city parks (Andrew Brown Jr. Community Park (East, West and Central), MacArthur Park, Moore Road Park, Wagon Wheel Park and the Carter Crowley Practice Facility) for public use; providing a repealing clause; providing a severability clause; and providing for an effective date; and authorizing the Mayor to sign. Presentation: Gary Sims, Director of Parks and Leisure Services, made a presentation to the Council. Mayor Sheehan advised there had been a call for Executive Session. EXECUTIVE SESSION (Closed to the Public) Convene Executive Session A. Section 551.071, Texas Government Code - Consultation with City Attorney. Mayor Sheehan convened into Executive Session at 8:10 p.m. as allowed under the above-stated article. Mayor Sheehan adjourned the Executive Session at 8:17 p.m. and resumed with Item 16 of the Regular Session. REGULAR SESSION (Open to the Public) Action: Mayor Pro Tem Stover moved to approve Ordinance No. 2002-1003 stating that it will be unlawful to loiter or remain in a city park at a time when the park is closed to the public except for scheduled athletic events as coordinated through the Parks and Leisure Services Department; lit parks will close at 10:30 p.m. and unlit parks will close at sunset; all parks will open at 6:30 a.m. Councilmember Tunnell seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and CM070902 Page 9 of 11 Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 17. Consider award of Bid No. Q-0502-02 for installation of Denton Creek Trails, to J.M.C. Construction, in an amount not to exceed $492,969.57, and authorizing the City Manager to sign. Presentation: Brad Reid, Assistant Director of Parks and Leisure Services, made a presentation to the Council. Action: Councilmember York moved to approve Bid No. Q-0502-02 for installation of Denton Creek Trails, to J.M.C. Construction, in an amount not to exceed $492,969.57, and authorizing the City Manager to sign. Councilmember Raines seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 18. Presentation by Aaron Barrick regarding proposed tennis courts. Presentation: Aaron Barrick made a presentation to the Council. 19. Consider award of Bid No. Q-0502-01 to Dean Electric, Inc. dba Dean Construction, for the construction of a tennis facility, in an amount not to exceed $1,283,500.68, and authorizing the City Manager to sign. Presentation: Jim Witt, City Manager, made a presentation to the Council. Action: Councilmember Peters moved to approve Bid No. Q-0502-01 to Dean Electric, Inc. dba Dean Construction, for the construction of a tennis CM070902 Page 10 of 11 facility, in an amount not to exceed $1,283,500.68 and the alternate for two (2) additional tennis courts not to exceed $123,590.00 using funds from $450,000.00 as allocated from the CRDC and proceeds from interest from that and the remainder would be from funds approved in the 1999 bond election for parks, and authorizing the City Manager to sign. Councilmember Raines seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 20. Consider approval of an ordinance of the City of Coppell, Texas, amending Section 8-1-3 of the Code of Ordinances by amending the maximum prima facie speed limit for Meadowcreek Road and Rolling Hills Road in the city limits of the City of Coppell; and authorizing the Mayor to sign. Presentation: Ken Griffin, Director of Engineering and Public Works, made a presentation to the Council. Action: Councilmember Peters moved to approve Ordinance No. 2002-1004 amending Section 8-1-3 of the Code of Ordinances by amending the maximum prima facie speed limit for Meadowcreek Road and Rolling Hills Road in the city limits of the City of Coppell; and authorizing the Mayor to sign. Councilmember Tunnell seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 21. Consider approval of the acceptance of payments in consideration of an Economic Development Agreement dated October 13, 1998 and amended September 20, 2000 between the City of Coppell and Verizon. Presentation: Jim Witt, City Manager, made a presentation to the Council. CM070902 Page 11 of 11 Action: Councilmember Peters moved to approve the acceptance of payments in consideration of an Economic Development Agreement dated October 13, 1998 and amended September 20, 2000 between the City of Coppell and Verizon. Councilmember Raines seconded the motion; the motion carried 7-0 with Mayor Pro Tem Stover and Councilmembers Brancheau, Peters, Raines, Tunnell, Herring and York voting in favor of the motion. 22. Necessary action resulting from Work Session. There was no action necessary under this item. 23. Necessary Action Resulting from Executive Session. There was no action necessary under this item. There being no further business to come before the City Council, the meeting was adjourned. _____________________________________ Candy Sheehan, Mayor ATTEST: _________________________________ Libby Ball, City Secretary AGE N DA R E QU E S T FO R M ITEM # 7/B CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider the approval of a contract with Impact Resources for the purchase and implementation of a software solution for the planning, inspections and development service functions in the amount of $83,790 as requested in the FY 2002 budget, and authorizing the City Manager to sign. SUBMITTED BY: Rick Moore TITLE: Director of Information Systems STAFF COMMENTS: Software application suite to automate the business processes used to perform the planning & development, inspections, permitting, and code enforcement functions within the City. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: Funds for this contract have been budgeted in Information Systems, Computer Software. (01-11-01-5001) DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: {ImpactRes-AgendaRequest Interoffice Memorandum To: Jim Witt From: Rick Moore Date: July 15, 2002 Subject: Contract for City Services Software Early last year City staff began reviewing the processes required to provide project planning, review, permitting, inspections, and code enforcement services for the City. The processes currently used to provide these services are almost completely manual. This results in several inefficiencies and difficult internal and external communication of activity or status during the life of the project. The objective for the review was to document our processes and define the detailed requirements for automating some of these functions. As part of the review, key staff members from the various departments visited several local cities to determine what and how automation is being used to address these service areas. The software solution recommended by this request results from a review of the bids we received from our detailed RFP done in May. This software will automate the business functions used to manage the development review process as well as record, track, and report on our development and compliance activity. The application will also allow contractors to schedule and/or check the status of an inspection over the phone without requiring assistance from City staff. This contract provides the benefit of a single vendor solution for the City with extensive experience providing software applications to local governments. The funds for this request were approved and are included in the current year budget. Please let me know if you need any additional information. Corporate DataSystems, Inc.Impact ResourcesGEOTMSAstar, Inc. GeographicaEVALUATION FACTORSExperience, qualifications and support.15% 5 15 15 5 8Evaluated cost15% 5 10 10 8 8Ability to meet the requirements specified under the "Scope of Work"25% 20 25 20 15 17Ability to provide deliverables as specified in the"General Software Requirements."15% 10 12 10 10 15Ability to provide deliverables as specified in the "Specific Software Requirements."30% 10 25 20 20 20Total:50 87 75 58 68%ScaleCITY SERVICES SOFTWAREBID RESPONSES AGE N DA R E QU E S T FO R M ITEM # 7/C CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of the application for the Telecommunications Infrastr ucture Fund grant in the amount of $92,790.00 in TIF funds with a City matching funds component not to exceed $9,556.00 for the William T. Cozby Public Library and authorizing the Mayor, City Manager and the Finance Officer to sign. SUBMITTED BY: Kathleen M. Edwards TITLE: Director Librar y STAFF COMMENTS: See attached memo. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: Funds have been included in the FY 2002-03 budget for the Grant Revenue as well as the expenditures associated with the grant and the City’s 10% required match. Librar y Computer Equipment 01-09-08-5000. DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: +TIFG1 Memorandum To:Mayor and City Council From:Kathleen P. Metz Edwards, Library Director Date:July 15, 2002 Subject: Telecommunications Infrastructure Fund Grant Description the TIF of Grant On May 9, 2002, the Telecommunications Infrastructure Fund Board (TIF Board) announced the availability of approximately $1.5 million in non-competitive grants for Texas libraries that have never benefited directly from a TIF grant, enabling them to participate fully in the Library of Texas and TexShare projects. A library is eligible to apply if it meets the legal definitions of a “public library” as in state statute (Government Code 441.122) and in administrative rule (13TAC 1.73) and has its current and complete legal establishment documents on file at TSLAC prior to the application due date. Eligible applicants are public libraries that have the resources to sustain at least a fractional T-1 (typically between 384 Kbs and 1.544 Mbs) or greater speeds, connection after the grant periods expires, and have never benefited directly from any type of TIF grant. Public libraries that have never received a TIF Board grant are strongly encouraged to apply. Grants will not exceed $100,000 in TIF funds. To date, TIF has invested $64,000,000 in approximately 447 Texas public libraries. Seventy- seven libraries, one of which is the William T. Cozby Public Library, have not applied for nor received this grant. Commitments by Grantees Review and implement Performance Measures. Send at least one person (staff or volunteer) to all required sessions of TIFTech training. Provide in matching funds a minimum of 10% of the funds requested from the TIF Board. Sustain at least a fractional T-1 or faster connection. (The City of Coppell currently funds a full T1 for the library – this will not be an additional cost). Provide free public Internet access in the library. Libraries may impose reasonable restrictions on Internet access, such as time limits or no chat, which apply to all users, and restrict non-residents to Internet access only, but libraries may not charge a fee for non- residents who wish to use the TIF-funded public Internet access. (The William T. Cozby Public Library initiated statewide library card service in March 2001 in anticipation of the Texas State Library’s Direct aid program. The Library received $10,809 in FY01/02 from the state, which went towards the purchase of children’s materials). Develop and implement Internet Access and Acceptable Use policies. (Implemented in 1997 and revised in 2002). Maintain 1) an inventory list of all equipment purchased with TIF Board funds, 2) a detailed general ledger of all TIF Board expenditures, and 3) copies of all contracts initiated as a result of the TIF Board grant project. Provide reports specified in the Grant Management Handbook or any other report, survey, etc. that may be requested by the TIF Board. Assume ongoing telecommunications, hardware, and software costs when the TIF-funded project is completed. (City currently funds a T1 and computer hardware for the library). Description of the William T. Cozby Public Library TIF Grant The library will replace 18 citizen accessible Internet workstations with faster, 19-inch flat screen monitor workstations and three direct support reference workstations. These 21 machines are replacements and do not represent a new service. A state of the art 3M Shelf-check station, which will allow citizens to express checkout materials on their own will also, be included in the grant, as well as an additional networked-printer. The 3M machine will replace the library’s obsolete 3M machine, which will not be maintained by 3M after December 31, 2002. Since the workstations are replacements they will not require additional maintenance support. The ongoing maintenance on the 3M machine will in fact be less than the current model. The second printer will be an additional piece of equipment but it will take pressure off the existing printer, which is under city support and should extend its life. Matching Funds Component The 10% matching funds requirement will be covered through online services funding in the library’s FY 02/03 Budget. Since the Texas State Library has agreed to fund the TexShare databases through August 31, 2003, we can transfer the funds to cover grant requirements. If the TexShare database funding is not re-authorized in the 2003 Legislature, we will have sufficient funding to cover online services in the remaining month (September 2003) of the fiscal year. The matching funds component has been divided so that the TIF grant will fund the UPSes, workstations, and the 3M Self check. All other costs will be covered by the matching funds. This will allow for clear purchase orders and the non-co-mingling of funds. Justification Coppell has not applied for nor received funding from the TIF board in previous years. Most public libraries have taken advantage of the grant and have been funded. Funding for the non- competitive grants is available through SFY 02/03. There is no guarantee that funding with the current criteria will be re-authorized in the next legislative session. Use of the library, especially the online resources, has increased nearly four-fold in the past two years. TIF funding will provide better access to the Internet for both Coppell residents and non-Coppell residents. Citizens will enjoy enhanced Internet Access with the new workstations. The workstations that are replaced will be cascaded throughout the library and city hall, replacing older machines. Since the city has a 36-month workstation replacement schedule, this will delay the city’s purchase of 21 machines by 3 years. Replacing the 3M will actually reduce maintenance cost for the current year. Without this replacement, the city will need to fund a capital replacement at the cost of $27,500. Financial Matters TIF Funds Local Funds Total TIF mandated Training $2,850.00 $2,850.00 TIF mandated travel to Austin $1,912.00 1,912.00 Deep Freeze security software $694.00 $694.00 Self Check furniture $2,000.00 $2,000.00 21 computer workstations $63,000.00 $63,000.00 33 UPS $2040.00 $2040.00 3M Self Check $27,500.00 $27,500.00 Networked printer $2,100.00 $2,100.00 Wiring & associated costs $250.00 $250.00 Total $92,790.00 $9,556.00 $102,346.00 Ongoing costs for machines will be no more than the City is currently funding. The City installed a full T1 line for the library in February 2002 as part of its E-GOV initiative. The library’s T1 also provides back up to the T1 at city hall. The Library Advisory Board considered the grant and recommended that staff pursue and apply if appropriate. A motion was approved at the June 13, 2002 meeting. The staff of the Northeast Texas Library System (NETLS) as required reviewed the grant. Grant application has also been reviewed by Rick Moore, Director of Information Services and the City’s Grant Review Committee. City of Coppell – LB11 1 of 21 TIF Form/Needs Assessment (October 2000 rev.) FORM 1: LIBRARY COVER PAGE RFP #: LB11 NAME OF LIBRARY: William T. Cozby Public Library FSCS Number TX0351 Regional Library System: Northeast Texas Library System (NETLS) Name of Contact Person: Connie Moss Title of Contact Person: Public Services Manager Mailing Address: 177 N. Heartz Rd Coppell, TX 75019 Telephone Number:972-304-3660 Fax Number:972-304-3622 E-Mail Address:cmoss@ci.coppell.tx.us Federal Tax ID #: 75-1183207 Name of County:Dallas State Senator: Jane Nelson State Rep.: Kenny Marchant ANNUAL CIRCULATION (check one):Less than 100,000 Greater than 100,000 TOTAL TIF FUNDS REQUESTED $84,453.00 TOTAL LOCAL FUNDS FOR PROJECT $ 9,556.00 If applicable, NAME OF COLLABORATIVE IN WHICH YOUR INSTITUTION IS PARTICIPATING: N/A Has this application been reviewed by your Regional Library System (yes or no)YES Signature of Authorized Official Date Jim Witt, City Manager Printed Name and Title City of Coppell – LB11 2 of 21 TIF Form/Needs Assessment (October 2000 rev.) FORM 2: DESIGNATION OF GRANT OFFICIALS PROJECT DIRECTOR Name: Connie Moss Title: Public Services Manager Organization Name:City of Coppell, William T. Cozby Public Library Mailing Address:177 N. Heartz Road Coppell, TX 75019 Telephone:972-304-3660 Fax #:972-304-3622 E-mail Address: cmoss@ci.coppell.tx.us Signature:Date: FINANCIAL OFFICER Name: Jennifer Armstrong Title: Director of Finance Organization Name:City of Coppell Mailing Address:255 Parkway Blvd Coppell, TX 75019-2602 Telephone:972-304-3690 Fax #: 972-304-3571 E-mail Address: Jarmstro@ci.coppell.tx.us Signature:Date: AUTHORIZED OFFICIAL Name: Jim Witt Title: City Manager Organization Name:City of Coppell Mailing Address:255 Parkway Blvd Coppell, TX 75019-2602 Telephone:972-304-3615 Fax #: 972-304-3673 E-mail Address: jwitt@ci.coppell.tx.us Signature:Date: City of Coppell – LB11 3 of 21 TIF Form/Needs Assessment (October 2000 rev.) FORM 3: CERTIFIED ASSURANCES The applicant hereby assures and certifies to the grant that: 1. It possesses legal authority to apply for the grant; that a resolution, motion or similar action has been duly adopted or passed as an official act of the applicant’s governing body, authorizing the filing of the application including all understandings and assurances contained therein, and directing and authorizing the person identified as the official representative of the applicant to act in connection with the application and to provide such additional information as may be required. 2. It is applying for funds to purchase equipment or services that are not already in the possession of the applicant. 3. The programs contained in its application meet all requirements, that all the information is correct, that there has been appropriate coordination with affected agencies, and that the applicant will comply with all provisions of the grant and all other applicable federal and state laws, regulation, and guidelines. 4. Fund accounting, auditing, monitoring, and such evaluation procedures as may be necessary to keep such record, as TIF shall prescribe, shall be provided to assure fiscal control, proper management, and efficient disbursement of funds received under the grant. 5. It shall maintain such data and information and submit such reports, in such form, at such times, and containing such information as TIF may require. 6. It will comply with Texas Government Code, Chapter 573, Vernon’s 1994, by ensuring that no officer, employee, or member of the applicant’s governing body or of the applicant’s contractor shall vote or confirm the employment of any person related within the second degree by affinity or the third degree by consanguinity to any member of the governing body or to any other officer or employee authorized to employ or supervise such person unless otherwise expressly provided by law. 7. Will insure that all information collected, assembled, or maintained by the applicant relative to the project and all equipment purchased with grant funds will be available to TIF staff or its agents for copying or inspection during normal business hours. 8. It will comply with the State of Texas Uniform Grant Management Standards (UGMS) as amended January 1998, developed under the directive of the Uniform Grant and Contract Management Act, Texas Government Code, Chapter 183. (Applies to Public Libraries only.) 9. It will comply with all federal statutes relating to nondiscrimination which include, but are not limited to, Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.), which prohibits discrimination on the basis of race, color or national origin; Title IX of the Education Amendments of 1972, as amended (20 U.S.C. 1681et seq.), which prohibits discrimination on the basis of sex; Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. 794), Subtitle A, Title II of the Americans With Disabilities Act (42 U.S.C. 12131-12134) and the Department of Justice implementing regulation, 28 CFR Part 35, which prohibit state and local governments from refusing to allow a person with a qualified disability from participating in a service, program, or activity simply because the person has a qualified disability; the Age Discrimination Act of 1974, as amended (42 U.S.C. 6101 et seq.), which prohibits discrimination on the basis of age; and the Department of Justice Nondiscrimination Regulations, 28 CFR, Part 42, Subparts C, D, and G. 10. It will in the event a federal or state court or federal or state administrative agency makes a finding of discrimination after a due process hearing, on the ground of race, color, religion, national origin, sex, age, or disability against the project, forward a copy of the finding to Telecommunications Infrastructure Fund Board. City of Coppell – LB11 4 of 21 TIF Form/Needs Assessment (October 2000 rev.) 11. It will comply with the Drug-Free Workplace Act of 1988 (41 U.S.C. 701 et seq.) by certifying that it will not engage in the unlawful manufacture, distribution, dispensing, possession, or use of a controlled substance in conducting any activity with the grant; it will publish a statement notifying employees that these activities are prohibited in the applicant organization’s workplace and specifying the actions that will be taken against employees for violation of such prohibition; and by maintaining on file the place(s) that work is performed in connection with the grant listing street address, city, county, state and zip code. 12. It will provide an Equal Opportunity Program if required to maintain one, where the application is for $500 or more. By execution of this form the applicant certifies that it agrees to abide by the above-referenced assurances. The assurance with regard to the above laws and regulations shall obligate the applicant organization for the period during which State financial assistance is extended. Organization Name: City of Coppell By: ______________________________________________ Signature – Head of Governing Body Candy Sheehan Mayor, City of Coppell Date of Signature By: ______________________________________________ Signature of Authorized Official Jim Witt City Manager Date of Signature City of Coppell – LB11 5 of 21 TIF Form/Needs Assessment (October 2000 rev.) FORM 4: NARRATIVE ABSTRACT The abstract is a summary of the project and should mention the problem or need being addressed, the proposed activities, and the intended outcomes. The abstract must contain: a statement of goals, purpose and objectives; and a brief description of expected results. Applicant Name: City of Coppell, William T. Cozby Public Library Amount Requested:$84,453.00 Total Project Cost: $94,009.00 The City of Coppell provides a T-1 line to the library, networking, with a second T-1 as backup to prevent service outage. The library has 30 computers for citizen use. Five of these computers link to the library catalog, the remaining 25 offer access to TSLAC databases, local databases, and the MS office suite. Eighteen of the 25 computers offer full Internet access to citizens who have signed our Internet Acceptable Use Agreement. Texas Infrastructure Funding is requested to allow the William T. Cozby Public Library to continue to provide Internet workstations and support to Texans. Two requests are made: 1) replacement of 21 computers and public printer and 2) purchase of a Self Checkout machine. Three Reference computers and 18 public “Internet computers” will be replaced with faster computers having more memory with flat screen display. Standardized hardware and software configurations will facilitate support, troubleshooting, and maintenance. The desk space freed by new flat screen display monitors will provide users additional workspace and comfort. The Self Checkout machine is needed to reduce the number of users requiring staff assistance to borrow materials. In FY00/01 two staff positions were reassigned from Circulation to Reference. The reassigned staff provide direct public service; they acquaint citizens with TSLAC databases, search engines, assist users with MS Office, as well as troubleshoot and maintain 30 computers. These job reassignments are jeopardized by circulation increases from 237,508 in FY99/00 to 347,845 in FY00/01 with expected growth to 421,639 in the current year (77% increase since FY99/00.) Without the Self Checkout machine staff may need to be assigned back to circulation, negatively impacting the ability to provide support for Internet access. City of Coppell – LB11 6 of 21 TIF Form/Needs Assessment (October 2000 rev.) FORM 6: NEEDS ASSESSMENT Explain the needs and/or problems that the proposed project will address. Focus on conditions in the lives of constituents that need to be changed; specify services that are unavailable without deploying advanced technology; identify disparity in access and financial need. Our citizens need fast, reliable Internet computers and library staff available to help them search, use software, and help troubleshoot computer problems as they develop. Despite local surveys indicating 92% of Coppell residents have Internet access at home, school, or office, library staff continue to assist novice Internet users. Patron checkout of Internet stations has increased steadily from 5,378 checkouts of 5 computers in FY99/00 to 11,710 sessions in FY00/01 when thirteen Internet workstation were added mid-year. Nearly 20,000 sessions are anticipated in the current fiscal year (12,800 logged October 2001 – May 2002). Seven public use computers offering TSLAC databases, the library catalog, and MS Office suite are not checked out, their use is not included in the calculation of sessions. Anecdotal evidence indicates that Internet users are coming to the library because of the fast connection speed, staff assistance, reliable hardware, free laser printing, availability of workstations, and the newly unemployed are using the Internet to seek employment and relocation information. Offering services to all Texans, the web-based catalog, enhanced collection development, economic downturn, and reliable Internet services have all played a role in a 77% circulation increase since FY99/00. Current levels of maintenance and support of 30 public computer workstations were achieved by reassigning two Circulation positions to Reference. These staff positions now assist citizens with Internet access, help users select, use and understand databases,and provide minor computer troubleshooting and daily maintenance. Availability of staff to assist citizens using the Internet and maintaining the computers hinges on technological relief (the Self Checkout machine) from the demands of increasing workload due to the 77% rise in circulation in the past two years. The equipment requested will enable the library to offer up-to-date, well-supported Internet workstations to users. City of Coppell – LB11 7 of 21 TIF Form/Objectives & Methods (October 2000 rev.) FORM 7: PROJECT OBJECTIVES & METHODS Identify project objectives and the methods or activities that will occur to meet the stated objectives. Objectives should be specific, identify what needs to be done, and be directly related to solving the needs defined in Form 6. Clearly describe project activities, state reasons for selection of activities, describe sequence of activities, describe staffing selections. Replace 18 public Internet computers with new faster workstations and provide standard hardware and software configurations. Replace 3 Reference desk computers. Select, order workstations conforming to applicable purchasing guidelines. Receive, authorize payment adhering to applicable finance guidelines. Evaluate, purchase software that maintains “state” of computer upon reboot (Deep Freeze). Configure and install Reference desk computers, clone from first computer configured; use CD/RW drive to create “master” configuration on CD. Configure public Internet computers using Reference desk computer and CD as basis for first configuration. Deploy first public Internet replacement computer to test configuration. Install replacement printer. Clone public Internet computers from first Internet computer after determining that the configuration is acceptable. Evaluate and measure service and use. Add patron Self Checkout service Place order for Self Checkout equipment. Provide vendor with library specifications, SIP version, barcode placement, Horizon file structure for items and patrons. Determine location of machine, contract wiring work (network connection and if needed, electrical outlet). Select and purchase table on which to place Self Checkout. Install, test, publicize, promote service. Evaluate and measure service and use. City of Coppell – LB11 8 of 21 TIF Form/ Project Timeline (October 2000 rev.) FORM 9: PROJECT TIMELINE Include a detailed timeline for installation of equipment, training, and project activities. Document when outlined objectives are expected to be met as well as major milestones projected over the life of the project. Refer to the RFP for anticipated starting and ending dates for the grant project. All obligations of funds for activities and services conducted shall occur within those dates. August 2002 Grant awarded. Staff begins logging workstation “downtime” to form baseline. September 2002 Self Checkout machine is ordered. Cables are pulled to location for Self Checkout machine. Table/cabinet for Self Checkout is ordered. November 2002 Software (Deep Freeze) is ordered. Computer workstations and printer are ordered for December/January delivery. Fall 2002 Library staff attend TIFTech training. December 2002/January 2003 Computers and printers are delivered. Reference computers and public printer are configured and deployed. Public Internet computer is configured, cloned, Deep Freeze added and tested. February/March 2003 Public Internet computers fully deployed. Table/cabinet for Self Checkout machine is installed and Self Checkout machine is delivered, configured and available for use March 31, 2003 1st financial status report due for period ending February 28, 2003 April/May 2003 Self Checkout machine is promoted during library week and check it out yourself promotion September 30, 2003 2nd financial status report due for period ending August 31, 2003 November 28, 2003 ALL funds must be requested, FINAL financial status reports due City of Coppell – LB11 9 of 21 TIF Form/Sched A Attach (October 2000 rev.) FORM 10: EVALUATION PLAN Applicants must include the following information in their evaluation plan: * Who is responsible for conducting the evaluation plan; * Defined evaluation criteria that relates to stated objectives; * How evaluation data will be collected throughout the life of the project; * How evaluation data will be analyzed; * How evaluation data will be reported and used to improve project. The project manager and library director are responsible for conducting the evaluation plan. Evaluation measures related to replacement of library computers will include collecting data of workstation unavailability due to hardware failure and user activities. A baseline of workstation unavailibility will be determined by logging each hour any public Internet station is out of service between the time the grant is awarded and the replacement computers are deployed. Upon deployment unavailability will continue be logged and result in a measure of providing citizens state of the art access to the Internet. Types of problems will be noted and used to evaluate future purchases. User sessions will continue to be counted through check-out procedures. During two annual sample weeks, all informal contacts with Internet users will be counted. This count forms the basis for reporting informal training sessions to TSLAC. Use of the Self Checkout machine can be measured by reports gathered by the machine. The machine must produce 66,000 (one sixth of the total) transactions in a year’s time to equal the lending of one fulltime clerk at the checkout desk. The machine does not provide check in services. Evaluation of the service as successful hinges on the number of transactions handled and the continued availability of staff to assist Internet users. City of Coppell – LB11 10 of 21 TIF Form/Sched A Attach (October 2000 rev.) FORM 11: OVERALL GRANT BUDGET SUMMARY APPLICANT NAME: City of Coppell, William T. Cozby Public Library BUDGET SCHEDULE TIF Funds Local Funds Total A. Personnel $0.00 B. Contractual Services 0.00 2,850.00 2,850.00 C. Travel 0.00 1,912.00 1,912.00 D. Supplies and Materials 0.00 2,694.00 2,694.00 E. Equipment $84,453.00 $2,100.00 $86,553.00 TOTAL DIRECT EXPENSES $84,453.00 $9,556.00 $94,009.00 I approve the budget for this project and agree to abide by all financial guidelines. Signature of Financial Officer Signature of Authorized Official Jennifer Armstrong, Director of Finance Jim Witt, City Manager July _____, 2002 July _____, 2002 Date Date City of Coppell – LB11 11 of 21 TIF Form/Sched A Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY SCHEDULE A – ELIGIBLE PERSONNEL COSTS APPLICANT NAME: City of Coppell, William T. Cozby Public Library Type of Expense Quantity/ Duration TIF Funds Local Funds Total a. Substitutes 0 $0.00 b. Stipends 0 0.00 c. 0 0.00 d. 0 0.00 e. 0 0.00 Total Direct Expense $0.00 $0.00 $0.00 Note: Using the Justification Attachment form, justify and briefly describe the basis for arriving at the cost of each line item, including the type of service, number of hours, and rate per hour. City of Coppell – LB11 12 of 21 TIF Form/Sched A Attach (October 2000 rev.) BUDGET SCHEDULE A - ELIGIBLE PERSONNEL COSTS JUSTIFICATION ATTACHMENT N/A City of Coppell – LB11 13 of 21 TIF Form/Sched B Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY SCHEDULE B – CONTRACTUAL SERVICES APPLICANT NAME: City of Coppell, William T. Cozby Public Library Type of Expense Quantity/ Duration TIF Funds Local Funds Total Section 1: Telecommunications a. Monthly ISP Fees $0.00 b. Monthly Line Charges 0.00 c. 0.00 d. 0.00 e. 0.00 Total Section 1 $0.00 $0.00 $0.00 Section 2: Project Management a. Project Design/Management $0.00 b. 0.00 c. 0.00 d. 0.00 Total Section 2 $0.00 $0.00 $0.00 Section 3: Training a. TIFTech Training 2 2,850.00 2,850.00 b. 0.00 c. 0.00 d. 0.00 Total Section 3 $ 0.00 $2,850.00 $2,850.00 TOTAL DIRECT EXPENSES SECTION 1 + 2 + 3 = $2,850.00 $0.00 $2,850.00 Note: Using the Justification Attachment form, justify and briefly describe the basis for arriving at the cost of each line item, including the type of service, number of hours, rate per hour, and travel costs for consultants, if any. City of Coppell – LB11 14 of 21 TIF Form/Sched B Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY BUDGET SCHEDULE B - CONTRACTUAL SERVICES JUSTIFICATION ATTACHMENT Sections 1 and 2, Telecommunications and Project Management City of Coppell already provides library networking, T-1 Internet connection and professional services. Section 3: Training Two library staff will attend TIFTech training at the cost listed in application guidelines. (2*1425=$2,850.) City of Coppell – LB11 15 of 21 TIF Form/Sched C Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY SCHEDULE C – TRAVEL APPLICANT NAME: City of Coppell, William T. Cozby Public Library Type of Expense TIF Funds Local Funds Total a. Transportation 312.00 $ 312.00 b. Lodging 1120.00 $1,120.00 c. Meals 480.00 $ 480.00 TOTAL DIRECT EXPENSE $0.00 $1,912.00 $1,912.00 Note: Using the Justification Attachment form, justify and briefly describe the basis for arriving at the cost of each line item. Describe the applicant’s travel policy (i.e., mileage and per diem reimbursement rates). Specify purpose for each item of travel. Break out costs of each trip to separately show the specific costs of transportation and per diem. City of Coppell – LB11 16 of 21 TIF Form/Sched C Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY BUDGET SCHEDULE C - TRAVEL JUSTIFICATION ATTACHMENT Two individuals attending 5 ½ days of TIFTech training in Austin. Session one, Foundation and Technical, 2 ½ days 1. Round trip transportation cost, employees driving together from Coppell to Austin. ($0.365 per mile total of 418 miles = $156) Mileage rate from City of Coppell travel policy. 2. Two rooms for three nights at $80. per room (2*3*80 = $480). $80. hotel rate derived from State of Texas Travel Allowance Guide 3. Meals for two for three days at $40. per day (2*3*40 = $240.) $40. from City of Coppell travel policy Session two, Library Integration, Policy, and Leadership, 3 days 1. Round trip transportation cost, employees driving together from Coppell to Austin. ($0.365 per mile total of 418 miles = $156) Mileage rate from City of Coppell travel policy 2. Two rooms for four nights at $80. per room (2*4*80= $640.) $80. from State of Texas Travel Allowance Guide 3. Meals for two for three days at $40. per day (2*3*40 = $240). $40. from City of Coppell travel policy In addition to transportation, lodging, and meals the City of Coppell funds miscellaneous expenses at $10 per day per person. Funds for this expense are not included in the grant request. City of Coppell – LB11 17 of 21 TIF Form/Sched D Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY SCHEDULE D – SUPPLIES & MATERIALS APPLICANT NAME: City of Coppell, William T. Cozby Public Library Type of Expense Quantity TIF Funds Local Funds Total Section 1: Software a. Web Authoring $0.00 b. Operating System 0.00 c. Web Server 0.00 d. E-mail 0.00 e. Anti-Virus 0.00 f. Application Software g. Deep Freeze 30 694.00 694.00 h. 0.00 i. 0.00 j. 0.00 k. 0.00 Total Section 1 $ 694.00 $ 694.00 Section 2: Other Materials a. Equipment Rack $0.00 b. Furniture- Self Checkout 1 2,000.00 2,000.00 c. 0.00 d. 0.00 e. 0.00 f. 0.00 g. 0.00 h. 0.00 i. 0.00 j. 0.00 k. 0.00 Total Section 2 $2,000.00 $2,000.00 TOTAL DIRECT EXPENSES SECTION 1 + 2 = $2,694.00 $2,694.00 Note: Using the Justification Attachment form, justify and briefly describe the basis for arriving at the cost of each line item. See Section 4, Page 3 of the Application Guide for additional information. City of Coppell – LB11 18 of 21 TIF Form/Sched D Attach (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY BUDGET SCHEDULE D - SUPPLIES & MATERIALS JUSTIFICATION ATTACHMENT Section 1 Software Deep Freeze Pro to protect all 30 public use computers from intentional and unintentional changes to configuration. Discounted price to public libraries $24.95 for media pack, $18.60 per user license (30*18.60= 558.), 20% cost for support in year one ($111.00). (24.95+558.+111.= $693.95) Section 2 Other Materials Library quality table/cabinet (matching existing wood furnishings) to house Self-Checkout machine. Price estimate based on recent purchase of library carrels. City of Coppell – LB11 19 of 21 TIF Form/Library Cover Page (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY SCHEDULE E – EQUIPMENT / FIXED ASSETS APPLICANT NAME: City of Coppell, William T. Cozby Public Library Type of Expense Quantity TIF Funds Local Funds Total Section 1: Network Hardware a. CSU/DSU $0.00 b. Hub 0.00 c. Router 0.00 d. Ethernet Switch 0.00 e. UPS 0.00 f. 0.00 g. 0.00 h. 0.00 i. 0.00 j. 0.00 k. 0.00 l. 0.00 Total Section 1 $0.00 $0.00 $0.00 Section 2: Distance Learning Hardware a. Permanent Room Solution $0.00 b. Portable Room Solution 0.00 c. Desktop Solution 0.00 d. Gateway 0.00 e. Document Camera 0.00 f. MCU 0.00 g. IMUX 0.00 h. Smart Board 0.00 i. 0.00 j. 0.00 Total Section 2 $0.00 $0.00 $0.00 Section 3: Computer Hardware a. Server $0.00 b. Workstations 1) Desktop 21 56,703.00 56,703.00 2) Laptop 0.00 c. Self Checkout Machine 1 27,500.00 27,500.00 Total Section 3 $84,203.00 $0.00 $84,203.00 Section 4: Cabling and Supplies a. Wiring & Associated Costs 250.00 $ 250.00 b. 0.00 Total Section 4 $250.00 $0.00 $ 250.00 City of Coppell – LB11 20 of 21 TIF Form/Library Cover Page (October 2000 rev.) Section 5: Other Equipment a. Digital Camera $0.00 b. Scanner 0.00 c. Networked Printer 1 2,100.00 2,100.00 d. Presentation Monitor 0.00 e. Projector 0.00 f. 0.00 g. 0.00 h. 0.00 i. 0.00 Total Section 5 2,100.00 $2,100.00 TOTAL DIRECT EXPENSES SECTION 1 + 2 + 3 + 4 +5= $84,453.00 $2,100.00 $86,553.00 Note: Using the Justification Attachment form, justify and briefly describe the basis for arriving at the cost of each line item. See Section 4, Page 3 of the Application Guide for additional information. City of Coppell – LB11 21 of 21 TIF Form/Library Cover Page (October 2000 rev.) OVERALL GRANT BUDGET SUMMARY BUDGET SCHEDULE E - EQUIPMENT / FIXED ASSETS JUSTIFICATION ATTACHMENT Section 3: Computer Hardware Desktop workstations priced at Dell Computer’s Texas QISV website. 18 Workstations configured for public use. Meet/exceed program standards: Pentium 4 1.8GHz, 19 in. viewable flat panel display, 20GB hard drive, NIC, optical mouse, wireless keyboard, OS. 3 yr warranty. $2,631. each (18*2631=47,358.) 3 Workstations configured for staff use at Reference desks. Meet/exceed program standards: Pentium 4, 2GHz, 19 in viewable flat panel display, 40GB hard drive, NIC, optical mouse, wireless keyboard, OS. 3 yr warranty. $3,115 each (3*3115.= 9,345.) Self Checkout Machine Machine consists of computer and computer interface to local library system (Horizon), barcode scanner, device to desensitize magnetic theft detection strips, receipt printer, display screen. Much like bank ATMs, the machine reads user library cards, scans barcodes of material to be borrowed, desensitizes the material, prints receipt notifying user of date due. Price estimate is from current quote (6/10/02) for 3M Model 7210 Self Check and includes ability to check-out videos as well as non-magnetic media. Section 4: Cabling and Supplies Estimate for moving network connection and/or electrical outlet for Self Checkout machine is from LB11 RFP. Section 5: Other Equipment LaserJet 5000n to replace existing printer, library offers free printing on recycled paper. HP website estimate for printer, trays, cables, network adapter, and software. AGE N DA R E QU E S T FO R M ITEM # 7/D CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of bid for Group Life and Accidental Death and Dismemberment to be awarded to Mutual of Omaha in the amount of $ 52,622.42 effective October 1, 2002; and authorizing the City Manager to sign. SUBMITTED BY: Vivyon Bowman TITLE: Director of Administration and Human Resources STAFF COMMENTS: Staff recommends awarding the bid for the City's life insurance benefit to Mutual of Omaha in the amount of $52,622.42. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: &- Insurance Agenda Request Memorandum TO: Jim Witt, City Manager FROM: Vivyon V. Bowman, Director of Administration / Human Resources DATE: July 15, 2002 SUBJECT: Bid award for the City's Life and AD&D Insurance Benefit Please find attached the bid tabulation of the Life and AD&D insurance rates we received for the City's Life insurance program. The Staff Insurance Committee along with the City's Employee Insurance consultant Insurors of Texas has reviewed this information and recommends that we renew our life insurance program with Mutual of Omaha. Mutual of Omaha has been an excellent company to work with in spite of the life claims that they have had to pay over the last year and half. The renewal rates of Mutual of Omaha result in savings of $ 13,796.54 over the proposed FY 2002-03 Budget projection for this program. CITY OF COPPELLLife/AD&D Cost AnalysisEffective: October 1, 2002Mutual of Omaha Mutual of Omaha Reliance Standard CIGNAHartford FortisExpiringRenewalLife Benefit Amount2 x Annual SalaryMaximum $250,0002 x Annual SalaryMaximum $250,0002 x Annual SalaryMaximum $250,0002 x Annual SalaryMaximum $250,0002 x Annual SalaryMaximum $250,0002 x Annual SalaryMaximum $250,000Guarantee Issue $250,000 $250,000 $250,000 $250,000 $250,000 $250,000 Rate Guarantee 2 years 2 years 2 years 2 years2 years(3 year is available)3 yearsLife Volume $26,577,000 $26,577,000 $26,577,000 $26,577,000 $26,577,000 $26,577,000Life Rate (per $1,000) $0.180 $0.165 $0.180 $0.165 $0.175 $0.190Monthly Cost $4,783.86 $4,385.21 $4,783.86 $4,385.21 $4,650.98 $5,049.63Annual Cost $57,406.32 $52,622.46 $57,406.32 $52,622.46 $55,811.70 $60,595.56Annual Savings($4,783.86) $0.00 ($4,783.86) ($1,594.62) $3,189.24NOTE: Rates are rounded to the third decimal place and all other figures to the second decimal place. This accounts for any small discrepancy in cost calculations.This is only an outline. Actual rates and contract provisions will be determined by specific carrier. Insurors of Texas will not be bound by any typographical errors or omissions contained herein. Afterdiscovery of such errors, equitable adjustments wCity of Coppell 7/18/02 1:23 PM life vol life ltd for Bo2 Basic Life AGE N DA R E QU E S T FO R M ITEM # 7/E CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of amending and restating the Tax Abatement Agreement between the City of Coppell and Crestside Facilities Corporation dated December 14, 2000, and authorizing the Mayor to sign. SUBMITTED BY: Gary Sieb TITLE: Director Planning STAFF COMMENTS: On June 5, 2002, the Coppell Economic Development Committee recommended approval of this item. This amendment is to lower the required taxable value of the improvements and tangible personal property to Eight Million Five Hundred Thousand Dollars ($8,500,000), the term will be for only four (4) years, and assign the agreement to Crestside Facilities Cor poration. This proper ty was formerly owned by PSINet Realty, Inc., who has filed for protection under the U.S. bankruptcy Code. Crestside Facilities Corporation purchased this property through the Bankr uptcy Court during June, 2002. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: @Crestside1.Abatement 1 48977 RESOLUTION NO. ________________ A RESOLUTION OF THE CITY OF COPPELL, TEXAS, APPROVING THE TERMS AND CONDITIONS OF AN AMENDED AND RESTATED TAX ABATEMENT AGREEMENT BY AND BETWEEN THE CITY OF COPPELL, TEXAS AND CRESTSIDE FACILITIES CORPORATION; AUTHORIZING ITS EXECUTION BY THE MAYOR; AND PROVIDING AN EFFECTIVE DATE. WHEREAS, the City Council has been presented a proposed Amended and Restated Tax Abatement Agreement by and between the City of Coppell, Texas and Crestside Facilities Corporation, 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 City Council finds that the improvements proposed to be built upon the Premises 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 48977 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 ________________, 2002. CITY OF COPPELL, TEXAS ___________________________________________ CANDY SHEEHAN, MAYOR ATTEST: ___________________________________________ LIBBY BALL, CITY SECRETARY APPROVED AS TO FORM: ____________________________________ ROBERT E. HAGER, CITY ATTORNEY (PGS/ttl 07/12/02) AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 1 48756 STATE OF TEXAS § § AMENDED AND RESTATED § TAX ABATEMENT AGREEMENT COUNTY OF DALLAS § This Tax Abatement Agreement (the “Agreement”) is entered into by and between the City of Coppell, Texas (the “City”), duly acting herein by and through its Mayor, and Crestside Facilities Corporation (“Owner”), acting by and through its authorized officer. W I T N E S S E T H: WHEREAS, the City Council of the City of Coppell, Texas, (the “City”), passed an Ordinance (the “Ordinance”) establishing Tax Abatement Reinvestment Zone No. 27 (the “Zone”), 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, the City has heretofore entered into a Tax Abatement Agreement with PSINet Realty Inc. (“PSINet”) dated as of December 14, 2000 (the “Original Agreement”), providing for an abatement of taxes in respect of the Premises mentioned below and certain Tangible Personal Property added to the Premises by PSINet; and WHEREAS, PSINet has filed for protection under the U.S. Bankruptcy Code and is the debtor in a bankruptcy proceeding pending in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”); and WHEREAS, the City has consented to an assignment of the Original Agreement to Owner and the parties desire to amend and restate the tax abatement agreement herein; and WHEREAS, Owner has entered into an agreement with PSINet (the “Purchase and Sale Agreement”), whereby Owner will purchase the Premises and the Tangible Personal Property located thereon from PSINet, subject to satisfaction of certain conditions, including entry of an order of Bankruptcy Court authorizing the sale of the Premises and such Tangible Personal Property to Owner, and Owner being satisfied with the results of its due diligence and the feasibility of purchasing the Premises and such Tangible Personal Property; and AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 2 48756 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, Owner’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 Premises (hereinafter defined), 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 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 Improvements (hereinafter defined) sought are feasible and practicable and would be of benefit to the Premises (hereinafter defined) to be included in 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 Premises is located; and WHEREAS, the City desires to enter into an agreement with Owner, the proposed owner of the Premises within the Tax Abatement Reinvestment Zone for the abatement of taxes pursuant to Chapter 312 of the Tax Code as amended; NOW, THEREFORE, in consideration of the mutual benefits and promises contained herein and for good and other valuable consideration, the adequacy and receipt of which is hereby acknowledged, including the expansion of primary employment, the attraction 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: GENERAL PROVISIONS 1. Effective as of the closing of the purchase of the Premises under the Purchase and Sale Agreement, Owner will be the owner of the Premises and the Tangible Personal Property. 2. The Premises are not in an improvement project financed by tax increment bonds. 3. This Agreement is entered into subject to the rights of the holders of outstanding bonds of the City. 4. The Premises are not owned or leased by any member of the Coppell City Council or any member of the Coppell Planning and Zoning Commission, or any member of the governing body of any taxing units joining in or adopting this Agreement. AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 3 48756 TAX ABATEMENT AUTHORIZED 5. This Agreement is authorized by the Tax Code and in accordance with the City Tax Abatement Guidelines and Criteria, and approved by resolution of the City Council of the City authorizing the execution of this Agreement. 6. Subject to the terms and conditions of this Agreement, and provided the Taxable Value for the Improvements is at least Five Million Five Hundred Thousand Dollars ($5,500,000) and the Taxable Value of the Tangible Personal Property is at least One Million Dollars ($1,000,000) as of the First Year of Abatement and at least Three Million Dollars ($3,000,000) as of January 1 of each year thereafter for a period of three (3) years, the City hereby grants Owner an abatement of seventy-five percent (75%) of the Taxable Value of the Improvements and the Tangible Personal Property. The actual percentage of Taxable Value of the Improvements subject to abatement for each year this Agreement is in effect will apply only to the portion of the Taxable Value of the Improvements that exceeds the Base Year Taxable Value for the Premises, the year in which the Original Agreement was executed (base year/2000). The actual percentage of Taxable Value of the Tangible Personal Property subject to abatement for each year this Agreement is in effect shall apply only to the Tangible Personal Property added to the Premises after the Original Agreement was executed. 7. The period of tax abatement herein authorized shall be for a period of four (4) years, commencing with the First Year of Abatement. 8. During the period of tax abatement herein authorized, Owner shall be subject to all City taxation not abated, including but not limited to, sales tax and ad valorem taxation on land, inventory and supplies. DEFINITIONS 9. Wherever used in this Agreement, the following terms shall have the meanings ascribed to them: A. “Premises” shall mean the Land and the Improvements but excluding Tangible Personal Property which is added thereto subsequent to the execution of this Agreement; B. “Improvements” shall mean the existing improvements on the Land and as further described herein, and any improvements constructed on the Land after the Effective Date. C. “Taxable Value” means the appraised value as certified by the Appraisal District as of January 1 of a given year. D. “Base Year Taxable Value” shall mean the total assessed taxable value for the Premises for the year in which the Original Agreement was executed (2000). AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 4 48756 E. “First Year of Abatement” shall mean January 1, 2002. F. “Tangible Personal Property” shall mean tangible personal property, equipment and fixtures, other than inventory or supplies, added to the Premises subsequent to the execution of the Original Agreement, including tangible personal property, equipment and fixtures, other than inventory or supplies, purchased, located and maintained on the Premises subsequent to the Effective Date. G. “An Event of Bankruptcy or Insolvency” shall mean the dissolution or termination of Owner’s existence as a going business, insolvency, appointment of receiver for any part of Owner’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 Owner and such proceeding is not dismissed within ninety (90) days after the filing thereof. H. “Land” shall mean the real property described in Exhibit “A” attached hereto. I. “Effective Date” shall mean the last date of execution hereof. IMPROVEMENTS 10. The existing Improvements on the Land consist of approximately 80,000 square feet of computer data center/office space (and other ancillary facilities such as reasonably required parking and landscaping more fully described in the submittals filed with the City from time to time in order to obtain a building permit) (the “Improvements”). Owner agrees that the Taxable Value of the Improvements, excluding the Land, shall be at least Five Million Five Hundred Thousand Dollars ($5,500,000) as of the First Year of Abatement and as of January 1 of each calendar year thereafter that this Agreement is in effect. Owner agrees to purchase, locate and maintain Tangible Personal Property on the Premises with a Taxable Value of at least One Million Dollar ($1,000,000) as of the First Year of Abatement and of at least Three Million Dollars ($3,000,000) as of January 1 of each calendar thereafter that this Agreement is in effect. Nothing in this Agreement shall obligate Owner to purchase the Premises and/or the Tangible Personal Property on the Premises, but said actions are conditions precedent to tax abatement pursuant to this Agreement. IMPROVEMENTS 11. Owner agrees to maintain the Improvements during the term of this Agreement in accordance with all applicable state and local laws, codes, and regulations. Owner agrees that during the term of this Agreement that the Improvements shall be used only as a computer data center/office facility. 12. The City, its agents and employees shall have the right of access to the Premises during periods of construction of new improvements, to inspect the Improvements at reasonable times and with reasonable notice to Owner, and in accordance with Owner’s visitor access and AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 5 48756 security policies, in order to insure that the construction of new Improvements are in accordance with this Agreement and all applicable state and local laws and regulations (or valid waiver thereof). GENERAL REQUIREMENTS 13. Construction plans for any new Improvements constructed on the Land shall be filed with the City, which shall be deemed to be incorporated by reference herein and made a part hereof for all purposes. 14. Owner shall prior to May 1 of each calendar that this Agreement is in effect, certify in writing to the City that it is in compliance with each term of this Agreement. 15. The Premises shall at all times 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. 16. Owner, agrees to, or to cause an affiliate of Owner or other clearing agency to, continuously occupy the Premises and to continuously operate, maintain and use the Premises for a computer data center/office or other similar use for a period of four (4) consecutive years commencing on the Effective Date. DEFAULT: RECAPTURE OF TAX REVENUE 17. In the event Owner: (i) has delinquent ad valorem or sales taxes owed to the City with respect to the Premises and/or the Tangible Personal Property (provided Owner retains its right to timely and properly protest such taxes or assessment); (ii) suffers any “Event of Bankruptcy or Insolvency”; or (iii) breaches any of the terms and conditions of this Agreement, then Owner, 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, Owner shall, within thirty (30) days after demand, pay to the City all taxes which otherwise would have been paid to the City without benefit of a tax abatement with interest 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 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 Owner, its successors and assigns and shall constitute a tax lien on the Premises and the Tangible Personal Property, and shall become due, owing and shall be paid to the City within thirty (30) days after termination. 18. Upon breach by Owner of any obligations under this Agreement, the City shall notify Owner in writing. Owner shall have thirty (30) days from receipt of the notice in which to cure any such default. If the default cannot reasonably be cured within a thirty (30) day period, and Owner 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. AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 6 48756 19. If Owner 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 written notice to Owner. 20. 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 made. 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 tax abated for the purposes of the Agreement shall be based upon the full Taxable Value without tax abatement for the years in which tax abatement hereunder was received by Owner with respect to the Improvements and the Tangible Personal Property, 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 sixty (60) day payment period. ANNUAL APPLICATION FOR TAX EXEMPTION; RENDITION 21. It shall be the responsibility of Owner, pursuant to the Tax Code, to file an annual exemption application form with the Chief Appraiser for each Appraisal District in which the eligible taxable property has situs. A copy of the exemption application shall be submitted to the City upon written request. 22. Owner shall annually render the values of the Premises and the Tangible Personal Property to the Appraisal District and provide a copy of the same to the City upon request. SUCCESSORS AND ASSIGNS 23. 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. This Agreement may be assigned with the consent of the City Manager. After any permitted assignment, all references to Owner herein shall thereafter be a reference to Owner’s successor with respect to any obligations or liabilities occurring or arising after the date of such assignment. NOTICE 24. All notices required by this Agreement shall be addressed to the following, or other such other party or address as either party designates in writing, by certified mail, postage prepaid, or by hand or overnight delivery: AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 7 48756 If intended for Owner, to: Crestside Facilities Corporation Attn: Security Desk 1333 Crestside Drive Coppell, Texas 75019 If intended for City, to: with copy to: City of Coppell, Texas Peter G. Smith Attn: City Manager Nichols, Jackson, Dillard, Hager & Smith, L.L.P. P. O. Box 478 1800 Lincoln Plaza Coppell, Texas 75019 500 N. Akard Dallas, Texas 75201 CITY COUNCIL AUTHORIZATION 25. 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. SEVERABILITY 26. 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. APPLICABLE LAW 27. This Agreement shall be construed under the laws of the State of Texas. Venue for any action under this Agreement shall be the State District Court of Dallas County, Texas. This Agreement is performable in Dallas County, Texas. COUNTERPARTS 28. 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. ENTIRE AGREEMENT 29. 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. AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 8 48756 CONVENANTS RUNNING WITH THE PREMISES 30. The provisions of this Agreement are hereby declared covenants running with the Premises and are fully binding on all successors, heirs, and assigns of Owner who acquire any right, title, or interest in or to the Premises, or any part thereof. Any person who acquires any right, title, or interest in or to the Premises, or any part hereof, thereby agrees and covenants to abide by and fully perform the provisions of this Agreement with respect to the right, title or interest in such Premises. RECORDATION OF AGREEMENT 31. A certified copy of this Agreement shall be recorded in the Deed Records of Dallas County, Texas. INCORPORATION OF RECITALS 32. The determinations recited and declared in the preambles to this Agreement are hereby incorporated herein as part of this Agreement. EXHIBITS 33. All exhibits to this Agreement are incorporated herein by reference for all purposes wherever reference is made to the same. OWNER CLOSING CONDITIONS PRECEDENT 34. This Agreement is expressly conditioned upon and shall not be effective unless and until Owner closes the purchase of the Premises and the Tangible Personal Property pursuant to the Purchase and Sale Agreement. AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 9 48756 EXECUTED in duplicate originals this the ____ day of ________, 2002. CITY OF COPPELL, TEXAS By: ______________________________________ CANDY SHEEHAN, MAYOR ATTEST: By: _______________________________________ LIBBY BALL, CITY SECRETARY AGREED AS TO FORM: By: PETER G. SMITH, CITY ATTORNEY EXECUTED in duplicate originals this the ____ day of ____________, 2002. CRESTSIDE FACILITIES CORPORATION By: _______________________________________ Name: Title: AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 10 48756 CITY’S ACKNOWLEDGMENT STATE OF TEXAS § § COUNTY OF DALLAS § This instrument was acknowledged before me on the _____ day of _______________, 2002, by Candy Sheehan, Mayor of the City of Coppell, Texas, a Texas municipality, on behalf of said municipality. ___________________________________ Notary Public, State of Texas My Commission Expires: _________________________ AMENDED AND RESTATED TAX ABATEMENT AGREEMENT WITH CRESTSIDE FACILITIES CORPORATION - Page 11 48756 OWNER’S ACKNOWLEDGMENT STATE OF ____________ § § COUNTY OF ______________ § This instrument was acknowledged before me on the _______ day of ___________, 2002, by _________________________ being the _____________________ of Crestside Facilities Corporation, on behalf of said corporation. Notary Public, State of ___________ My Commission Expires: EXHIBIT “A” LEGAL DESCRIPTION OF PROPERTY DESCRIPTION, of a 6.527 acre tract of land situated in the Cordelia Bowen Survey. Abstract No. 56, Dallas County, Texas; said tract being all of Lot 1, Block A, PSINet Addition, an addition to the City of Coppell, Texas, according to the plat recorded in Volume 2000111, Page 5696 of the Deed Records of Dallas County, Texas; said tract being all of the same tract described in Special Warranty Deed from ACLP Northlake L.P. to PSINet Realty Inc. recorded in Volume 99252, Page 6210 of the Deed Records of Dallas County, Texas; said 6.527 acre tract being more particularly described as follows; BEGINNING. At a ½-inch iron rod found at the east end of a comer clip at the intersection of the southwest right-of-way line of Lakeshore Drive (a 60 foot wide right-of-way) and the southeast right-of-way line of Crestside Drive (a 60 foot wide right-of-way); said point being the most easterly northeast corner of the said Lot 2; THENCE, South 36 degrees, 36 minutes, 53 seconds East, along the said southwest line of Lakeshore Drive, a distance of 154.24 feet to a ½-inch iron rod found; said point being the beginning of a curve to the left whose center bears North 53 degrees, 23 minutes, 07 seconds East, a distance of 380.00 feet from said point; THENCE, southeasterly, continuing along the said southwest line of Lakeshore Drive and said curve to the left, through a central angle of 25 degrees, 15 minutes, 21 seconds, an arc distance of 167.50 feet, on a chord bearing and distance of South 49 degrees, 14 minutes, 34 seconds East, 166.15 feet to a ½-inch iron rod found; said point being the north comer of Lot 1, Block B, Northlake 635 Business Park, an addition to the City of Coppell, Texas according to the Final Plat recorded in Volume 98008, Page 011 of the Deed Records of Dallas County, Texas; THENCE, South 39 degrees, 21 minutes, 04 seconds West, departing the said southwest line of Lakeshore Drive and along a northwest line of the sold Lot 1, a distance of 251.75 feet to a ½- inch iron rod found at an angle point; THENCE, North 89 degrees, 38 minutes, 29 seconds West, along a north line of the said Lot 1, a distance of 94.84 feet to a ½-inch iron rod found at the northwest comer of the sold Lot 1; sold point being the northeast corner of the remainder of the Hattie Mae Lesley tract as described in deed recorded January 24, 1958; THENCE, South 89 degrees 50 minutes, 52 seconds West, along the north line of the sold Lesley tract, a distance of 704.00 feet to a ½-nch iron rod with “Pacheco Koch” cap set for corner; said point being the southeast corner of Lot 2, Block D, Northlake 635 Business Park, an addition to the City of Coppell, Texas according to the Final Plat recorded in Volume 87110, Page 1874 of the Deed Records of Dallas County, Texas; THENCE, North 00 degrees, 30 minutes, 00 seconds East, departing the said north line of the Lesley tract and along the east line of the said Lot 2, Block D, a distance of 312.42 feet to a ½- inch iron rod with “Powell & Powell” cap found at an angle point; THENCE, North 16 degrees, 48 minutes, 05 seconds East, continuing along the said east line of Lot 2, Block D, a distance of 30.69 feet to a ½-inch iron rod with “Powell & Powell” cap found for corner; said point being in the south line of the said Crestside Drive; said point being the beginning of a nontangent curve to the loft whose center bears North 29 degrees, 26 minutes, 21 seconds East, a distance of 380.00 feet from said point; THENCE, southeasterly, along the said south line of Crestside Drive and said curve to the left, through a central angle of 28 degrees, 56 minutes, 21 seconds, an arc distance of 191.93 feet on a chord bearing and distance of South 75 degrees, 01 minutes, 49 seconds East, 189-90 feet to a ½- inch iron rod found at the end of said curve; THENCE, South 89 degrees, 30 minutes, 00 seconds East, continuing along the sold south line of Crestside Drive, a distance of 206.60 feet to a ½-inch iron rod found; said point being the beginning of a curve to the left whose center bears North 00 degrees, 30 minutes, 00 seconds East, a distance of 380.00 feet from said point; THENCE, Northeasterly, continuing along the said south line of Crestside Drive and said curve to the left, through a central angle of 37 degrees, 06 minutes, 55 seconds, an arc distance of 246.16 feet on a chord bearing and distance of North 71 degrees, 56 minutes, 35 seconds East, 241.87 feet to a ½-inch iron rod found (it the end of said curve; THENCE, North 53 degrees, 23 minutes, 07 seconds East, along the said south line of Crestside Drive a distance of 109.67 feet to a ½-inch iron rod found; said point being the west end of the said corner clip (it the intersection of the southwest right-of-way line of Lakeshore Drive and the southeast right-of-way line of Crestside Drive; THENCE, South 81 degrees, 36 minutes, 53 seconds East, along the sold corner clip, a distance of 21.21 feet to the POINT OF BEGINNING; CONTAINING, 284,334 square feet or 6.527 acres of land, more or less. AGE N DA R E QU E S T FO R M ITEM # 8 CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider approval of a professional ser vice contract for audit services for the Fiscal Year 2002, Fiscal Year 2003, and Fiscal Year 2004 and authorizing the City Manager to sign.. SUBMITTED BY: Jennifer Armstrong TITLE: Director of Finance STAFF COMMENTS: See attached staff comments and bid tabulation. BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: The funds for this contract will be budgeted in Finance – Other Professional Ser vices 01-05-01-4220. DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: $ Audit1-Agenda Request.doc Evaluation Criteria Weaver & Tidwell KPMG Mandatory Criteria: 1. Audit Firm is independent & licensed to practice in Texas Yes, office is in Dallas Yes, office is in Dallas 2. Audit Firm’s professional personnel have received adequate CPE within preceding two years Appears adequate Appears adequate 3. Audit Firm has no conflict of interest with regard to any other work performed by the Firm for the City Meets criteria Meets criteria 4. Firm submitted a copy of its most recent external quality control review report and the firm has a record of quality audit work. Peer review missing from this proposal. Submitted with first proposal in April, though. Date of last review according to first submission was September 13, 2001. Yes, date of last review was December 16, 1999. 5. Firm adhered to the instructions in the RFB on preparing and submitting the bid. (Section 2 of the RFB describes required information) - Cover letter - Executive Summary - Table of Contents - Firm Background, Principal Officers & prior experience - Scope and Audit Approach - Proposed Schedule - Other references - Additional data & other info. - Concluding remarks - Cost bid form Yes, proposal in requested format. Proposal was presented in clear and concise format. Yes, proposal in requested format. Proposal was professional and very informative. Bid evaluation factors: Weaver & Tidwell KPMG 1. Demonstrated experience, qualifications, and professional activities of the audit team and Firm (technical expertise, resources available to the Firm, specialization in municipal government and Federal funding auditing). (50 points maximum score for this area) The Firm has assembled a new engagement team to conduct the City’s audit. The new engagement team will have dirct consultative access to the prior engagement team. Weaver has been the City’s auditor for approximately 12 years. Proposal does not mention GASB 34 implementation experience. Proposed engagement team Partner was involved in the GASB 34 implementation for the City of Plano. KPMG Partner serves on the GFOA Standing Committee on Accounting, Auditing and Financial Reporting. Large firm with many types of useful resources available. Members of the engagement team are GFOA Special Review Committee members. 2. Evaluated cost (20 points maximum score for this area) See comparison of costs schedule.See comparison of costs schedule. 3. Responsiveness of the bid in clearing stating the following: - understanding of work to be performed - understanding and ability to meet terms and conditions of the RFB (scheduling, and completeness & thoroughness of the technical data and documentation) (20 points maximum score for this area) Weaver’s Executive Summary notes the audit services are for three years with an option to renew for three years. This was changed in the second RFP to three years with the option to renew for two years. Proposed schedule consistent with schedule in RFP. Provided adequate documentation of audit approach. 4. Commitment to Governmental Accounting and Auditing: - demonstration of the Firm’s commitment to governmental issues by knowledge of current issues and membership in related organizations (GFOA or TML) - Firm’s ability to communicate to the client changes in regulations or the environment. (offer CPE training to client personnel on current or relevant Member of the engagement team is a member of the GFOA Special Review Committee. The City received the Certificate of Achievement in Financial Reporting while Weaver was the City’s auditor. Weaver will make certain that CPE conducted in-house is available to select members of the City’s accounting staff. Firm developed Government Reporting Implementation Process (GRIP) to assist governments with implementing the new reporting standards. Plano used this process to early implement GASB 34. issues) (10 points maximum score for this area) Evaluation Criteria Deloitte & Touche Pattillo, Brown & Hill Mandatory Criteria: 1. Audit Firm is independent & licensed to practice in Texas Yes, and office is in Dallas Yes, office is in Waco 2. Audit Firm’s professional personnel have received adequate CPE within preceding two years Appears adequate Appears adequate 3. Audit Firm has no conflict of interest with regard to any other work performed by the Firm for the City Meets criteria Note: Staff assigned are Julia Petty and Kelly Chamberlain who are Coppell residents Meets criteria 4. Firm submitted a copy of its most recent external quality control review report and the firm has a record of quality audit work. Yes, date of last review was November 30, 1999 Yes, date of last review was November 29, 2001 5. Firm adhered to the instructions in the RFB on preparing and submitting the bid. (Section 2 of the RFB describes required information) - Cover letter - Executive Summary - Table of Contents - Firm Background, Principal Officers & prior experience - Scope and Audit Approach - Proposed Schedule - Other references - Additional data & other info. - Concluding remarks - Cost bid form Yes, proposal in requested format. However, D&T would need to modify the Professional Services Contract included in the RFP. The contract was reviewed by the City’s attorney and is the City’s standard Professional Services Contract. D&T would also need to make certain changes to the insurance requirements in order to make the requirements consistent with the insurance that D&T maintains. D&T states that, in most cases, they have been able to successfully negotiate with potential clients. We are under time constraints and if the items cannot be worked out, the City does not have time to start the process of selecting an auditor all over. Yes, proposal in requested format. Proposal was presented in clear and concise format. Bid evaluation factors:Deloitte & Touche Pattillo, Brown & Hill 1. Demonstrated experience, qualifications, and professional activities of the audit team and Firm (technical expertise, resources available to the Firm, specialization in municipal government and Federal funding auditing). (50 points maximum score for this area) All members of the engagement team are GFOA Special Review Committee members. Engagement team members have GASB 34 implementation experience. The Firm’s GASB 34 expert is assigned to the City’s engagement Firm has 4 GFOA Special Review Committee members. Appears no GASB implementation experience as none noted in the RFP. 2. Evaluated cost (20 points maximum score for this area) See comparison of costs schedule.See comparison of costs schedule. 3. Responsiveness of the bid in clearing stating the following: - understanding of work to be performed - understanding and ability to meet terms and conditions of the RFB (scheduling, and completeness & thoroughness of the technical data and documentation) (20 points maximum score for this area) As noted under the Mandatory Criteria section, D&T would need to modify the City’s Professional Services Contract and the City’s Insurance Requirements. Agreed to the City’s timeline. Signed/notarized the City’s Professional Services Contract. Provided adequate summary of audit approach. 4. Commitment to Governmental Accounting and Auditing: - demonstration of the Firm’s commitment to governmental issues by knowledge of current issues and membership in related organizations (GFOA or TML) - Firm’s ability to communicate to the client changes in regulations or the environment. (offer CPE training to client personnel on current or relevant issues) (10 points maximum score for this area) Firm did not include the offering of CPE/technical training to City employees. Engagement team members are frequent speakers at conferences and seminars and are members of the various industry professional organizations. Firm did not include the offering of CPE/technical training to City employees. City of CoppellAudit Proposals - Cost AnalysisJuly 16, 2002FY FY FYFirm 2002 2003 2004 CommentsPatillo, Brown & Hill, LLPThe audit would be performed out of the Waco office. Base Audit 21,600 24,600 21,600 Single Audit 2,500 2,500 2,500 No GASB 34 implementation experience was noted in Total for Audit Services 24,100 27,100 24,100 the proposal.GASB 34 Implementation - If any special assistance is requested, it would be billed at the standard hourly rates: Partner $100/hr, Manager $75/hr, Senior $60/hr, Staff $46/hrCAFR Preparation - An option that would only be used when there were staffing issues. $3,750 each year.Weaver and Tidwell, LLPNew audit team has been assigned to the City, but will Base Audit 28,750 33,750 35,000 continue to have access to the previous audit team Single Audit 2,050 2,150 2,250 for continuity purposes. Total for Audit Services 30,800 35,900 37,250GASB 34 Implementation - $7,500 in Fiscal year 2003.CAFR Preparation - An option that would only be used when there were staffing issues. $7,500 each year. City of CoppellAudit Proposals - Cost AnalysisJuly 16, 2002FY FY FYFirm 2002 2003 2004 CommentsDeloitte & Touche, LLPFirm is unable to agree to the proposed terms in the Base Audit 37,000 45,350 46,225 Standard Professional Services contract. Terms can Single Audit 4,300 4,500 4,720 be negotiated, but time is a constraint from the City's Total for Audit Services 41,300 49,850 50,945 perspective. Fiscal year ends in approximately 75 days.GASB 34 Implementation - If any special assistance is requested, it would be billed at the standard hourly rates: Partner $200/hr, Manager $150/hr, Senior $100/hr, Staff $85/hrCAFR Preparation - An option that would only be used when there were staffing issues. $9,900 - 02, $11,100 - 03, $10,630 - 04KPMG, LLPA different individual has been assigned to prepare the Base Audit 42,000 44,720 41,461 bid and perform the audit for the City. Single Audit 9,000 9,000 9,000 Total for Audit Services 51,000 53,720 50,461GASB 34 Implementation - $6,000CAFR Preparation - An option that would only be used when there were staffing issues. $15,000 each year****Staff would recommend either Weaver and Tidwell, LLP or KPMG, LLP.***** APPENDIX D 1 STATE OF TEXAS § Professional Services Contract COUNTY OF DALLAS § This Professional Services Contract (hereinafter referred to as "Contract"), is entered into on this _______ day of ________________, 2002, and is effective immediately, by and between _____________________________________________, (hereinafter referred to as "CONTRACTOR") and the CITY OF COPPELL, TEXAS, a municipal corporation located in Dallas County, Texas (hereinafter referred to as "CITY"), acting by and through its City Manager or his designee. W I T N E S S E T H: THAT IN CONSIDERATION of the covenants and agreements hereinafter contained and subject to the terms and conditions hereinafter stated, the parties hereto do mutually agree as follows: I. Description of Work For the consideration hereinafter agreed to be paid to CONTRACTOR by CITY, CONTRACTOR will conduct an independent audit of the funds and account groups of the CITY for the fiscal years ending September 30, 2002 and 2003 and 2004, with the option to extend this contract for an additional two year period, and other related services (hereinafter referred to as "services"), as described in CONTRACTOR's Bid. The services will conform in every respect to this Contract and the following documents which are included herein as Exhibit A & B, respectfully: 1. Exhibit A: CITY Request for Bid (hereinafter referred to as "RFB"); 2. Exhibit B: CONTRACTOR's Bid (hereinafter referred to as "Bid") to the RFB. All documents referred to above are incorporated herein as if set forth in full herein. In the case of conflict in the language of any of the documents listed above and this Contract, the terms and conditions of this Contract shall be final and binding on all parties. In the case of conflict in the language of the RFB and Bid, the terms and conditions of the RFB shall be final and binding on all parties. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 2 II. Term This Contract shall commence on the day and year first written above and will terminate on the issuance of internal control recommendation letters or March, 2005, whichever occurs first in accordance with the Bid. This Contract may be extended on a year to year basis, for a period not to exceed two (2) additional years, upon mutual consent of the CITY and CONTRACTOR. If CONTRACTOR desires to extend this Contract beyond the initial term, CONTRACTOR shall request such extension sixty (60) days prior to the expiration of the initial term or any extension thereof. Financial & Out-of- Fiscal Comprehensive Pocket Prepare Typing Single Total Year Audit Fee Expenses the CAFR CAFR Audit Fees 2002 $ $ $ $ $ $ 2003 2004 ________ _______ ________ ______ _____ _____ CITY may at its option prepare and/or type the CAFR in any one or all fiscal periods and reduce the amount of the CONTRACTOR's fee by ___________ in any one or all fiscal periods CITY exercises this option. Total payment to the contractor will not exceed the amount specified above for each fiscal period, unless other conditions necessitate additional services, which must be authorized in advance by City Manager and/or resolution of the Coppell City Council. CONTRACTOR's charges for services are not to exceed similar charges of CONTRACTOR for comparable services to other customers. CONTRACTOR will submit periodic billings for services rendered. No interest shall ever be due on late payments. Payments to CONTRACTOR will be in the amount shown by the quarterly statement and other documentation submitted and shall be subject to the approval of the Director of Finance. CITY shall not be liable under this Contract for any services which are unsatisfactory or which have not been approved by CITY. CONTRACTOR will not be entitled to reimbursement for expenses incurred in accordance with this Contract unless CONTRACTOR has obtained the prior written consent of CITY to incur such expenses. For services not included in this Contract, it is agreed between CITY and CONTRACTOR that a separate agreement shall be entered into to cover such additional services. Any and all charges made to CITY other than those specified in this Contract shall be fully explained in a signed writing delivered to the Director of Finance prior to incurring any charge or fee in excess of the amount stated in this Contract. Such written explanations shall include, but are not limited to: City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 3 1. nature of the additional charge; 2. basis for such charge; 3. hours; 4. persons involved; 5. hourly rate; 6. costs to be incurred; 7. a statement that services to be provided are not included in the basic Contract. Any "out-of-pocket" expenses will require approval of the Director of Finance. CONTRACTOR will not incur such expenses until written approval is obtained. CONTRACTOR and CITY recognize that the continuation of any contract after the close of any given fiscal year of CITY, which fiscal year ends on September 30th of each year, shall be subject to Coppell City Council budget approval. III. Scope of Services CONTRACTOR agrees to provide the services under this Contract in accordance with generally accepted auditing standards and to perform the services to the highest professional standards. It is expressly understood and agreed that the scope of services for this Contract will include assistance by the City of Coppell Finance Department. IV. City's Responsibilities CITY agrees to perform the following services: 1. CITY's accounting staff will prepare necessary "prepared by client" (PBCs) workpapers normally required for the annual audit and will retrieve and reproduce documents necessary to the audit. 2. Provide adequate work space and physical facilities needed to complete services. 3. Printing and distribution of the final document, after CONTRACTOR has provided camera-ready originals (if this option has been selected). 4. Basic data processing support and staff assistance. 5. Typing of confirmation letters and other needed correspondence. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 4 V. Staff Requirements CONTRACTOR agrees that the staff assigned to CITY's audits shall contain at least one (1) person with two (2) or more years of governmental auditing experience. This person shall be at a senior or higher level. There shall be at least one (1) additional person that has completed a minimum of one (1) full year in governmental auditing. In addition, CONTRACTOR shall provide and maintain a staffing level as required during the main audit period commencing on or about November 11 through December 6. The staff provided on site at CITY will be computer literate and knowledgeable of Excel. VI. Schedule A. CONTRACTOR agrees to meet the following time deadlines for each fiscal period: 1. All workpapers to be prepared by CITY must be submitted, by written list, to CITY on or before August 28 of each year together with adequate written explanatory detail as to the purpose of the workpaper as well as the method to be used in preparing such workpapers and agreed upon timing. 2. Preliminary audit work, conducted prior to year-end closing, may be scheduled by CONTRACTOR at a mutually agreeable time and date; however, such work must be completed by September 30. 3. Year-end fieldwork must begin within the second week in November. 4. Audit fieldwork must be completed by the end of the first week of December. 5. Year-end audit adjustments and trial balances are to be submitted to CITY on or before December 6. 6. Completion of the Comprehensive Annual Financial Report, the Single Audit Report, and Management Letter (ready for printing) by December 28. 7. The Comprehensive Annual Financial Report, Single Audit Report and Management Letter shall be ready for distribution by January 3. B. The audit shall not be considered complete until the relevant federal and state agencies have approved the audit plan and accepted the Single Audit Report in writing, and the City of Coppell City Council have accepted the audit report. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 5 VII. Termination It is agreed and fully understood that CITY may, at its option and without prejudice to any other remedy it may be entitled to at law or in equity to, cancel or terminate this Contract upon thirty (30) days written notice to CONTRACTOR with the understanding that immediately upon receipt of said notice, all work being performed hereunder shall cease. CONTRACTOR shall be compensated in accordance with the terms of this Contract for all services performed through the date of receipt of notice; provided that CITY shall not be obligated to pay for any work which is unsatisfactory or not submitted in compliance with the terms of this Contract. CONTRACTOR shall deliver all original source documents belonging to CITY immediately after notice of termination of this Contract has been received by CONTRACTOR. VIII. Ownership of Documents All original source documents given to CONTRACTOR under this Contract are the sole property of CITY and shall be delivered to CITY, without restriction on future use. IX. Confidential Work No reports, information, project evaluation, data or any other documentation developed by, given to, prepared by or assembled by CONTRACTOR under this Contract shall be disclosed or made available to any individual or organization by CONTRACTOR without the prior express written approval of the CITY. X. Contractor's Liability Acceptance by CITY of any of CONTRACTOR's reports shall not constitute or be deemed a release of the responsibility and liability of CONTRACTOR, its employees, agents or associates for the accuracy and competency of their reports, information and other documents or services nor shall acceptance or approval be deemed to be the assumption of such responsibility by CITY for any defect, error or omission included in the documents prepared by CONTRACTOR, its employees, agents or associates. XI. Mailing Instructions All notices, communications and reports required or permitted under the Contract shall be personally delivered or mailed to the respective parties by depositing same in the United States mail, City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 6 postage prepaid, at the address shown below, unless and until either party is otherwise notified in writing by the other party, at the following addresses. Mailed notices shall be deemed communicated as of five (5) days after mailing. If intended for CITY, to: Ms. Jennifer Armstrong Director of Finance City of Coppell Post Office Box 9478 Coppell, Texas 75019 If intended for CONTRACTOR, to: ____________________ ____________________ ____________________ ____________________ XII. Applicable Law If any of the terms, provisions, covenants or conditions of this Contract shall for any reason be held to be invalid, illegal or unenforceable in any respect, such invalidity, illegality or unenforceability will not affect any other provisions contained in this Contract and all other provisions shall remain in full force and effect and shall in no way be affected, impaired or invalidated and any other provisions of the Contract shall be considered as if such invalid, illegal or unenforceable provision had never been contained in this Contract. XIII. Default If at any time during the term of this Contract, CONTRACTOR shall fail to commence the work, in accordance with the provisions of this Contract, or fail to diligently provide services in an efficient, timely and careful manner and in strict accordance with the provisions of this Contract, or fail to use an adequate number or quality of personnel to complete the work or fail to perform any of its obligations under this Contract, then CITY shall have the right, if CONTRACTOR shall not cure any such default after five (5) days written notice thereof, to terminate this Contract and complete the work in any manner it deems desirable, including engaging the services of other parties therefor. Any such act by CITY shall not be deemed a waiver of any other right or remedy of CITY. If after exercising any such remedy, the cost to CITY of the performance of the balance of the work is in excess of that part of the Contract sum which has not theretofore been paid to CONTRACTOR hereunder, CONTRACTOR shall be liable for and shall reimburse CITY for such excess. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 7 XIV. Monies Withheld When CITY has reasonable grounds for believing that CONTRACTOR will be unable to perform this Contract fully and satisfactorily within the time fixed for performance; or that a meritorious claim exists or will exist against CONTRACTOR or CITY arising out of the negligence, error or omission of CONTRACTOR or CONTRACTOR's breach of any provision of the Contract, then CITY may withhold payment of any amount otherwise due and payable to CONTRACTOR under this Contract. Any amount so withheld may be retained by CITY, for that period as it may deem advisable to protect CITY against loss and CITY may, after written notice to CONTRACTOR, apply such money in satisfaction of any claim(s). This provision is intended solely for the benefit of CITY, and no other person or entity shall have any right against CITY or claim against CITY by reason of CITY's failure or refusal to withhold monies. No interest shall be payable by CITY on any amounts withheld under this provision. This provision is not intended to limit or in any way prejudice any other right of CITY. XV. Indemnification CONTRACTOR shall and does hereby agree to indemnify and hold harmless CITY, its officers, agents and employees from any and all damages, loss or liability of any kind whatsoever, by reason of death or injury to property or third persons caused by negligent act, error or omission of CONTRACTOR, its officers, agents, employees, invites or other persons for whom CONTRACTOR is legally liable, with regard to the performance of this Contract; and CONTRACTOR will, at its own cost and expense, defend, pay on behalf of and protect CITY, its officers, agents and employees against any and all such claims and demands. XVI. Insurance A. CONTRACTOR shall at CONTRACTOR's own expense, purchase, maintain and keep in force during the term of this Contract such insurance as set forth below. CONTRACTOR shall not commence work under this Contract until CONTRACTOR has obtained all the insurance required and such insurance has been approved by CITY. All insurance policies provided under this Contract shall be written on an "occurrence basis" unless otherwise indicated. The insurance requirements shall remain in effect throughout the term of this Contract. 1. Professional Liability Insurance including contractual liability in an amount not less than $500,000. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 8 2. Commercial General Liability Insurance: $500,000 combined single limit per occurrence for bodily injury, personal injury and property damage. This policy shall have no coverage removed by exclusions. 3. Automobile Liability: $500,000 combined single limit per accident for bodily injury and property damage. Coverage should be provided as a "Code 1," any auto. 4. Workers' Compensation and Employees' Liability Statutory: Employer’s Liability policy limits of $100,000 for each accident, $500,000 policy limit - Disease. B. Other Insurance Provisions 1. CITY shall be named as an additional insured on the Commercial General Liability and Automobile Liability insurance policies. These insurance policies shall contain the appropriate additional insured endorsement signed by a person authorized by that insurer to bind coverage on its behalf. 2. Professional liability coverage. Should this coverage be provided on a "claims- made" form, the CONTRACTOR must maintain this policy for a period of four (4) years after completion of this project or purchase the extended reporting period or "tail coverage". 3. Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, cancelled, reduced in coverage or in limits except after thirty (30) days prior written notice has been provided to CITY. 4. Insurance is to be placed with insurers with a Best rating of no less than A:VII. The company must also be duly authorized to transact business in the State of Texas. 5. Workers' Compensation and Employers' Liability Coverage: The insurer shall agree to waive all rights of subrogation against CITY, its officials, employees and volunteers for losses arising from the activities under this Contract. 6. Certificates of Insurance completed on the Accord form only and endorsements effecting coverage required by this clause shall be forwarded to: The City of Coppell Risk Management Post Office Box 9478 Coppell, Texas 75019 City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 9 XVII. Independent Contractor CONTRACTOR covenants and agrees that he or she is an independent contractor and not an officer, agent, servant or employee of CITY; that CONTRACTOR shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondent superior shall not apply as between CITY and CONTRACTOR, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between CITY and CONTRACTOR. XVIII. Entire Agreement This Contract embodies the complete agreement of the parties hereto, superseding all oral or written previous and contemporary agreements between the parties relating to matters herein, and except as otherwise provided herein, cannot be modified without written agreement of the parties. XIX. Successors and Assigns CITY and CONTRACTOR each bind themselves, their successors, executors, administrators and assigns to the other party to this Contract. Neither CITY nor CONTRACTOR will assign, sublet, subcontract or transfer any interest in this Contract without the written consent of the other party. No assignment, delegation of duties or subcontract under this Contract will be effective without the written consent of the CITY. XX. Non-Waiver It is further agreed that one (1) or more instances of forbearance by CITY in the exercise of its rights herein shall in no way constitute a waiver thereof. XXI. Headings The headings of the Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 10 XXII. Changes CITY may, from time to time, require changes in the scope of the services to be performed under this Contract. Such changes as are mutually agreed upon by and between CITY and CONTRACTOR shall be incorporated by written modification to this Contract. XXIII. Performance of Work CONTRACTOR, its associates and employees, shall perform all the work called for in this Contract. CONTRACTOR covenants and agrees that all of its associates and employees who work on this project shall be fully qualified to undertake same and competent to do the work described in this Contract. XXIV. No Third Party Beneficiary For purposes of this contract, including its intended operation and effect, the parties (CITY and CONTRACTOR) specifically agree and contract that: (1) the contract only affects matters/disputes between the parties to this contract, and is in no way intended by the parties to benefit or otherwise affect any third person or entity, notwithstanding the fact that such third person or entities may be in a contractual relationship with CITY or CONTRACTOR or both; and (2) the terms of this contract are not intended to release, either by contract or operation of law, any third person or entity from obligations owing by them to either CITY or CONTRACTOR. XXV. Venue The parties to this Contract agree and covenant that this Contract will be enforceable in Coppell, Texas, and that if legal action is necessary to enforce this Contract, exclusive venue will lie in Dallas County, Texas. XXVI. Procurement of Goods and Services from Coppell Businesses and/Historically Underutilized Businesses In performing this Contract, CONTRACTOR agrees to use diligent efforts to purchase all goods and services from Coppell Businesses whenever such goods and services are comparable in availability, quality and price. As a matter of policy with respect to CITY projects and procurements, CITY also encourages the use, if applicable, of qualified contractors, subcontractors and suppliers where at City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 11 least fifty-one percent (51%) of the ownership of such contractor, subcontractor or supplier is vested in racial or ethnic minorities or women. In the selection of subcontractors, suppliers or other persons in organizations proposed for work on the Contract, the CONTRACTOR agrees to consider this policy and to use its reasonable and best efforts to select and employ such company and persons for work on this Contract. IN WITNESS WHEREOF, the parties have hereunto set their hands by their representatives duly authorized on the day and year first written above. CONTRACTOR BY_______________________________ Signature ____________________________________ Printed/Typed Name ____________________________________ Printed/Typed Title ____________________________________ Tax Identification No. WITNESS: ________________________________ CITY OF COPPELL, TEXAS ___________________________ Jim Witt City Manager City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 12 ATTEST: ______________________________ LIBBY BALL, City Secretary APPROVED AS TO FORM: ______________________________ BOB HAGER, City Attorney City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 13 THE STATE OF TEXAS § Contractor Acknowledgement COUNTY OF DALLAS § BEFORE ME, a Notary Public in and for the State of Texas, on this day personally appeared _______________________, known to me to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that he executed same for and as the act and deed of __________________________, as _________________________ thereof, and for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the _______ day of ________________, 2002. ______________________________ Notary Public In and For The State of Texas _____________________________ ______________________________ My Commission Expires:Notary's Printed Name City of Coppell Services Contract for Audit Svcs. 2002, 2003, 2004 14 THE STATE OF TEXAS § City Acknowledgement COUNTY OF DALLAS § BEFORE ME, a Notary Public in and for the State of Texas, on this day personally appeared JIM WITT, known to me to be the person and officer whose name is subscribed to the foregoing instrument and acknowledged to me that same was the act of said CITY OF COPPELL, TEXAS, a municipal corporation of the State of Texas, Dallas County, Texas, and as the City Manager thereof, and for the purposes and consideration therein expressed and in the capacity therein stated. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the ________ day of __________________, 2002. _________________________________ Notary Public In and For The State of Texas ____________________________ _________________________________ My Commission Expires:Notary’s Printed Name AG EN DA R EQU EST FO R M ITEM # WS-9 CITY COUNCIL MEETING: July 25, 2002 BUDGET WORK SESSION A. Final Valuation. B. General Fund Changes. C. Final Fund Balance Walkforward. D. Discussion regarding covered storage at Ser vice Center. E. Quar terly Repor t. CITY MANAGER'S REVIEW: AGE N DA R E QU E S T FO R M ITEM # 10 CITY COUNCIL MEETING: July 25, 2002 ITEM CAPTION: Consider Approval of a Change Order to the Texas Unified Constr uctors contract for the construction of the new Ser vice Center, to add a Covered Equipment Shelter, in an amount not to exceed $113,963.00, and authorizing the City Manager to sign. SUBMITTED BY: Gary Sims TITLE: Director of Parks and Leisure Ser vices STAFF COMMENTS: See Attached Memo BUDGET AMT. $ AMT. EST. $ +\-BID $ FINANCIAL COMMENTS: DIR. INITIALS: FIN. REVIEW: CITY MANAGER REVIEW: Agenda Request Form - Revised 5/00 Document Name: ^servcen PARKS AND LEISURE SERVICES DEPARTMENT CITY COUNCIL AGENDA ITEM Date: July 25, 2002 To: Mayor and City Council From: Gary Sims, Director of Parks and Leisure Services Re: Consider Approval of a Proposed Change Order to the Contract with Texas Unified Constructors, to allow for the Installation of a Covered Equipment/Materials Storage and Shop for the Parks and Leisure Services Department at the proposed Coppell Service Center, in an Amount not to Exceed $113,963.00. Background: The City Council awarded bid number Q-0301-02 for the construction of the Coppell Service Center on June 26, 2001. At that meeting, staff was requested to bring back a justification and pricing for the construction of a large, covered storage building for the Parks and Leisure Services Department. This building is to provide equipment protection from the elements, to allow for work areas, lockable tool spaces and material handling and storage. This area will also serve as storage for the equipment that is used on a daily basis. The crews will have the opportunity to place a fully loaded trailer under the cover at the end of each day, without having to unload, and be ready for the next day. This covered area was eliminated from the original recommended award for purposes of reducing the award amount and to allow the opportunity to review alternate structures for reduced costs. The cost of the proposed structure was reduced as a result from a preliminary cost of $222,823.00 to a cost of $113,963.00 by changing the roof structure and by eliminating the electrical from the building. This structure is vital to the operation of the Parks Maintenance Division. There is currently covered storage and a small workshop at the Deforest Service Center, which will be lost if this building is removed from the scope of the project. This building will serve as space for equipment, materials and supply storage for the division. It will allow a dry area for receiving bagged fertilizers, mulch, field chalk, infield conditioners, etc. Also, the crews will be given the flexibility to assign all equipment, large and small, a designated space to improve asset management and inventory control. This space will offer the crews the opportunity to become better organized, improving responsiveness and create a more efficient daily workflow process. The contractor for the project, Texas Unified Constructors has provided a change order price to add this building into the project of $113,963.00. This price is elevated somewhat over the price previously discussed as the contractor will be finished with the work he is now contracted to perform, prior to the Covered Equipment/Storage Building arriving on site. This will require placement of a superintendent and laborer on the site specifically for this item. The contractor has requested an additional amount of $8,900.00 because of this fact. City Council Action requested: Award of a Change Order to Texas Unified Constructors in an amount not to exceed $113,963.00. Staff Recommendation: Award of the Change Order as outlined above BR AG EN DA R EQU EST FO R M ITEM # 11 CITY COUNCIL MEETING: July 25, 2002 NECESSARY ACTION RESULTING FROM WORK SESSION