ST9904-CS090828Page 1 of 1
Keith Marvin - FW: City of Coppell- NTTA Interlocal Agreement; SRT Soundwallcoating and
landscape
From: "Mow, Elizabeth" <Emow(�',ntta.org>
To: "'kmarvin(a ci.coppell.tx.us "' <kmarvin(a ci.coppell.tx.us>
Date: 8/28/2009 10:32 AM
Subject: FW: City of Coppell- NTTA Interlocal Agreement; SRT Soundwallcoating and
landscape
Attachments: ILA COPPELL- V2.pdf; ILA COPPELL- V1.pdf
Keith,
Per our discussion this morning, below are the email and the attachments that may help with your task. Please
let me know if you have any questions.
Eliz
From: Carrigan, Gerry
Sent: Tuesday, August 18, 2009 1:39 PM
To: 'Clay Phillips'
Cc: Clemson, Allen; Herrington, Rick; Mow, Elizabeth
Subject: City of Coppell- NTTA Interlocal Agreement; SRT Soundwall coating and landscape
Clay:
As we previously agreed, attached are two draft versions of Interlocal Agreements for the sound wall painting
(Version 1: NTTA coats; Version 2: City of Coppell procures and coats).
Version 1 has been modified since we originally met. It now reflects the more expeditious change order option,
and incorporates a price quote we requested from our contractor who is already mobilized on the Sam Rayburn
121 project (Austin Bridge & Road). The price quoted seems very competitive at $14,831.39 (for the coating
application only). If the City were to select this option, I anticipate that we could execute a change order and issue
a notice to proceed to the contractor in a matter of weeks (say mid - September). In either option, the landscape
work will follow later as outlined in the ILA.
Version 2 is the additional option you requested.
If you have any questions, or would like to discuss please contact me. thx
Gerald Carrigan
Asst. Executive Director
Project Delivery
North Texas Tollway Authority
214.461.2090
file: HC: \Documents and Settings \radloo \Local Settings\ Temp \XPgrpwise \4A97B233City_... 9/28/2010
(City of Coppell coats)
DRAFT: For discussion purposes only
INTERLOCAL AGREEMENT BETWEEN
THE NORTH TEXAS TOLLWAY AUTHORITY
AND THE CITY OF COPPELL REGARDING
LANDSCAPE AND SOUND WALL COATING IMPROVEMENTS ALONG
THE SAM RAYBURN TOLLWAY WITHIN THE CITY LIMITS OF COPPELL
THIS INTERLOCAL AGREEMENT (this "ILA ") by and between the NORTH
TEXAS TOLLWAY AUTHORITY, a regional tollway authority and a political subdivision of
the State of Texas, acting by and through its Board of Directors (hereinafter identified as the
"Authority "), and the CITY OF COPPELL, a home rule municipality and Texas municipal
corporation, acting by and through its duly elected City Council (hereinafter identified as the
"City "), is to be effective as of the day of , 2009.
RECITALS
WHEREAS, the Authority has entered into an agreement with the Texas Department of
Transportation for the Authority to construct, operate, and maintain a turnpike project known as
the Sam Rayburn Tollway (formerly called the 121 Tollway) and the State Highway 121 service
roads that parallel the tollway (the "Project "), which are located between a point 1,200 feet north
of the Business 121 interchange at Denton Creek in Denton County and Medical Center Drive,
east of U.S. 75, in Collin County; and
WHEREAS, in 2006, based upon sustainability and environmental stewardship
considerations, the Authority instituted an initiative to eliminate paint and other surface coatings
on the concrete surfaces of its facilities; and
WHEREAS, in accordance with its established policy and design guidelines, the
Authority began constructing sound walls with an uncoated finish in Segment 1 of the Project
(Denton Tap Road to Old Denton Road), .a portion of which segment is located within the City's
municipal boundafli6,,, and
WHEREAS, the City requested that the Authority consider approving an exception to its
policy and design guideline's '"in _ order to permit the installation of standard landscaping elements
and the application of colored surface coatings to "soften" the aesthetic appearance of the sound
walls at designaf locations adjacent to residential neighborhoods abutting the Project's service
roads within the City'.s;municipal boundaries; and
WHEREAS, the 'Authority's Board of Directors (the "NTTA Board ") approved the
City's request (by Resolutions 09 -137 and 09 -199) on the condition that the City and the
Authority enter into an ILA that is acceptable to both the City and NTTA regarding the terms
and conditions under which the standard landscape elements and surface coatings will be
installed and applied and under which the City agrees to bear all application, maintenance,
removal, and other costs associated with the coatings (or reimburse, or secure reimbursement of,
such costs to the Authority); and
WHEREAS, the Authority and the City have determined that benefits and advantages
will result to both entities by formally entering into this ILA; and
WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government
Code, authorizes local government and /or political subdivision to enter into agreements
governing each entity's functions and services to the other under the terms thereof.
AGREEMENT
NOW, THEREFORE, in consideration of these premises and of the mutual covenants
and agreements of the parties hereto to be by them respectively kept and performed as
hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Authority and the City agree as follows:
1. The Authority's Responsibilities
(a) Non - Standard Landscape Locations. The Authority will modify its design plans
for the landscaping components of the Project to incorporate the installation of Authority -
standard landscape elements at the six mutually agreed upon sound wall locations specified in
Attachment A attached hereto and made a part of this ILA (the "Subject Sites "), consistent with
the provisions of Resolutions 09 -137 and 09 -199 approved by the NTTA Board.
(b) Landscape Installation and Maintenance. The Authority will assume the costs
of the installation and maintenance of the standard landscape elements at the Subject Sites. The
City acknowledges and agrees that the only mpdifications to the Authority's design plans for the
landscape elements pertain to those elements ,location at the Subject Sites. Otherwise, the
Authority will design, install and maintain the landscape elements according to its standard
practices for similar landscape elements. The Authority makes no warranty of any kind
concerning the landscape elements.
(c) Review of Wall Coating Specifications and Related Documents. The Authority
will review the City's plans and specifications for the application of paint or similar surface
coatings to the sound walls at the Subject Sites (the "Coating Work "). The Authority will not
unreasonably withhold or delay approval of the plans and specifications and other items
submitted to it under Section 2(a). If the Authority fails to provide written objections to the plans
and specifications for the Coating Work within thirty (30) days after receipt of a complete set of
plans and specifications, the Authority will be deemed to have approved the plans and
specifications for the Coating Work.
(d) Notice of Intent to Remove Coatings. The City acknowledges that the Authority
intends to remove surface coatings from other Project structures at an unspecified future date or
dates. Provided the Authority shall provide not less than thirty (30) days prior written notice to
the City of its intent to remove the wall coatings from the Subject Sites, the Authority may
remove the wall coatings at the Subject Sites at the same that that the Authority elects to remove
surface coatings from other Project structures adjacent to or in the vicinity of the Subject Sites.
2. The City's Responsibilities
(a) Wall Coating Specifications and Related Documents. Before the City awards a
contract for the Coating Work, the City will obtain the Authority's approval of the plans and
specifications for the Coating Work. If the Authority provides written objections to the plans and
2
specifications before such approval is deemed given under Section 1(c), the City will revise the
plans and specifications to resolve the Authority's objections to the Authority's reasonable
satisfaction. Before the City issues a notice or authorization to its contractor to proceed with the
Coating Work, the City must obtain the Authority's approval of a traffic - management plan,
insurance coverage, work schedule, contractor indemnification and waivers, and such other
documents and information as the Authority reasonably requires in connection with the Coating
Work, which shall include all permits and other documents the Authority typically requires
before allowing other parties to conduct work within the limits of the Authority's right -of -way.
The City will coordinate the work with the Authority's maintenance department prior to issuing a
notice to proceed to the contractor. The City will ensure that the contractor performs the Coating
Work in compliance with the Authority- approved plans and specifications and with all other
Authority requirements, such as, but not limited to, traffic management plans. At its cost, the
City agrees repair or replace any Coating Work that does no(: comply with the plans and
specifications.
(b) Costs Related to Coatings. The City will be responsible for all costs associated
with the application of the coatings at the Subject Sites. The City will also reimburse the
Authority for the costs of any required interim coating maintenance (including, but not limited
to, graffiti removal), all other costs incurred by the Authority in connection with the surface
coatings, and the costs of the removal of the coatings at such time as the Authority elects to
remove coatings from other Project structures adjacent to or in the vicinity of the subject sound
walls. The City shall remit any reimbursement payment within thirty (30) days of its receipt of
an invoice for the completed work.
(c) Contractor Indemnification. The contract for the Coating Work shall include
the following indemnity: "CONTRACTOR EXPRESSLY AGREES TO FULLY AND
COMPLETELY DEFEND, INDEMNIFY AND HOLD THE NORTH TEXAS TOLLWAY
AUTHORITY (THE `AUTHORITY ") AND ITS OFFICERS, AGENTS AND
EMPLOYEES, AND THE CITY OF COPPELL (THE "CITY ") AND ITS OFFICERS,
AGENTS, AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS,
LAWSUITS,' JUDGMENTS, COSTS, AND EXPENSES FOR THE FOLLOWING: (I)
PERSONAL INJURY (INCLUDING DEATH), PROPERTY DAMAGE OR OTHER
HARM FOR WHICH RECOVERY OF DAMAGES IS SOUGHT, SUFFERED BY ANY
PERSON OR PERSONS, THAT MAY ARISE OUT OF OR BE OCCASIONED BY
CONTRACTOR'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS
CONTRACT OR BY ANY NEGLIGENT, GROSSLY NEGLIGENT OR STRICTLY
LIABLE ACT OR OMISSION OF CONTRACTOR, ITS OFFICERS, AGENTS,
ASSOCIATES, OR EMPLOYEES, IN THE PERFORMANCE OF THIS CONTRACT,
EXCEPT THAT THE INDEMNITY PROVIDED FOR IN THIS CLAUSE SHALL NOT
APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OR
FAULT OF CITY OR THE AUTHORITY, THEIR RESPECTIVE OFFICERS, AGENTS,
EMPLOYEES, OR SEPARATE CONTRACTORS, AND IN THE EVENT OF JOINT
AND CONCURRING NEGLIGENCE OR FAULT OF CONTRACTOR, CITY, AND THE
AUTHORITY, RESPONSIBILITY AND INDEMNITY, IF ANY, SHALL BE
APPORTIONED IN ACCORDANCE WITH THE LAW OF THE STATE OF TEXAS,
WITHOUT WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO THE
CITY OR THE AUTHORITY UNDER TEXAS LAW AND WITHOUT WAIVING ANY
DEFENSES OF THE PARTIES UNDER TEXAS LAW; AND (II) A VIOLATION OF
3
ANY STATE, FEDERAL, OR LOCAL ENVIRONMENTAL LAWS, RULES, PERMITS,
OR REGULATIONS THAT CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES,
OR SUBCONTRACTORS, COMMITS IN THE COURSE OF PERFORMANCE OF
THIS CONTRACT, ALONG WITH ANY ASSOCIATED CIVIL, ADMINISTRATIVE,
OR CRIMINAL FINES, COSTS, PENALTIES, REMEDIATION COSTS OR OTHER
RELATED EXPENSES INCURRED OR IMPOSED AS A DIRECT OR INDIRECT
RESULT OF SUCH VIOLATIONS, REGARDLESS OF WHO IS RESPONSIBLE FOR
CAUSING SUCH VIOLATIONS. NOTHING IN THIS PARAGRAPH SHALL BE
CONSTRUED AS WAIVING ANY GOVERNMENTAL IMMUNITY AVAILABLE TO
THE AUTHORITY OR THE CITY UNDER TEXAS LAW. THE PROVISIONS OF THIS
PARAGRAPH ARE SOLELY FOR THE BENEFIT OF THE CITY, THE AUTHORITY,
AND CONTRACTOR AND ARE NOT INTENDED TO CREATE OR GRANT ANY
RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR
ENTITY."
3. Miscellaneous
(a) Term. The term of this ILA shall be for such period as the surface coatings
remain in place at the Subject Sites, unless otherwise amended or cancelled.
(b) Written Amendments. Any change in this ILA must be enacted through a
written amendment. No amendment to this ILA shall be of any effect unless in writing and
executed by the Authority and the City.
(c) Sole Benefit; No Waiver. This ILA is entered into for the sole benefit of the
City, the Authority and their respective successors, and nothing in this ILA or in any approval
subsequently provided by either party hereto shall be construed as giving any benefits, rights,
remedies, or claims to any other person, firm, corporation, or other entity, including, without,
limitation, the public in general. The Authority assumes no liability arising out of or resulting
from the City's or its employees', agents', consultants', contractors', or independent contractors'
performance of the Coating Work. Except for the costs assumed by the City under Section 2(b),
the City assumes no liability arising out of or resulting from the Authority's or its employees',
agents', consultants', contractors', or independent contractors' operation, maintenance, or repair
of the Project. The parties agree that neither party is an agent of the other party and that each
party is responsible in accordance with the laws of the State of Texas for its own negligent or
wrongful acts or omissions and for those of its respective officers, agents or employees in
conjunction with the performance of this ILA, without waiving any governmental or sovereign
immunity available to each party under Texas law and without waiving any defenses of each
party under Texas law.
(d) Authorization. Each party to this ILA represents to the other that it is fully
authorized to enter into this ILA and to perform its obligations hereunder, and that no waiver,
consent, approval, or authorization from any third party is required to be obtained or made in
connection with the execution, delivery or performance of this ILA. Each signatory on behalf of
the City and the Authority, as applicable, represents that he or she is fully authorized to bind that
entity to the terms of this ILA.
M
(e) Interpretation. No provision of this ILA shall be construed against or
interpreted to the disadvantage of any party by any court, other governmental or judicial
authority, or arbitrator by reason of such party having or being deemed to have drafted, prepared,
structured, or dictated such provision.
(f) Counterparts. This ILA may be executed in several counterparts, each of which
shall be deemed an original, and all such counterparts shall constitute one single agreement
between the parties.
(g) Headings. The article and section headings used in this ILA are for reference and
convenience only, and shall have no bearing on the interpretation hereof.
IN WITNESS WHEREOF, the Authority and City have executed this ILA on the dates shown
below, to be effective on the date listed above.
ATTEST:
APPROVED AS TO FORM:
Locke Lord Bissell & Liddell LLP,
General Counsel to the Authority
By:
Name:
ATTEST:
City Secretary
APPROVED AS TO FORM:
City Attorney
NORTH TEXAS TOLLWAY AUTHORITY
ME
Allen Clemson, Executive Director
Date:
CITY OF COPPELL, a Texas
municipal corporation
Jayne Peters, Mayor
Date:
5
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NTTA.
NORTH TEXAS TOLL WAYAUTHORITY
RESOLUTION NO. 09-137
A RESOLUTION RECOMMENDING INSTALLATION OF
LANDSCAPING ALONG SOUND WALLS
ON THE SAM RAYBURN TOLLWAY, SEGMENT 1
May 18, 2009
WHEREAS, the North Texas Tollway Authority (the "NTTA ") is a regional tollway authority
governed by Chapter 366 of the Texas Transportation Code, known as the "Regional Tollway
Authority Act" (the "Act "); and
WHEREAS, in accordance with the Act, the NTTA has entered into an agreement with the
Texas Department of Transportation for the NTTA to construct, operate, and maintain a turnpike
project known as the Sam Rayburn Tollway (formerly called the 121 Tollway) and the State
Highway 121 service roads that parallel the tollway (the "Project "), which is located between a
point 1,200 feet north of the Business 121 interchange at Denton Creek in Denton County and
Medical Center Drive, east of U.S. 75, in Collin County; and
WHEREAS, in 2006, based upon sustainability and environmental stewardship considerations,
the NTTA instituted an initiative to eliminate paint and other surface coatings on the concrete
surfaces of its facilities; and
WHEREAS, in accordance with its established policy and design guidelines, the NTTA is
currently constructing sound walls with an uncoated finish in Segment 1 of the Project; and
WHEREAS, the City of Coppell (the "City ") has requested that the NTTA consider approving
exceptions to its policy and design guidelines in order to permit the installation of standard
landscaping elements and the application of colored surface coatings to "soften" the aesthetic
appearance of the sound walls at designated locations adjacent to residential neighborhoods
abutting the Project's service roads; and
WHEREAS, NTTA staff developed and presented for the City's review a design of landscape
elements that, except for their installation at locations that do not conform to the NTTA's design
guidelines, otherwise conform to the NTTA's standard design guidelines; and
WHEREAS, NTTA staff and the NTTA Board of Directors (the "Board ") have carefully
considered the City's request, and the Board is willing to approve the request regarding the
installation of the landscaping elements in accordance with the designs prepared by the NTTA at
the designated non - standard locations;
NOW, THEREFORE, BE IT RESOLVED that the NTTA Board of Directors instructs staff to
finalize the design of and to install landscape elements to "soften" the aesthetic appearance of the
surfaces at six sound wall locations identified by the City of Coppell in Segment 1 of the Project,
with the cost to install and maintain such landscape elements to be paid from the Project
construction or operations and maintenance funds, as applicable.
ATTEST:
Paul N. Wag man, Chairman Rub Frankli Secretary
F/ "-ed
NTTA,
NORTH TEXAS TOLLWAYAUTHORITY°
RESOLUTION NO. 09 -199
A RESOLUTION
AMENDING RESOLUTION 09 -137
AUTHORIZING AN INTERLOCAL AGREEMENT
WITH THE CITY OF COPPELL REGARDING
THE INSTALLATION OF LANDSCAPING IMPROVEMENTS AND
THE APPLICATION OF SURFACE COATINGS AT DESIGNATED SOUND WALL
LOCATIONS ON THE SAM RAYBURN TOLLWAY, SEGMENT 1
July 16, 2009
WHEREAS, the North Texas Tollway Authority (the "NTTA ") is a regional tollway authority
governed by Chapter 366 of the Texas Transportation Code, known as the "Regional Tollway
Authority Act" (the "Act "); and V
WHEREAS, in accordance with the Act, the NTTA has entered into an agreement with the
Texas Department of Transportation for the NTTA to construct, operate, and maintain a turnpike
project known as the Sam Rayburn Tollway (formerly called the 121 Tollway) and the State
Highway 121 service roads that parallel the tollway (the "Project "), which is located between a
point 1,200 feet north of the Business 121 interchange at Den-ion Creek in Denton County and
Medical Center Drive, east of U.S. 75, in Collin County; and
WHEREAS, in 2006, based upon sustainability and environmental stewardship considerations,
the NTTA instituted an initiative to eliminate paint and other surface coatings on the concrete
surfaces of its facilities; and
WHEREAS, in accordance with its established policy and design guidelines, the NTTA is
currently constructing sound walls with an uncoated finish in Segment 1 of the Project; and
WHEREAS, the City of Coppell (the "City ") has requested that the NTTA consider approving
exceptions to its policy and design guidelines in order to permit the installation of standard
landscaping elements and the application of colored surface coatings to "soften" the aesthetic
appearance of the sound walls at designated locations adjacent to residential neighborhoods
abutting the Project's service roads; and
WHEREAS, the NTTA Board of Directors (the "Board") has carefully considered the City's
request, and the Board is willing to approve the request on tiie condition that the City and the
NTTA enter into an interlocal agreement ( "ILA ") that is acceptable to both the City and NTTA
regarding the terms and conditions under which the standard landscape elements and surface
coatings would be if--stalled and applied; and under which the City agrees to bear aWapplication,
maintenance, removal, and other costs associated with the coatings (or reimburse, or secure
reimbursement of, su�, costs to NTTA as the terms may dictate); and
WHEREAS, the ILA shall also provide that, :Epon providing 30 days prior written notice to the
City, the NTTA may remove the surface coats -s (at the City's cost, as provided above), at such
future time as the NTTA elects to remove coatings from other Project structures adjacent to or in
the vicinity of the subject sound walls; and
WHEREAS, the installation of the standard landscape elements at the six mutually agreed upon
sound wall locations may be paid out of the Project's existing budget for landscaping
improvements; and
WHEREAS, on May 18, 2009, the Board adopted resolution no. 09 -137, approving the above -
described installation of landscaping improvements, but such resolution did not include a
provision regarding the application of surface coatings to sound walls; and
WHEREAS, the Board desires to amend resolution no. 09 -137 to include authorization for the
application of surface coatings on the terms described above and as further provided in the ILA
with the City;
NOW, THEREFORE, BE IT RESOLVED that the NTTA Board of Directors hereby amends the
resolution no. 09 -137 to add the following:
BE IT FURTHER RESOLVED, that the Board authorizes the application of colored
surface coatings to sound walls at designated locations adjacent to residential
neighborhoods abutting the Project's service roads, subject to the City's agreement to
(1) bear all application, maintenance, removal, and other costs associated with the
coatings (or to reimburse, or secure reimbursement of, such costs to NTTA, as the terms
of the ILA may dictate), and (2) permit the NTTA, upon 30 days prior written notice to
the City, to remove the surface coatings at the City's cost at such time as the NTTA
elects to remove coatings from other Project structures adjacent to or in the vicinity of
the subject sound walls; and
BE IT FURTHER RESOLVED that the Board authorizes the Executive Director to
negotiate and execute an ILA with the City of Coppell on the terms set forth above and
on such other consistent terms as the Executive Director deems to be advisable; and
BE IT FURTHER RESOLVED that the application, maintenance, removal, and other
costs associated with the surface coatings shall be paid by the City of Coppell under the
terms of the ILA set forth above and the costs of installing and maintaining the standard
landscape elements at the six mutually agreed upon sound wall locations shall be paid
from the Project construction or operations and maintenance funds, as applicable.
BE IT FURTHER RESOLVED that except as amended hereby, resolution 09 -137 remains in full
force and effect as originally adopted.
Pau N. Wageman, hair n
ATTEST:
Rube Frankli . Secretary
(NTTA coats)
DRAFT: For discussion purposes only
INTERLOCAL AGREEMENT BETWEEN
THE NORTH TEXAS TOLLWAY AUTHORITY
AND THE CITY OF COPPELL REGARDING
LANDSCAPE AND SOUND WALL COATING IMPROVEMENTS ALONG
THE SAM RAYBURN TOLLWAY WITHIN THE CITY LIMITS OF COPPELL
THIS INTERLOCAL AGREEMENT (this "ILA ") by and between the NORTH
TEXAS TOLLWAY AUTHORITY, a regional tollway authority and a political subdivision of
the State of Texas, acting by and through its Board of Directors (hereinafter identified as the
"Authority "), and the CITY OF COPPELL, a home rule municipality and Texas municipal
corporation, acting by and through its duly elected City Council (hereinafter identified as the
"City "), is to be effective as of the day of 2009.
RECITALS
WHEREAS, the Interlocal Cooperation Act, Chapter 791 of the Texas Government
Code, authorizes local government and/or political subdivision to enter into agreements
governing each entity's functions and services to the other under the terms thereof.
AGREEMENT
NOW, THEREFORE, in consideration of these premises and of the mutual covenants
and agreements of the parties hereto to be by them respectively kept and performed as
hereinafter set forth, and other good and valuable consideration, the receipt and sufficiency of
which are hereby acknowledged, the Authority and the City agree as follows:
1. Landscape Elements. The Authority will modify its design plans for the Project
regarding landscaping components to incorporate the installation of Authority- standard
landscape elements at the six mutually agreed upon sound wall locations specified in
Attachment A attached hereto and made a part of this ILA (the "Subject Sites "),
consistent with the provisions of Resolutions 09 -137 and 09 -199 approved by the NTTA
Board.
2. Contract(s) for Landscape Elements Work and Wall Coating Work. The
Authority has received a price quotation and will issue a change order to an existing
contract which will incorporate the work associated with the application of the coatings
to the sound walls at the Subject Sites. A notice to proceed for this work is currently
anticipated to be issued in early September, 2009. The Authority will subsequently
procure and administer a separate contract for the installation and maintenance of the
landscape improvements at the Subject Sites. A notice to proceed for this work is
currently anticipated to be issued in the 1" QTR of 2010.
3. Landscape Costs, Installation, and Maintenance. The Authority will assume
the costs of the installation and maintenance of the standard landscape elements at the
Subject Sites. The City acknowledges and agrees that the only modifications to the
Authority's design plans for the landscape elements pertain to those elements' location at
the Subject Sites. Otherwise, the Authority will design, install and maintain the landscape
elements according to its standard practices for similar landscape elements. The
Authority makes no warranty of any kind concerning the landscape elements.
4. City's Reimbursement. The City will reimburse the Authority for all costs
associated with the application of the coatings at the Subject Sites. The Authority
currently estimates the cost to apply the wall coatings at the Subject Sites to be
$14,831.39 based upon change order pricing for the coating application only. However,
the City acknowledges that the Authority's estimate shall not limit the City's obligation
to be responsible to reimburse the Authority for all of the costs associated with the
coatings. The City will also reimburse the Authority for the costs of any required interim
coating maintenance (including, but not limited to, graffiti removal), all other costs
incurred by the Authority in connection with the wall coatings, and the costs of the
removal of the coatings at such time as the Authority elects to remove coatings from
other Project structures adjacent to or in the vicinity of the subject sound walls. The City
shall remit any reimbursement payment within thirty (30) days of its receipt of an invoice
for the completed work.
N
5. Notice of Intent to Remove Coatings. The City acknowledges that the Authority
intends to remove surface coatings from other Project structures at an unspecified future
date or dates. Provided the Authority shall provide not less than thirty (30) days prior
written notice to the City of its intent to remove the wall coatings from the Subject Sites,
the Authority may remove the wall coatings at the Subject Sites at the same that that the
Authority elects to remove surface coatings from other Project structures adjacent to or in
the vicinity of the Subject Sites.
6. Miscellaneous
(a) Term. The term of this ILA shall be for such period as the wall coatings
remain in place at the Subject Sites, unless otherwise amended or cancelled.
(b) Written Amendments. Any change in this ILA must be enacted through
a written amendment. No amendment to this ILA shall be of any effect unless in writing
and executed by the Authority and the City.
(c) Sole Benefit; No Waiver. This ILA is entered into for the sole benefit of
the City, the Authority and their respective successors, and nothing in this ILA or in any
approval subsequently provided by either party hereto shall be construed as giving any
benefits, rights, remedies, or claims to any other person, firm, corporation, or other entity,
including, without, limitation, the public in general. The Authority assumes no liability
arising out of or resulting from the City's or its employees', agents', consultants',
contractors', or independent contractors' performance of the any work under this ILA.
Except for the costs assumed by the City under Section 4(b), the City assumes no liability
arising out of or resulting from the Authority's or its employees', agents', consultants',
contractors', or independent contractors' operation, maintenance, or repair of the Project.
The parties agree that neither party is an agent of the other party and that each party is
responsible in accordance with the laws of the State of Texas for its own negligent or
wrongful acts or omissions and for those of its respective officers, agents or employees in
conjunction with the performance of this ILA, without waiving any governmental or
sovereign immunity available to each party under Texas law and without waiving any
defenses of each party under Texas law.
(d) Authorization. Each party to this ILA represents to the other that it is
fully authorized to enter into this ILA and to perform its obligations hereunder, and that
no waiver, consent, approval, or authorization from any third party is required to be
obtained or made in connection with the execution, delivery or performance of this ILA.
Each signatory on behalf of the City and the Authority, as applicable, represents that he
or she is fully authorized to bind that entity to the terms of this ILA.
(e) Interpretation. No provision of this ILA shall be construed against or
interpreted to the disadvantage of any party by any court, other governmental or judicial
authority, or arbitrator by reason of such party having or being deemed to have drafted,
prepared, structured, or dictated such provision.
91
(f) Counterparts. This ILA may be executed in several counterparts, each of
which shall be deemed an original, and all such counterparts shall constitute one single
agreement between the parties.
(g) Headings. The article and section headings used in this ILA are for
reference and convenience only, and shall have no bearing on the interpretation hereof.
IN WITNESS WHEREOF, the Authority and City have executed this ILA on the dates shown
below, to be effective on the date listed above.
ATTEST:
APPROVED AS TO FORM:
Locke Lord Bissell & Liddell LLP,
General Counsel to the Authority
By:
Name:
ATTEST:
City Secretary
APPROVED AS TO FORM:
City Attorney
1878181v1
NORTH TEXAS TOLLWAY AUTHORITY
LOW
Allen Clemson, Executive Director
Date:
CITY OF COPPELL, a Texas
municipal corporation
USE
Jayne Peters, Mayor
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NTTA.
NORTH TEXAS TOLLWAYAUTHORITY
RESOLUTION NO. 09-137
A RESOLUTION RECOMMENDING INSTALLATION OF
LANDSCAPING ALONG SOUND WALLS
ON THE SAM RAYBURN TOLLWAY, SEGMENT 1
May 18, 2009
WHEREAS, the North Texas Tollway Authority (the "NTTA ") is a regional tollway authority
governed by Chapter 366 of the Texas Transportation Code, known as the "Regional Tollway
Authority Act" (the "Act "); and
WHEREAS, in accordance with the Act, the NTTA has entered into an agreement with the
Texas Department of Transportation for the NTTA to construct, operate, and maintain a turnpike
project known as the Sam Rayburn Tollway (formerly called the 121 Tollway) and the State
Highway 121 service roads that parallel the tollway (the "Project "), which is located between a
point 1,200 feet north of the Business 121 interchange at Denton Creek in Denton County and
Medical Center Drive, east of U.S. 75, in Collin County; and
WHEREAS, in 2006, based upon sustainability and environmental stewardship considerations,
the NTTA instituted an initiative to eliminate paint and other surface coatings on the concrete
surfaces of its facilities; and
WHEREAS, in accordance with its established policy and design guidelines, the NTTA is
currently constructing sound walls with an uncoated finish in Segment 1 of the Project; and
WHEREAS, the City of Coppell (the "City ") has requested that the NTTA consider approving
exceptions to its policy and design guidelines in order to permit the installation of standard
landscaping elements and the application of colored surface coatings to "soften" the aesthetic
appearance of the sound walls at designated locations adjacent to residential neighborhoods
abutting the Project's service roads; and
WHEREAS, NTTA staff developed and presented for the City's review a design of landscape
elements that, except for their installation at locations that do not conform to the NTTA's design
guidelines, otherwise conform to the NTTA's standard design guidelines; and
WHEREAS, NTTA staff and the NTTA Board of Directors (the "Board ") have carefully
considered the City's request, and the Board is willing to approve the request regarding the
installation of the landscaping elements in accordance with the designs prepared by the NTTA at
the designated non - standard locations;
NOW, THEREFORE, BE IT RESOLVED that the NTTA Board of Directors instructs staff to
finalize the design of and to install landscape elements to "soften" the aesthetic appearance of the
surfaces at six sound wall locations identified by the City of Coppell in Segment 1 of the Project,
with the cost to install and maintain such landscape elements to be paid from the Project
construction or operations and maintenance funds, as applicable.
ATTEST:
N. Wag man, Chairman Rub Frankli Secretary
/r-i �- /,S
NTTA11,1)
NORTH TEXAS TOLL WAY AUTHORITY
RESOLUTION NO. 09-199
A RESOLUTION
AMENDING RESOLUTION 09 -137
AUTHORIZING AN INTERLOCAL AGREEMENT
WITH THE CITY OF COPPELL REGARDING
THE INSTALLATION OF LANDSCAPING IMPROVEMENTS AND
THE APPLICATION OF SURFACE COATINGS AT DESIGNATED SOUND WALL
LOCATIONS ON THE SAM RAYBURN TOLLWAY, SEGMENT 1
July 16, 2009
WHEREAS, the North Texas Tollway Authority (the "NTTA ") is a regional tollway authority
governed by Chapter 366 of the Texas Transportation Code, known as the "Regional Tollway
Authority Act" (the "Act "); and •
WHEREAS, in accordance with the Act, the NTTA has entered into an agreement with the
Texas Department of Transportation for the NTTA to construct, operate, and maintain a turnpike
project known as the Sam Rayburn Tollway (formerly called the 121 Tollway) and the State
Highway 121 service roads that parallel the tollway (the "Project "), which is located between a
point 1,200 feet north of the Business 121 interchange at Denson Creek in Denton County and
Medical Center Drive, east of U.S. 75, in Collin County; and
WHEREAS, in 2006, based upon sustainability and environmental stewardship considerations,
the NTTA instituted an initiative to eliminate paint and other surface coatings on the concrete
surfaces of its facilities; and
WHEREAS, in accordance with its established policy and design guidelines, the NTTA is
currently constructing sound walls with an uncoated finish in Segment 1 of the Project; and
WHEREAS, the City of Coppell (the "City ") has requested that the NTTA consider approving
exceptions to its policy and design guidelines in order to permit the installation of standard
landscaping elements and the application of colored surface coatings to "soften" the aesthetic
appearance of the sound walls at designated locations adjacent to residential neighborhoods
abutting the Project's service roads; and
WHEREAS, the NTTA Board of Directors (the "Board") has carefully considered the City's
request, and the Board is willing to approve the request on the condition that the City and the
NTTA enter into an interlocal agreement ( "ILA ") that is acceptable to both the City and NTTA
regarding the terms and conditions under which the standard landscape elements and surface
coatings would be ii_stalled and applied; and under which the City agrees to bear all'application,
maintenance, removal, and other costs associated with the coatings (or reimburse, or secure
reimbursement of, sutli costs to NTTA as the terms may dictate); and
WHEREAS, the ILA shall also provide th;,t, :upon providing 30 days prior written notice to the
City, the NTTA may remove the surface coat; --s (at the City's cost, as provided above), at such
future time as the NTTA elects to remove coatings from other Project structures adjacent to or in
the vicinity of the subject sound walls; and
WHEREAS, the installation of the standard landscape elements at the six mutually agreed upon
sound wall locations may be paid out of the Project's existing budget for landscaping
improvements; and
WHEREAS, on May 18, 2009, the Board adopted resolution no. 09 -137, approving the above -
described installation of landscaping improvements, but such resolution did not include a
provision regarding the application of surface coatings to sound walls; and
WHEREAS, the Board desires to amend resolution no. 09 -137 to include authorization for the
application of surface coatings on the terms described above and as further provided in the ILA
with the City;
NOW, THEREFORE, BE IT RESOLVED that the NTTA Board of Directors hereby amends the
resolution no. 09 -137 to add the following:
BE IT FURTHER RESOLVED, that the Board authorizes the application of colored
surface coatings to sound walls at designated locations adjacent to residential
neighborhoods abutting the Project's service roads, subject to the City's agreement to
(1) bear all application, maintenance, removal, and other costs associated with the
coatings (or to reimburse, or secure reimbursement of, such costs to NTTA, as the terms
of the ILA may dictate), and (2) permit the NTTA, upon 30 days prior written notice to
the City, to remove the surface coatings at the City's cost at such time as the NTTA
elects to remove coatings from other Project structures adjacent to or in the vicinity of
the subject sound walls; and
BE IT FURTHER RESOLVED that the Board authorizes the Executive Director to
negotiate and execute an ILA with the City of Coppell on the terms set forth above and
on such other consistent terms as the Executive Director deems to be advisable; and
BE IT FURTHER RESOLVED that the application, maintenance, removal, and other
costs associated with the surface coatings shall be paid by the City of Coppell under the
terms of the ILA set forth above and the costs of installing and maintaining the standard
landscape elements at the six mutually agreed upon sound wall locations shall be paid
from the Project construction or operations and maintenance funds, as applicable.
BE IT FURTHER RESOLVED that except as amended hereby, resolution 09 -137 remains in full
force and effect as originally adopted.
ATTEST:
Pau N. Wageman, hair n Ruby Frankli . Secretary