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HomeMy WebLinkAbout05-18-09 TC Agenda PacketThe Regular Meeting of the Town of Westlake Town Council will begin immediately following the conclusion of either the Town Council Workshop but not prior to the 7:00 p.m. posted start time. TOWN OF WESTLAKE, TEXAS Mission Statement On behalf of the citizens, the mission of the Town of Westlake is to be a one-of-a-kind community that blends our rural atmosphere with our rich culture and urban location. Westlake, Texas – A Premier Knowledge Based Community TOWN COUNCIL REGULAR MEETING A G E N D A May 18, 2009 WESTLAKE TOWN HALL 3 VILLAGE CIRCLE, 2ND FLOOR COUNCIL CHAMBERS / MUNICIPAL COURT ROOM 7:00 p.m. 1. CALL TO ORDER. 2. PLEDGE OF ALLEGIANCE. 3. PRESENTATION OF PROCLAMATION BY MAYOR LAURA WHEAT IN RECOGNITION OF VFW BUDDY POPPY DAY. 4. CITIZEN PRESENTATIONS: This is an opportunity for citizens to address the Council on any matter whether or not it is posted on the agenda. The Council cannot by law take action nor have any discussion or deliberations on any presentation made to the Council at this time concerning an item not listed on the agenda. The Council will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Town of Westlake Town Council Page 2 of 3 Regular Meeting Agenda May 18, 2009 5. CONSIDER AN ORDINANCE CANVASSING THE RETURNS AND DECLARING THE RESULTS OF THE LOCAL OPTION ELECTION HELD ON MAY 9, 2009, FOR CONSIDERATION OF TWO (2) LOCAL OPTION PROPOSITIONS. 6. CONSIDER AN ORDINANCE CANVASSING THE RETURNS AND DECLARING THE RESULTS OF THE GENERAL ELECTION HELD ON MAY 9, 2009, FOR THE ELECTION OF THREE (3) COUNCIL MEMBERS TO TERMS EXPIRING MAY 2011. 7. ADMINISTER OATH OF OFFICE TO NEWLY ELECTED OFFICIALS. 8. RECOGNITION OF OUTGOING COUNCIL MEMBER DON REDDING. 9. CONSENT AGENDA: All items listed below are considered routine by the Town Council and will be enacted with one motion. There will be no separate discussion of items unless a Council Member or citizen so requests, in which event the item will be removed from the general order of business and considered in its normal sequence. a. Review and approve minutes of the Town Council Workshop and Regular meeting held on April 27, 2009. b. Consider a Resolution authorizing the Town Manager to enter into a thirty-six month agreement and authorize subsequent renewals with Henry Brothers Electronics for related security system maintenance, service, repair, and inspections of equipment and applicable software. c. Consider a Resolution authorizing a contract with Royer & Schutts to provide and install the offices and classroom furniture for the Sam & Margaret Lee Arts & Sciences Center. d. Consider a Resolution approving the payment of AT&T invoice for relocation of telecommunication infrastructure related to the FM 1938 project. e. Consider a Resolution ratifying the action of the Town Manager to retain Brown McCarroll L.L.P. for legal services related to State legislative monitoring and advocacy focused on HB 2110. 10. FUTURE AGENDA ITEMS: Any Council member may request at a workshop and / or Council meeting, under “Future Agenda Item Requests”, an agenda item for a future Council meeting. The Council Member making the request will contact the Town Manager with the requested item and the Town Manager will list it on the agenda. At the meeting, the requesting Council Member will explain the item, the need for Council discussion of the item, the item’s relationship to the Council’s strategic priorities, and the amount of estimated staff time necessary to prepare for Council discussion. If the requesting Council Town of Westlake Town Council Page 3 of 3 Regular Meeting Agenda May 18, 2009 Member receives a second, the Town Manager will place the item on the Council agenda calendar allowing for adequate time for staff preparation on the agenda item. - NONE 11. COUNCIL CALENDAR. - Town Council and Texas Student Housing Authority Joint Meeting o Thursday, May 21, 2009, 5:30 p.m., Town Hall - Decoration Day o Monday, May 25,2009, I.O.O.F. Cemetery - 2009 MasterWorks concert series o Friday, May 29, 2009, 12 noon, Solana Courtyard - Texas Student Housing Authority Board of Directors Meeting o Tuesday, May 26, 2009, 5:30 p.m., Town Hall offices - TML Legislative Wrap-up o June 26, 2009, Marriott Las Colinas, Irving - TML Legislative Wrap-up o June 29, 2009, Austin - TML Newly Elected City Official Orientation o July 24-25, 2009, Austin - TML Newly Elected City Official Orientation o August 7-8, 2009, Austin 12. ADJOURNMENT. ANY ITEM ON THIS POSTED AGENDA COULD BE DISCUSSED IN EXECUTIVE SESSION AS LONG AS IT IS WITHIN ONE OF THE PERMITTED CATEGORIES UNDER SECTIONS 551.071 THROUGH 551.076 AND SECTION 551.087 OF THE TEXAS GOVERNMENT CODE. CERTIFICATION I certify that the above notice was posted at the Town Hall of the Town of Westlake, 3 Village Circle, by Friday, May 15, 2009, by 5 p.m. under the Open Meetings Act, Chapter 551 of the Texas Government Code. _____________________________________ Kim Sutter, TRMC, Town Secretary If you plan to attend this public meeting and have a disability that requires special needs, please advise the Town Secretary 48 hours in advance at 817-490-5710 and reasonable accommodations will be made to assist you.      Town of  Westlake   Item # 2 – Pledge of  Allegiance  Texas Pledge: "Honor the Texas flag; I pledge allegiance to thee, Texas, one state under God, one and indivisible." Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Thomas E. Brymer, Town Manager Subject: Regular Meeting of May 18, 2009 Date: May 13, 2009 ITEM Presentation of Proclamation by Mayor Laura Wheat in recognition of VFW Buddy Poppy Day. BACKGROUND At the request of Mr. Allan Werst, aka “The Poppy Man”, Mayor Wheat will issue and present proclamation in recognition of Decoration Day (Memorial Day). FUNDING None RECOMMENDATION Staff recommends approval. ATTACHMENTS: Proclamation Town of Westlake Proclamation WHEREAS: the annual sale of Buddy Poppies by the Veterans of Foreign Wars of the United States has been officially recognized and endorsed by government leaders since 1922; and WHEREAS: VFW Buddy Poppies are assembled by disabled veterans, and the proceeds of this worthy fundraising campaign are used exclusively for the benefit of disabled and needy veterans, and the spouses and orphans of the deceased veterans; and WHEREAS: the basic purpose of the annual sale of the Buddy Poppies by the Veterans of Foreign Wars is eloquently reflected in the desire to “Honor the Dead by Helping the Living”. NOW, THEREFORE, I, Laura Wheat, Mayor of the Town of Westlake, Texas, do hereby proclaim May 18, 2009; as VFW Buddy Poppy Day In the Town of Westlake, Texas and invite all residents to proudly wear a Buddy Poppy as mute evidence of all our gratitude to the men and women of this country who have risked their lives in defense of the freedoms which we continue to enjoy today as American citizens. IN WITNESS WHEREOF, I have hereunto set my hand and caused the official seal of the Town of Westlake, Texas to be affixed this 18th day of May 2009. _____________________________________ Laura Wheat, Mayor      Town of  Westlake  Item # 4 – Citizen’s  Presentations  This is an opportunity for citizens to address the Board on any matter whether or not it is posted on the agenda. The Board cannot by law take action nor have any discussion or deliberations on any presentation made to the Board at this time concerning an item not listed on the agenda. The Board will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Kim Sutter, TRMC, Town Secretary Subject: Regular Meeting of May 18, 2009 Date: May 9, 2009 ITEM Consider an Ordinance canvassing the returns and declaring the results of the local option election held on May 9, 2009, for consideration of two (2) local option propositions. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; Hospitality Finds its Home in Westlake o Citizen engagement and communication BACKGROUND In accordance with the Texas Election Code Section 67.003 (b), results of the May 9, 2009, Local Option Election must be canvassed not later than the 11th day after Election Day (May 20, 2008). The election results indicate the passage of the two propositions. The results of the are included in the attached ordinance and exhibit. FUNDING N/A RECOMMENDATION Adopt the ordinance canvassing the results of the May 9, 2009, Local Option Election. ATTACHMENTS: Ordinance No. 625 Exhibit to Ordinance (election results) TOWN OF WESTLAKE ORDINANCE NO. 625 AN ORDINANCE CANVASSING THE RETURNS AND DECLARING THE RESULTS OF THE LOCAL OPTION ELECTION HELD ON MAY 9, 2009, FOR CONSIDERATION OF TWO (2) LOCAL OPTION PROPOSITIONS. WHEREAS, a local option election was duly called and held in the Town of Westlake, Texas on the 9th day of May 2009, for: 1) The legal sale of mixed beverages in restaurants by food and beverage certificate holders; and 2) The legal sale of all alcoholic beverages for off-premise consumption only; and WHEREAS, it is hereby found and determined that notice of the election was duly given in the form, manner and time required by law, and said election was in all respects legally held and conducted in accordance with applicable laws of the State of Texas and the proceedings governing the holding of such elections; and WHEREAS, such canvass shows the following results: Proposition Total Votes Casts 1) The legal sale of mixed beverages in restaurants by food and beverage certificate holders; and For 174 Against 30 204 2) The legal sale of all alcoholic beverages for off-premise consumption only. For 110 Against 92 202 THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: RECITALS FOUND TRUE. All of the recitals contained in the preamble of this ordinance are found to be true and are adopted as findings of fact and a part of this Town Council’s judgment. SECTION 2: ELECTION CANVASSED AND DECLARED EFFECTIVE. The Town Council officially finds, determines and declares the results of the election to be as follows: 1) The legal sale of mixed beverages in restaurants by food and beverage certificate holders; and Passed 2) The legal sale of all alcoholic beverages for off-premise consumption only. Passed It is further found and determined that the results of the election are as canvassed and tabulated in the preamble hereof and in Exhibit “A” attached hereto. The Town Council further finds the following: SECTION 3: TOWN SECRETARY TO RECORD ELECTION RESULTS. The Town Secretary is hereby authorized and directed to make the appropriate entries of information appearing in the tabulation of precinct results shown in Exhibit “A” attached hereto in the election register maintained by the Town in accordance with provisions of Section 67.006 of the Election Code. SECTION 4: TOWN STAFF TO TAKE NECESSARY ACTIONS TO GIVE EFFECT. The Town Manager, Town Secretary, and Town Attorney are hereby authorized and instructed to take all actions necessary to give effect to this ordinance and the election, as provided by law. SECTION 5: EFFECTIVE DATE. This ordinance shall be effective upon its adoption. PASSED AND APPROVED THIS 18 DAY OF MAY 2009 APPROVED: _____________________________ Laura Wheat, Mayor ATTEST: _______________________________ ______________________________ Kim Sutter, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED: ______________________________ L. Stanton Lowry, Town Attorney Cumulative Report — Official Tarrant County — Joint Elections — May 09, 2009 Page 1 of 1 Total Number of Voters : 54,876 of 858,606 = 6.39% 05/12/2009 10:28 AM Precincts Reporting 204 of 204 = 100.00% Number of District Voters: 204 of 584 = 34.93%District Precincts Reporting 1 of 1 = 100.00% Party Candidate TotalElectionEarly Council Member Town of Westlake, Vote For 3 52 90 3823.53%24.52%23.94%Larry Corson 49 79 3022.17%19.35%21.01%Don Redding 66 111 4529.86%29.03%29.52%Carol K. Langdon 54 96 4224.43%27.10%25.53%Rick Rennhack 221Cast Votes:63.51% 155 37658.71%61.44% Over Votes: 0 Under Votes: 127 0.00% 36.49% 0 109 236 00.00% 41.29% 0.00% 38.56% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Proposition No. 1 Town of Westlake, Vote For 1 102 174 7287.93%81.82%85.29%For 14 30 1612.07%18.18%14.71%Against 116Cast Votes:100.00% 88 204100.00%100.00% Over Votes: 0 Under Votes: 0 0.00% 0.00% 0 0 0 00.00% 0.00% 0.00% 0.00% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Proposition No. 2 Town of Westlake, Vote For 1 65 110 4556.52%51.72%54.46%For 50 92 4243.48%48.28%45.54%Against 115Cast Votes:99.14% 87 20298.86%99.02% Over Votes: 0 Under Votes: 1 0.00% 0.86% 0 1 2 00.00% 1.14% 0.00% 0.98% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Kim Sutter, TRMC, Town Secretary Subject: Regular Meeting of May 18, 2009 Date: May 13, 2009 ITEM Consider an Ordinance canvassing the returns and declaring the results of the general election held on May 9, 2009, for the election of three (3) council members to terms expiring May 2011. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; Hospitality Finds its Home in Westlake o Citizen engagement and communication BACKGROUND In accordance with the Texas Election Code Section 67.003 (b), results of the May 9, 2009, general elections must be canvassed not later than the 11th day after Election Day (May 20, 2008). The election results indicate the election three (3) Town Council Members to terms expiring May 2011. The results of the election are as follow: Larry Corson 90 Don Redding 79 Carol Langdon 111 Rick Rennhack 96 The three (3) candidates receiving the most number of voters are deemed elected. FUNDING N/A RECOMMENDATION Adopt the ordinance canvassing the results of the May 9, 2009, General Election. ATTACHMENTS: Ordinance No. 626 Exhibit to Ordinance (election results) TOWN OF WESTLAKE ORDINANCE NO. 626 AN ORDINANCE CANVASSING THE RETURNS AND DECLARING THE RESULTS OF THE GENERAL ELECTION HELD ON MAY 9, 2009, FOR THE ELECTION OF THREE (3) COUNCIL MEMBERS TO TERMS EXPIRING MAY 2011. WHEREAS, the general election of 2009 was duly called and held in the Town of Westlake, Texas on the 9th day of May 2009, for the purpose of electing three (3) Town Council Members to serve terms of two-years; and WHEREAS, it is hereby found and determined that notice of the election was duly given in the form, manner and time required by law, and said election was in all respects legally held and conducted in accordance with applicable laws of the State of Texas and the proceedings governing the holding of such elections; and WHEREAS, such canvass shows the following results: Council Member Number of Votes Larry Corson 90 Don Redding 79 Carol K. Langdon 111 Rick Rennhack 96 Total Votes Cast 376 THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: RECITALS FOUND TRUE. All of the recitals contained in the preamble of this ordinance are found to be true and are adopted as findings of fact and a part of this Town Council’s judgment. SECTION 2: ELECTION CANVASSED AND DECLARED EFFECTIVE. It is further found and determined that the results of the election are as canvassed and tabulated in the preamble hereof and in Exhibit “A” attached hereto. The Town Council further finds the following: GENERAL ELECTION Carol K. Langdon has been elected as Council Member to a term expiring May 2011 Rick Rennhack has been elected as Council Member to a term expiring May 2011 Larry Corson has been elected as Council Member to a term expiring May 2011 SECTION 3: TOWN SECRETARY TO RECORD ELECTION RESULTS. The Town Secretary is hereby authorized and directed to make the appropriate entries of information appearing in the tabulation of precinct results shown in Exhibit “A” attached hereto in the election register maintained by the Town in accordance with provisions of Section 67.006 of the Election Code. SECTION 4: TOWN STAFF TO TAKE NECESSARY ACTIONS TO GIVE EFFECT. The Town Manager, Town Secretary, and Town Attorney are hereby authorized and instructed to take all actions necessary to give effect to this ordinance and the election, as provided by law. SECTION 5: EFFECTIVE DATE. This ordinance shall be effective upon its adoption. PASSED AND APPROVED THIS 18 DAY OF MAY 2009 APPROVED: _____________________________ Laura Wheat, Mayor ATTEST: _______________________________ ______________________________ Kim Sutter, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED: ______________________________ L. Stanton Lowry, Town Attorney Cumulative Report — Official Tarrant County — Joint Elections — May 09, 2009 Page 1 of 1 Total Number of Voters : 54,876 of 858,606 = 6.39% 05/12/2009 10:28 AM Precincts Reporting 204 of 204 = 100.00% Number of District Voters: 204 of 584 = 34.93%District Precincts Reporting 1 of 1 = 100.00% Party Candidate TotalElectionEarly Council Member Town of Westlake, Vote For 3 52 90 3823.53%24.52%23.94%Larry Corson 49 79 3022.17%19.35%21.01%Don Redding 66 111 4529.86%29.03%29.52%Carol K. Langdon 54 96 4224.43%27.10%25.53%Rick Rennhack 221Cast Votes:63.51% 155 37658.71%61.44% Over Votes: 0 Under Votes: 127 0.00% 36.49% 0 109 236 00.00% 41.29% 0.00% 38.56% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Proposition No. 1 Town of Westlake, Vote For 1 102 174 7287.93%81.82%85.29%For 14 30 1612.07%18.18%14.71%Against 116Cast Votes:100.00% 88 204100.00%100.00% Over Votes: 0 Under Votes: 0 0.00% 0.00% 0 0 0 00.00% 0.00% 0.00% 0.00% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Proposition No. 2 Town of Westlake, Vote For 1 65 110 4556.52%51.72%54.46%For 50 92 4243.48%48.28%45.54%Against 115Cast Votes:99.14% 87 20298.86%99.02% Over Votes: 0 Under Votes: 1 0.00% 0.86% 0 1 2 00.00% 1.14% 0.00% 0.98% Precincts Counted 1 Total Percent 1 100.00% Voters 204 Ballots Registered Percent 584 34.93% Town of Westlake Memo To: Honorable Mayor and Members of the Board of Aldermen From: Kim Sutter, TRMC, Town Secretary Subject: Regular Meeting of May 18, 2009 Date: May 13, 2009 ITEM Administer Oath of Office to newly elected officials. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; Hospitality Finds its Home in Westlake o Citizen engagement and communication BACKGROUND Following the canvassing of the election results, the officer must file a Statement of Elected Officer and be administered an Oath of Office (Tex. Constitution, Art. XVI, § 1) before assuming the duties of office. FUNDING N/A RECOMMENDATION N/A ATTACHMENTS None. Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Kim Sutter, TRMC, Town Secretary Subject: Regular Meeting of May 18, 2009 Date: May 13, 2009 ITEM Recognition of outgoing Council Member Don Redding. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; Hospitality Finds its Home in Westlake o Citizen engagement and communication BACKGROUND At this time, the Mayor and Council will have an opportunity to recognize Don Redding for his service to the Town as well as Betty Redding for her support of Don over the years. Don was elected to the Council in May 1999 and has served as Mayor Pro Tem for a number of years. Prior to his election to the Council, Don served as a member of the Planning and Zoning Commission FUNDING None RECOMMENDATION None ATTACHMENTS: None MINUTES OF THE TOWN OF WESTLAKE, TEXAS TOWN COUNCIL WORKSHOP April 27, 2009 PRESENT: Mayor Laura Wheat and Council Members Tim Brittan, Larry Corson, Carol Langdon, Don Redding and Rebecca Rollins. ABSENT: None. OTHERS PRESENT: Town Manager Thomas Brymer, Town Attorney Stan Lowry, Town Secretary Kim Sutter, Planning and Development Director Eddie Edwards, Finance Director Debbie Piper, Public Works Superintendent Jarrod Greenwood, and Assistant to the Town Manager Ginger Awtry. 1. CALL TO ORDER. Mayor Wheat called the workshop to order at 5:21 p.m. 2. DISCUSS AND REVIEW OF CONSENT AGENDA ITEMS FROM APRIL 13, 2009, COUNCIL REGULAR MEETING AGENDA. Mayor Wheat introduced the item and opened the floor for questions related to the consent agenda items from the April 27, 2009, regular meeting agenda. There were no questions regarding the consent agenda items. Mayor Wheat recessed the workshop at 5:22 p.m. to convene into executive session under Section 551.071: Consultation with Attorney regarding oil and gas well drilling and production. Mayor Wheat convened the executive session at 5:24 p.m. The executive session adjourned at 6:06 p.m. Mayor Wheat reconvened the workshop at 6:12 p.m.   Town of Westlake Town Council Page 2 of 3 Workshop Minutes April 27, 2009 3. PRESENTATION AND DISCUSSION REGARDING THE PROPOSED OIL AND GAS DRILLING/PRODUCTION TECHNICAL STANDARDS ORDINANCE FOR OIL AND GAS DRILLING AND PRODUCTION IN WESTLAKE. Town Manager Brymer introduced the item, and reviewed the technical standards ordinance with regard to the gas well permitting process, including requirements for a neighborhood meeting with property owners within one thousand (1,000) feet of the proposed drill site, Site Plan requirements, public hearings, and the requirement of a Specific Use Permit (SUP). Mr. Brymer added that Gas Well Pad Permits and Gas Well Permits would be approved administratively by Town staff. Discussion ensued regarding lighting requirements, gas well pad site permit applications, road maintenance agreements, setback requirements, access issues, flaring and adequate duration for flaring, noise levels, public education, wastewater disposal wells, and landscaping. Mayor Wheat asked the Town Attorney to review the language regarding road maintenance agreement and road repair agreement, as they appear to be one in the same. As follow-up to the discussion regarding the road repair agreement, Town Manager Brymer advised the Town Council that he has presented the City Manager of Keller a copy of the Memorandum of Understanding discussed with the Cities of Trophy Club and Roanoke as an introduction to conversation with regard to a reciprocating agreement between the Town and the City of Keller, specifically as it relates to gas and oil well drilling and production. Town Manager Brymer advised that the Town Council would approve exceptions to the setback requirements. Town Council Member Corson stated that he supports the Town Council being given the authority to make the decision regarding setbacks based on input from adjacent property owners. It was the consensus of the Town Council to direct the Town Attorney to make the necessary changes to the technical standards ordinance based on the Town Council discussion. Town Manager Brymer advised that the ordinance was prepared with the highest aesthetic standards as identified by the Town Council last fall. An Ordinance has been placed on the April 27, 2009, regular meeting agenda for consideration by the Town Council. Town of Westlake Town Council Page 3 of 3 Workshop Minutes April 27, 2009 4. FUTURE AGENDA ITEMS. No items were presented for consideration. 5. ADJOURNMENT. There being no further business, Mayor Wheat adjourned the workshop at 7:38 p.m. APPROVED BY THE TOWN COUNCIL ON MAY 18, 2009. ___________________________________ Laura Wheat, Mayor ATTEST: _______________________________ Kim Sutter, TRMC, Town Secretary MINUTES OF THE TOWN OF WESTLAKE, TEXAS TOWN COUNCIL REGULAR MEETING April 27, 2009 PRESENT: Mayor Laura Wheat and Council Members Tim Brittan, Larry Corson, Carol Langdon, Don Redding, and Rebecca Rollins. ABSENT: None. OTHERS PRESENT: Town Manager Thomas Brymer, Town Attorney Stan Lowry, Town Secretary Kim Sutter, Planning and Development Director Eddie Edwards, Public Works Superintendent Jarrod Greenwood, Finance Director Debbie Piper, Facilities and Recreation Director Troy Meyer, Director of Human Resources and Administrative Services Todd Wood, and Assistant to the Town Manager Ginger Awtry 1. CALL TO ORDER. Mayor Wheat called the meeting to order at 7:56 p.m. 2. PLEDGE OF ALLEGIANCE. Mayor Wheat led the pledge of allegiance to the United States and Texas flags. 3. MAYOR WHEAT TO ISSUE A SPECIAL PROCLAMATION DESIGNATING MAY 4 THROUGH MAY 10, 2009, AS “PUBLIC SERVICE RECOGNITION WEEK”. Director of Human Resources and Administrative Services Todd Wood gave a brief history on Public Recognition Week, and stated that this is the first year Westlake has formally recognized the event. Mayor Wheat read and presented a proclamation to Town of Westlake staff in attendance. Town of Westlake Town Council Page 2 of 7 Regular Meeting Minutes April 27, 2009 4. CITIZEN PRESENTATIONS. Mr. Perry Rupp, 2190 J.T. Ottinger Road, Keller, expressed his support for the proposed gas and oil well drilling and production technical standards ordinance; however, he feels the noise definition could be better defined. Mr. Joseph Hagman, 5920 Mahotea Boone Trail, addressed the Town Council regarding the noise standards associated with the gas and oil well drilling and production ordinance and ask that the Town consider monitoring the noise levels. Ms. Leslie Sagar, 2190 J.T. Ottinger Road, Keller, addressed the Town Council regarding setback requirements, as well as the noise level standards and a noise management plan that would address a truck back up warning device, public address systems, and disturbances in neighborhoods. Mrs. Julie Timmerman, 5925 Mahotea Boone Trail, addressed the Town Council regarding the proposed setbacks related to gas and oil well drilling and production and asked that the Town Council include a better definition of Economic Viability in the ordinance. Ms. Wendy Hallgren. 1815 Broken Bend Drive, addressed the Town Council regarding the proposed setbacks, wastewater run-off, and encouraged the Council to better define Economic Viability. Mr. Allen Heath, 5944 Stagecoach Circle, addressed the Town Council regarding the following: - Section 56-40(b)(10) believes the section should be renumbered to Section 56- 40(b)(9)(6) as to only alter or waive any provisions related to landscaping. - Section 56-37, suggested an expiration term be identified in the event no drilling is taking place. - Regarding Gas Well Pad Site Setbacks - Should be a setback requirement from a property line to Gas Well Pad Site in the range of 200 to 300 feet. Dr. Dale Ragle, 2008 Coventry Place, Keller, addressed the Town Council regarding the ambient noise level and recommended the Town Council include language in the ordinance to have noise level monitoring performed by the Town. Mr. Ragle also addressed the Town Council regarding the proposed setbacks and odor issues associated with gas and oil well drilling and production Ms. Louise Taylor, 2037 Bantry Drive, Keller, expressed her concern related to the noise regulations associated with gas and oil well drilling and production, and advised that she would like the Town to have more control over the noise measurement as opposed to the operators. Mr. Pat Cockrum, 1825 Broken Bend Drive, complimented the Town Council on their efforts related to the technical standards associated with gas and oil well drilling and Town of Westlake Town Council Page 3 of 7 Regular Meeting Minutes April 27, 2009 production. Mr. Cockrum expressed his concern related to noise control and suggested the Council consider language defining ambient noise. 5. CONSENT AGENDA. Mayor Wheat introduced the consent agenda and asked for a motion: a. Review and approve minutes of the Town Council Workshop and Regular meeting held on April 13, 2009. b. Resolution No. 09-20 - Consider a Resolution authorizing a contract with Henry Bros. Electronics, Inc. for the install of access Control and surveillance systems for the Arts & Sciences Center. MOTION: Mayor Pro Tem Redding made a motion to approve the consent agenda as presented. Council Member Rollins seconded the motion. The motion carried by a vote of 5-0. 6. CONSIDER AN ORDINANCE ADOPTING THE PROPOSED OIL AND GAS DRILLING/PRODUCTION TECHNICAL STANDARDS FOR OIL AND GAS DRILLING AND PRODUCTION IN WESTLAKE. Town Manager Brymer introduced the item and presented a PowerPoint presentation outlining the process for oil and gas well drilling and production as required in the proposed draft ordinance. Planning and Development Director Edwards reviewed the site design guidelines and presented diagrams to those in attendance. Discussion ensued regarding a time period that drilling must occur once a pad site permit is issued, noise level standards, the 75 foot setback requirement related to the perimeter of a gas well pad site, and a change to Section 56-40(b)(10) to only apply to Landscaping, Screening, and Tree Preservation and Mitigation 56-40(b)(9). It was the consensus of the Town Council to include a two (2) year time limit to drill a gas well after the issuance of a gas well pad site permit. Additionally, it was the consensus of the Town Council to move forward with consideration of the ordinance and ask staff to continue to focus on possible areas of revisions. MOTION: Mayor Pro Tem Redding made a motion to adopt Ordinance No. 609, adopting the final draft of the oil and gas well drilling and production technical standards as prepared by staff with the changes as discussed at the April 27, 2009, Town Council workshop and Town Council regular meeting, with the understanding that amendments to the ordinance will be revisited as situations arise. Council Member Rollins seconded the motion. The motion carried by a vote of 4-0, with Council Member Brittan abstaining from the vote. Town of Westlake Town Council Page 4 of 7 Regular Meeting Minutes April 27, 2009 7. CONSIDER A RESOLUTION ESTABLISHING PERMITS AND FEES RELATED TO THE ADMINISTRATION OF THE TOWN’S OIL AND GAS DRILLING/PRODUCTION TECHNICAL STANDARDS. Town Manager Brymer introduced the item and advised that the fees are in concert with the Town Council’s financial policies, specifically with regard to demand driven services. MOTION: Council Member Corson made a motion to approve Resolution No. 09-21, establishing permits and fees related to the administration of the Town’s Oil and Gas Drilling/Production Technical Standards. Mayor Pro Tem Redding seconded the motion. The motion carried by a vote of 4-0, with Council Member Brittan abstaining from the vote. 8. CONDUCT PUBLIC HEARINGS AND CONSIDER APPROVAL OF PROPOSED AMENDMENTS TO TOWN OF WESTLAKE ZONING ORDINANCES, AMENDING THE LAND USE TABLES TO ALLOW GAS AND OIL DRILLING, EXPLORATION, AND PRODUCTION USES IN ALL ZONING DISTRICTS WITH AN APPROVED SPECIFIC USE PERMIT. ZONING DISTRICTS AND THE ORDINANCES RELATED TO THOSE DISTRICTS THAT ARE PROPOSED TO BE AMENDED ARE: Ord. No. Case # Zoning Districts A. 610 Z-09-01 Straight zoning districts; R-5, R-2, R-1, R-0.5, R-A, MF, LR, O, O-H, O-I, and GU. B. 611 Z-09-02 PD-1 C. 612 Z-09-03 PD-2 D. 613 Z-09-04 PD- 3-1 E. 614 Z-09-05 PD- 3-3 F. 615 Z-09-06 PD- 3-4A G. 616 Z-09-07 PD- 3-5A H. 617 Z-09-08 PD- 3-6 I. 618 Z-09-09 PD- 3-7 J. 619 Z-09-10 PD- 3-8 K. 620 Z-09-11 PD- 3-9 L. 621 Z-09-12 PD- 3-10 M. 622 Z-09-13 PD- 3-11 N. 623 Z-09-14 PD- 3-12 O. 624 Z-09-15 PD- 4 Town Manager Brymer introduced the item and presented a PowerPoint presentation outlining the amendments to the zoning cases. Mayor Wheat opened the public hearings for all zoning cases to amend the land use tables to allow gas and oil well drilling and production with a Specific Use Permit (SUP). Town of Westlake Town Council Page 5 of 7 Regular Meeting Minutes April 27, 2009 There being no one requesting to speak, Mayor Wheat closed the public hearings. MOTION: Council Member Corson moved to adopt Ordinance No. 610. Council Member Langdon seconded the motion. The motion carried by a vote of 5- 0. MOTION: Council Member Langdon moved to adopt Ordinance No. 611. Mayor Pro Tem Redding seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Langdon moved to adopt Ordinance No. 612. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Corson moved to adopt Ordinance No. 613. Council Member Rollins seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Langdon moved to adopt Ordinance No. 614. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Langdon moved to adopt Ordinance No. 615. Mayor Pro Tem Redding seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Rollins moved to adopt Ordinance No. 616. Mayor Pro Tem Redding seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Langdon moved to adopt Ordinance No. 617. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Rollins moved to adopt Ordinance No. 618. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Rollins moved to adopt Ordinance No. 619. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Rollins moved to adopt Ordinance No. 620. Mayor Pro Tem Redding seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Langdon moved to adopt Ordinance No. 621. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. MOTION: Council Member Rollins moved to adopt Ordinance No. 622. Council Member Langdon seconded the motion. The motion carried by a vote of 5- 0. MOTION: Council Member Corson moved to adopt Ordinance No. 623. Council Member Langdon seconded the motion. The motion carried by a vote of 5- 0. Town of Westlake Town Council Page 6 of 7 Regular Meeting Minutes April 27, 2009 MOTION: Mayor Pro Tem Redding moved to adopt Ordinance No. 624. Council Member Corson seconded the motion. The motion carried by a vote of 5-0. 9. FUTURE AGENDA ITEMS. No items were presented for consideration. 10. COUNCIL CALENDAR. Mayor Wheat reviewed the Council calendar. - Early Voting begins o April 27, 2009 - Summer Concert Series o May 1, 2009, 12 noon, Solana Courtyard - TML Legislative Status Report o April 17, 2009, Austin - General Election Day o May 9, 2009 - Decoration Day o Monday, May 25,2009, I.O.O.F. Cemetery - TML Legislative Wrap-up o June 26, 2009, Marriott Las Colinas, Irving - TML Legislative Wrap-up o June 29, 2009, Austin 11. ADJOURNMENT. There being no further business before the Council, Mayor Wheat asked for a motion to adjourn the meeting. MOTION: Council Member Brittan made a motion to adjourn the meeting. Council Member Rollins seconded the motion. The motion carried by a vote of 5- 0. Mayor Wheat adjourned the meeting at 9:05 p.m. Town of Westlake Town Council Page 7 of 7 Regular Meeting Minutes April 27, 2009 APPROVED BY THE TOWN COUNCIL ON MAY 18, 2009. __________________________________________ Laura Wheat, Mayor ATTEST: ______________________________ Kim Sutter, TRMC, Town Secretary Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Troy J. Meyer Director of Facilities and Recreation Subject: Meeting of May 18, 2009 Date: May 12, 2009 ITEM Consider a Resolution authorizing the Town Manager to enter into a thirty-six month agreement and authorize subsequent renewals with Henry Brothers Electronics for related security system maintenance, service, repair, and inspections of equipment and applicable software. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; We are Leaders o Premier educational facilities and programs o Producing well educated future leaders and thinkers o Business partnerships with Westlake Academy BACKGROUND Henry Brothers Electronics is the original provider of the security system for the Town and Academy facilities. The system allows us to view and record active data with the thirty on-site cameras and alarm systems for all doors and windows on campus. This system is controlled by a very “user friendly” software program, known as AMAG, allowing our staff to access schedules, adjust camera views and automatically send notifications of any problems with the doors or windows after hours to Keller dispatch. All warranty on the security system and cameras has expired. This agreement will cover software upgrades and installations, repair and replacement of parts, trip charges due to normal wear and tear, preventive maintenance calls, testing of all related equipment, preventative maintenance calls and cleaning of all cameras. Staff is recommending a three year agreement in lieu of the budgeted one year agreement to take advantage of a savings at a minimum of $1000 per year. Requests for pricing quotes were obtained from other companies, but none had the licensing rights to the proprietary software that our system runs on. This agreement also includes the maintenance on the Arts & Sciences Center for years two and three. Staff is recommending extending the contract to three years, and also authorizing the Town Manager to approve renewal of the agreement in subsequent agreements with HBE if staff determines that satisfactory service and competitive pricing has been maintained. FUNDING Funding for the thirty-six month agreement is budgeted on an annual basis and is included in the 2008-2009 Westlake Academy Budget, contract maintenance & repairs Fund, Security Supplies line item. As a result of entering into this contract, the actual expenditure will be $ 31,450 over three year period, first year $7,750 second and three year cost are $11,850.00 per year. RECOMMENDATION The Town Council approve the renewal of the thirty-six month agreement with Henry Brothers Electronics for related security system maintenance, service, repair, and inspections of equipment and applicable software at civic campus. ATTACHMENTS: Resolution No. 09-22 Detailed information on key exhibit A to the HBE contract. TOWN OF WESTLAKE RESOLUTION NO. 09-22 AUTHORIZING THE APPROVAL OF A THIRTY-SIX MONTH AGREEMENT AND AUTHORIZE SUBSEQUENT RENEWALS WITH HENRY BROTHERS ELECTRONICS FOR RELATED SECURITY SYSTEM MAINTENANCE, SERVICE, REPAIR, AND INSPECTIONS OF EQUIPMENT AND APPLICABLE SOFTWARE. WHEREAS, the Town of Westlake is working to become leaders in premier educational facilities and programs; and WHEREAS, Westlake desires to produce well educated future leaders and thinkers; and WHEREAS, Westlake desires to be business partners with Westlake Academy; and WHEREAS, the Town Council finds that the contract with Henry Brothers Electronics to provide routine maintenance and associated repairs to restore the equipment and systems to proper operating order; and WHEREAS, the cost of this agreement has been included in the 2008-09 adopted Westlake Academy Budget. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: The above findings are hereby found to be true and correct and are incorporated herein in the entirety. SECTION 2: The Town Council of the Town of Westlake, Texas, hereby approves the Agreement with Henry Bros Electronics relating to the routine maintenance and repair of the security cameras and door alarm systems, attached hereto as Exhibit “A”; and further authorizes the Town Manager to execute the agreement and authorize subsequent renewals with HBE on behalf of the Town of Westlake, Texas. PASSED AND APPROVED ON THIS 18 DAY OF MAY 2009. ____________________________________ ATTEST: Laura Wheat, Mayor ____________________________ ____________________________________ Kim Sutter, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney           Town of Westlake Service Agreement Proposal for  Access Control and Video Surveillance Systems  PRESENTED TO    The Town of _   WESTLAKE April 23, 2009         The Town of Westlake Service Agreement Proposal for Access Control and Video Surveillance System           Submitted by         ARIZONA       CALIFORNIA       COLORADO       MARYLAND       NEW JERSEY       NEW YORK       TEXAS       VIRGINIA    8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  April 23, 2009        Troy Meyer Town of Westlake 3 Village Circle, Suite 202 Westlake, Texas 76262   Re:  Service Agreement Proposal for Access Control and Video Surveillance System    Henry Bros. Electronics, Inc. (HBE) is pleased to submit this proposal for the annual Service Agreement  for the security systems in place at the Town of Westlake. We have reviewed the drawings and  specifications, created proposal response, and provided corresponding affirmation of our understanding  of, and qualifications to successfully complete this project.    HBE CORPORATE PROFILE  HBE is a high tech security integration company with 57 years of prime and general contracting  experience.  During this time HBE has completed thousands of projects integrating multiple technologies  and subsystems.  HBE has over 240 employees (many of whom are engineers) with tenure up to 40  years at HBE.  Our staff of certified engineers and technicians is trained to manufacturer’s rigid  standards.   Our Service Department is available 24x7 to answer calls and respond to requests for service  as specifically required by our customers.  With offices throughout the continental United States (e.g.,  New York, NY; Fair Lawn, NJ; Baltimore, MD; Lorton, VA; Phoenix, AZ; Dallas and Houston, TX; Denver ,  Grand Junction, and Colorado Springs, CO; Fullerton, CA), we are able to serve customers nationwide.   HBE is a publicly traded company (market symbol: HBE).    With a long history of marquee physical security projects, HBE has been fortunate enough to work on  projects that include entertainment venues, critical infrastructure, large scale real estate projects and  advanced applications for thermal and IR video, biometrics, access control, perimeter detection, and  emergency communications.  The following are some of the experience and capabilities HBE has  developed over the years that are applicable to this important project.    - New Construction Experience on Large Scale Projects  In March of 2004, HBE was issued a contract by Silverstein Properties (through Tishman Construction) to  furnish and install an integrated electronic security system for the new 7 WTC.  This project marked the  first successful integration of an industry leading Access Control to another industry leading video  system and deployment of HBE Airorlite’s Emergency Messaging System for the stairwells.  In the course  of this contract, HBE also had to accommodate a “post award” request to integrate Lenel to the Otis  “Seamless Entry/Destination Dispatch” system Otis was installing under separate contract with Tishman.   That required HBE to locate a turnstile manufacturer (Kouba Systems) that would accommodate those        ARIZONA       CALIFORNIA       COLORADO       MARYLAND       NEW JERSEY       NEW YORK       TEXAS       VIRGINIA    8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  design changes, satisfy the consultant’s functional requirements, SOM’s architectural requirements and  meet the schedule.   HBE met those challenges enabling Silverstein Properties to secure their TCO on  time.  HBE is currently under contract to maintain those systems at 7 WTC.    - Technologies Deployed and Available  Many companies can sell CCTV systems or access control systems.  HBE differentiates itself by  demonstrating proven experience in integrated enterprise wide access and surveillance systems.   With  the emergence and convergence of IP technologies, HBE has invested a great deal of financial and  human capital in developing the staff and technologies needed in an IP based security environment.  In  addition, our specialty products and services such as emergency communications for first responders,  emergency action planning and transit mobile video give us additional capabilities and important insight  into a truly integrated security solution.  These solutions are based on the best technology from  professionals that understand all aspects of a secure location.  Specific technologies deployed and being  developed in our installations also include; guard location hardening; temporary, mobile and ultra  secure physical structures for personnel and critical equipment; radar integration and advanced camera  applications such as thermal and infrared; video analytics for early warning and force multiplication and  unparalleled experience in IT system upgrades to support the growing complexity of access control and  HR database integration.    - Legacy of Supporting Public Agencies and Critical Infrastructure  HBE has a legacy and the honor of supporting critical infrastructure across the US and in various vertical  markets.  Some are highlighted as requested in this response, but it is important to note HBE has  provided advanced systems for installations at Power Plants, NORAD, 7 World Trade Center, all four  tunnels in New York City, Major universities such as USC and Arizona State, Hospitals such as Children’s  in TX and the Huntington Group in CA and various transportation facilities for the Port of Long Beach, NY  MTA and Port Authority of New York.      - Growing National Footprint   With the recent opening of our tenth office in the US and plans for additional expansion, HBE has  developed the ability to support customers across the country.  In addition we are building an  organization to do rapid deployment on large projects that can take us outside the US.  This team is  currently deploying the first of 15 sites at USMC training facilities around the world and will be used on  major critical infrastructure projects to provide support for these large projects such as airports.  As with  all our employees, training has been an important part of our daily regimen with most employees  certified in numerous technologies such as Microsoft and Cisco as well as product certifications in most  major access control and video platforms.    HBE has successfully performed as the prime contractor for numerous multi‐million dollar projects.   Furthermore, we have often been recognized for performance above and beyond our contracted        ARIZONA       CALIFORNIA       COLORADO       MARYLAND       NEW JERSEY       NEW YORK       TEXAS       VIRGINIA    8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  responsibilities as a security systems integration contractor. Many other successful examples of superior  performance include Silverstein Properties (multiple locations including both the original and the new 7  WTC), NYNJ Port Authority Airports, WTC Ground Zero Security, Path’s Journal Square DVR system the  New York City Transit Authority Money Counting Rooms, and MTA 2 Broadway.      As illustrated above, HBE is uniquely qualified to provide, install and support the San Antonio Airport  Expansion project.  We possess a level of tenured experience and focused expertise that is unequaled in  our industry.  While others may claim proficiency with the technologies called out in the architecture  specified for jail, HBE’s expertise is backed up with the seasoned experience of having successfully  installed all of the technology solutions called for in this specification.    We look forward to working in partnership with Clark/Byrne and San Antonio Airport on this very  important project. If at any time you have questions, please do not hesitate to contact me at  972.988.8887 ext. 2018.      Sincerely,         Clark Harbaugh  Account Executive  Henry Bros. Electronics, Inc.          Standard Maintenance Agreement.revjan08    page 6  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  1.0 HBE Service Agreement Information           Standard Maintenance Agreement.revjan08    page 7  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  General Maintenance Information  Organizations invest a great deal of money in having high tech security systems installed in their facilities.   Protecting that investment should be of high priority to ensure that the people and property within that  organization remain protected.  Henry Brothers Electronics has created four basic levels of customer support  plans that provide various levels of system investment protection.  HBE understands that each customer is  unique, as are their security maintenance needs.  Therefore, these plans are only the basis from which we will  custom build the right plan for each organization.    Level 1 Service  Our Level 1 service agreement provides customers that ability to establish negotiated labor and material rates  for use at their discretion.  Under this plan, the customer will issue an open purchase order to HBE for a  predetermined amount, estimated as the value of anticipated service for a given period of time.  All service  requests are processed at the negotiated rates, and invoiced against the open purchase order.  Upon reaching  the limit of that purchase order, either a new purchase order is to be issued, or HBE returns to normal labor and  materials rate charges.    This plan allows the customer to only use the products and services needed in a given maintenance time period.   It also allows the customer to redirect unused service funds for adds, changes, and moves.    Level 2 Service  The Level 2 service agreement is our introductory level offering for pre‐paid maintenance services.  This plan  offers all service labor, during normal business hours, to be provided to the customer throughout the  maintenance period without additional charge.  Under this plan, the customer pays for anticipated service in  advance.  Anytime a service issue arises, HBE will dispatch service technicians to correct the problem.  Any  materials needed for use will be billed additional based on a pre‐negotiated rate.  Additionally, HBE will perform  one system test and service per year as part of this plan.  During this test, all devices will be inspected to ensure  they are working properly at that time, as well as clean and focus cameras as needed.    Level 3 Service  Level 3 service agreement introduces the provision of equipment as part of the maintenance plan.  This plan  provides materials and labor, during normal business hours, for any service related issues.  Under this plan, any  service issue reported will be resolved without any additional charges.  This allows the customer to be able to  accurately project service costs throughout a maintenance period, and all but eliminates the added  administration costs associated with issuing multiple purchase orders throughout a given period and making  sure those purchase orders are closed properly.  Similar to the Level 2 Maintenance, this plan also offers system  tests and services.  However, that inspection will be performed twice per year as part of the Level 3 service plan.      Level 4 Service  The Level 4 service agreement was designed with the highest of security priorities in mind.  This plan will cover  all labor all materials related to any service issue, 24 hours a day, 7 days a week.  Under this plan, there will be  no additional invoices related to security service issues.  It also provides for four system tests and service to be  performed throughout the year.  Service Option 1 – Rollover  Customers choosing to enter into a Level 3 or Level 4 Maintenance plan are able to choose to add a rollover option to  their plan.  This allows any unused services that were paid for during a given maintenance period to be applied to a  subsequent maintenance period, less any aging fees.  This provides benefits for both the customer and HBE in that in        Standard Maintenance Agreement.revjan08    page 8  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  essence the customer ultimately only pays for the actual services used.  Under this option, an annual usage report will  be generated that shows the amount a labor and materials used under the plan, and what those service would have  cost if invoiced on a Time and Material basis.  If that amount is less than what the customer paid for during that  maintenance period, than the overage will be applied to the following period’s maintenance invoices.  However, if it is  determined that HBE expended more services than what was paid for as part of the plan, then HBE shall increase the  following period’s invoices to match the underpaid amount.    Discount Options  HBE offers several discount options in order to facilitate most any budget.  Those options include:  • Discount for payment terms   o NET30  o NET10  o Credit Card  • Discount for maintenance period renewals  o Renewed annually  o Renewed every three years  o Renewed every five years           Standard Maintenance Agreement.revjan08    page 9  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com    Town of Westlake Service Agreement – Level 3    Labor Coverage: Business hours; emergency after‐hours labor processed on Time and  Materials basis  Response Time: Eight hours after receipt of call; Emergency calls shall be responded to  within Two hours  Equipment Coverage:    All equipment replacement is covered  Equipment Covered:  The following items are covered under this agreement:  - All equipment listed in the matrix attached to this proposal  - AMAG software support renewals   - Equipment associated with the IP Conversion project (Years 2 &3)  - Equipment associated with the Arts and Science building project  (Years 2 & 3)  - All cameras that are replaced under this agreement are to be  replaced with similar technology (i.e. analog).  If the customer desired  to have them upgraded to IP, then the difference in price between  the analog and the IP camera shall be charged to the customer, along  with any cabling required.  Currently, the estimated difference in  price is approximately $500 per fixed camera.  Items Excluded: HBE excludes any and all damages caused by misuse, abuse, accident,  disaster, fire, flood, water, wind, lightning, and Acts of God.    Additionally, HBE excludes the following equipment:  - 120VAC power  - Network infrastructure  - Low voltage cable     Contract Period:  36 Months  Investment (Existing System):           $7,750.00 Per Year  Investment (Years 2 & 3 for IP Conversion):         $2,200.00 Per Year  Investment (Years 2 & 3 for Arts and Science Building):        $1,900.00 Per year  Payment Schedule:  Annually     Year 1   $7,750.00      Year 2   $11,850.00     Year 3   $11,850.00             Standard Maintenance Agreement.revjan08    page 10  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  General Terms and Conditions:    If the customer chooses to accept an extended service agreement, HBE shall provide maintenance services for the system(s) and  equipment as described in the proposal.  The service agreement will begin upon proper execution of the agreement and shall  continue throughout the period that is presented in the proposal.  A service agreement is designed to keep, or restore, the system(s)  and equipment to original manufacturer’s specifications.  However, it does not guarantee use and operation of the system(s) and  equipment covered.  HBE shall have unrestricted access to all associated equipment that is covered under the contract during the  term of the contract.  At its discretion, HBE may remove equipment from the customer’s facility for repair or further testing.    If the contract is based on a term greater than one (1) year, with annual renewal options, then the contract shall be automatically  renewed at the end of each twelve (12) month period based on the dollar amounts and stipulations provided within the proposal.   The customer may, at its discretion, terminate the contract at the end of a twelve (12) month period by submitting written notice  thirty (30) days prior to the renewal date.  Early termination is subject to cancellation fees and severances up to 10% of the  remaining contract value.  After the original expiration date, the contract shall automatically renew on a month to month basis at  the standard maintenance rates at that time unless one party submits written notice of cancellation thirty (30) days prior the  expiration date.  Either party may execute the termination at the end of the agreed term.  At the end of the term of the contract, the  customer may renew the contract for a period of one, two, or three years.  The charges for the renewal shall equal the previous  terms contract amount plus an increase for system aging to be not more than 5%.    The customer may terminate the contract early if all agreed upon services, options, stipulations, etc. are not met.  Prior to  termination, the customer must provide HBE written notice of terms that have not been met.  HBE shall be given thirty (30) days to  correct said items.  If the items in question have not been satisfactorily rectified, then the customer may terminate the contract by  providing a written cancellation notice.  HBE shall be paid for all services performed up to the effective date of termination plus all  reasonable costs associated with the orderly close‐out of the contract including severance and reassignment expenses incurred in  accordance with HBE’s established personnel practices.        Standard Maintenance Agreement.revjan08    page 11  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  4 AltronixT2885Transformer 1 AiphoneLEF-5Master Intercom 1 AiphonePS-12CPower Supply 3 AiphoneLE-DDoor Staion 3 AiphoneRY-PADoor Relay 1 AMAGPro/32Access Control Software for 32 Readers 2 AMAGCLIENTClient Software 1 AMAGWEBCLIENTWeb Client Software 1 AMAGBACKNET-MODULEBack-Net Interface Module 1 AMAGCCTV-KIT-V3AMAG CCTV Interface 3 AMAGM2100-DBU-20K-KITM2100 Board Only 3 AMAGM2000-4DCU-KIT4 Reader Controller Kit 4 AMAGM2100-2DCR-KIT2 Reader Controller Kit 3 AMAGM2100-ACU-KITM2100 ACU Kit 1 AMAGM2100-ACR-KITM2100 ACR Kit 5 AMAGM2100-CAB-1Cabinet 9 AMAGMDU-4/TRANSTransformer 9 AMAG670Card Reader 6 AMAG690-CGCard Reader 1 AMAGM2000-NICNIC 8 DSDS-150iExit Motion 59 DSDS-1101iGlass Break Detector 1 Ademco V20HWSE/28Burg Panel 1 Altronix AL624Power Supply 3 AMAG M2000-4/8 Enclosure 13 Altronix SMP-5PM Power Supply 1 Novastor SOFT-BACKUP Backup Software 2 Sentrol 2505AL DPS 1 NVT VNV-652R Twisted Pair 1 KalatelKTA-DE-DITDay/Night PTZ Dome 2 Black Box IC444A Video Converter       Standard Maintenance Agreement.revjan08    page 12  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  1 KalatelKTD-405Keypad 2 KalatelKTD-312RS232 Interface 8 Kalatel KTA-CE3-DICDay/Night PTZ Dome 1 Kalatel KTA-D3-H1CCyberdome PTZ 2 KalatelKTA-38-CVNCyberscout PTZ 9 Kalatel KTA-20C Cyberscout Mount 6 Kalatel KTA-25 Mount; Corner Mount 2 NitekRK115Rack Mount Panel 10 Kalatel KTP-24 Power Supply 15 KalatelDM-1500-VFAFixed Dome Camera 4 KalatelDM-WMWall Mount 3 KalatelDM-PMPendant Mount 1 Altronix ALTV2416Power Supply 2 Altronix ALTV248Power Supply 16 Nitek VB37M Twisted Pair 1 Kalatel KTA-D3-H1C Cyberdome 1 Kalatel KTD-405 Keypad       Standard Maintenance Agreement.revjan08    page 13  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  CUSTOMER ACKNOWLEDGES IT HAS READ AND UNDERSTANDS THE TERMS AND CONDITIONS OF THIS AGREEMENT SET FORTH HEREIN. GENERAL TERMS & CONDITIONS Installation Responsibility: HBE will provide all required labor to mount, terminate and test the equipment detailed in this proposal. Installation(s) will be performed in a workmanlike manner by HBE technicians, meeting or exceeding industry standards and local code requirements. System Programming and Customer Training: HBE will be responsible for all hardware device programming and testing, and for customer training on the use of the new equipment as specified herein. Loading of any database, including definition of access levels, alarm points, time zones, or any other user defined data is the responsibility of the owner. Change Orders: Any changes to this proposal shall require an approved Change Order, which shall modify the scope of work, proposal cost, and time line of the project. The attached schedule of equipment defines and limits the equipment to be furnished as part of this proposal. Warranty: HBE in an independent dealer of access control and CCTV systems. HBE provides warranty for one (1) year on all materials and ninety (90) days on labor. This warranty extends from initial acceptance or beneficial use of the equipment. The warranty does not cover any existing equipment incorporated into this project. This warranty is non-transferrable. Project Commencement: No work shall proceed without an acceptable purchasing document to HBE from the customer, and a sign copy of the proposal and these Terms and Conditions. Mobilization: Following acceptance of this proposal, fifteen (15) working days and 25% pre-payment are required for mobilization. This includes administrative processing, engineering, drafting, equipment procurement, and shipping and receiving. Termination or Alteration: A contract resulting from the acceptance of an offer may be cancelled or altered by the buyer only if agreed to in writing by HBE and subject to the following: • Prior to termination, customer must provide HBE written notice of terms that have not been met • HBE shall be given thirty (30) days to correct said items • HBE shall be paid for all products and services performed up to the effective date of termination plus reasonable costs associated with the orderly close out of the contract • HBE shall be paid for all anticipated profit based on the original contract amount and any change orders executed prior to the effective termination date Proposal Expiration: This proposal shall be honored for sixty (60) days Intellectual Property: This proposal and all accompanying materials, and the original information, designs, concepts, and ideas represented herein are the exclusive property of HBE and may not be reproduced or copied in any manner without the express written authorization of HBE, unless otherwise required by law. The proposal and all associated materials, drawings, and documents must be returned promptly upon demand. Electronic File Transmission: If this document has been transmitted in an electronic format, the delivery of the electronic file does not constitute the delivery of the proposal with attachments. Only the signed original proposal constitutes our proposal, and because electronic files may be altered, the signed proposal must be referred to for the original and correct information. HBE is not responsible if there are any differences between the sign proposal and the electronic file, or for any information derived from the electronic file which have not been reviewed and signed by HBE. Liquidated Damages: No liquidated damages will be due Debris Disposal: HBE will dispose of debris created by our work in owner furnished trash bins or containers at the site. Payment: Unless otherwise specified, HBE shall be paid monthly progress payments on or before the 18th day of each month for the value of our work in place plus materials and equipment design, manufactured, or suitably stored by HBE, including taxes as required by law. Final payment shall be due 30 days following the completion of the project. No provisions of the proposal shall serve to void our entitlement to timely payment for properly performed work or suitably stored material, nor void, any of HBE’s rights under Mechanics’ Lien Laws. All late payments shall bear interest at the rate of 1-1/2% at the time payment is due. Nothing in this proposal or contract shall be construed to require HBE to continue performance of work if we do not receive timely payment for properly performed work or stored materials. HBE retains title to all equipment until installation is complete and reserves the right to retake possession of the same or any part thereof at the customers cost if default is made by the customer in any payment. HBE does not accept any back charges that have not previously been agreed to in writing. Parking and Storage: Customer shall furnish and make available to HBE at the site reasonable storage and parking facilities, and convenient delivery access to our work.       Standard Maintenance Agreement.revjan08    page 14  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  Elements Beyond the Control of HBE: The schedule of any other contractors involves in this project shall be made in consultation with HBE, and unless otherwise agreed to, shall provide time for HBE to perform our work on an 8-hour day, 40-hour week basis. This proposal does not include provision for HBE to perform overtime work for delays not caused by HBE. An additional charge to the contract shall be made for any mutually agreed upon overtime. HBE shall not be responsible for delays or default that are occasioned by caused of any kind that are beyond our control, including but not limited to delays or defaults of Architects, the Owner, the Contractor, and Subcontractors, other third parties, civil disorders, labor disputes, and Acts of God. HBE shall be entitled to equitable adjustments in the amount of the contract for delays caused by anything that is beyond our control. Other Items: • The owner shall purchase and maintain all-risk builder’s risk insurance upon the full value of the entire work including materials delivered to the job site, which shall include the interests of HBE. • In case of dispute, the prevailing party shall be awarded reasonable attorney’s fees. • This proposal, including the provisions printed above and any specifications or other provisions attached hereto, when accepted by you and HBE shall constitute the Contract between us, and all prior representations or agreements not incorporated herein are superseded. • This design is provide “as-is”, and should any project document or site abnormalities exist, HBE will advise the customer regarding details and recommend any necessary design or cost adjustments. Customer Signature: Henry Bros. Electronics, Inc. Authorized Signature: By: By: Name : Name: Clark Harbaugh. (Print) (Print) Title: Title: Account Manager (Print) (Print) Date: Date:            Standard Maintenance Agreement.revjan08    page 15  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  HENRY BROS. ELECTRONICS, INC.    CUSTOMER NAME  TOWN OF WESTLAKE CONTRACT NO.    # PAGES ATTACHED    ADDRESS  3 VILLAGE CIRCLE  PHONE  214‐456‐7000  CITY  WESTLAKE  STATE  TX ZIP  76262 YEARLY SERVICE FEE  See Attached Proposal  ANNUAL SOFTWARE  FEE:  Included in yearly fee  CURRENT LABOR RATE:  $95/hr  START DATE OF TERM:  June 1, 2009  END DATE OF TERM:  May 31, 2012  STANDARD SERVICE AGREEMENT  This Agreement is made as of the date above written between the customer identified above ("Customer") and Henry Bros. Electronics, 8416 Sterling Street, Irving, TX 75063, (972)988-8887 ("HBE"). I. EQUIPMENT TO BE MAINTAINED Customer owns the equipment identified on the attached Schedule (“Customer Equipment”): HBE shall provide labor to troubleshoot, repair, swap-out or replace the above Customer Equipment when malfunctions are identified by the Customer as the Customer Equipment is being used or by HBE in the course of performing service on the system. II. SERVICE PLAN (A) Services to be provided by HBE shall include: (1) perform periodic onsite inspections for the purposes of evaluating Customer Equipment performance and for training operators, as appropriate, on the Customer Equipment; (2) upon identifying a defect or being notified that any part of the Customer Equipment is not performing properly and to isolate the defect, (i) perform remote diagnostic tests, to the extent feasible, (ii) furnish on-site technical service, and (iii) provide bench or factory repairs or part replacement, all as appropriate; (3) if called for above, provide remote diagnostic help to operators for problem identification; and (4) maintain support and service manuals, as- built drawings and related documentation and, upon request, secure factory training for the Customer's operators at Customers expense. To the extent feasible, these services shall be performed during regular maintenance visits. HBE service technicians are not union affiliated and HBE will not be required to violate any local union jurisdiction. (B) Material to be Provided by HBE. HBE shall provide replacement parts and tools, unless otherwise noted by addendum, to repair and/or restore the Customer Equipment to proper operation. (C) Customer Responsibilities. The Customer shall be responsible for: (1) determining that Customer Equipment is not operating properly, and notifying HBE of the need for repairs; (2) providing proper electrical power, uninterrupted power supply and electric outlets for the Customer Equipment and a suitable environment within the manufacturers’ specified operating temperatures, humidity, vibration, noise, RF, and lighting levels; (3) if remote diagnostic support is specified in Schedule A, providing an operational modem and phone line or IP connection for remote access to the Customer Equipment and for remote diagnostic help to operators. (4) providing safe access to Customer Equipment and facilities as necessary; and any required ladders or lifts; (5) issuing any required card access badges to HBE technicians (which will be returned upon termination of this agreement); and       Standard Maintenance Agreement.revjan08    page 16  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  (6) ensuring proper maintenance of data, including periodic system back-ups and safe keeping, purging of the history files to free up storage space and performing data entry and diagnostic status reports so that the Customer Equipment can properly operate. Customer acknowledges that its use of diskette, video cassette or other media which the manufacturer has not approved may reduce equipment life and quality of data storage. (D) Time and Place of Service. All service shall be performed during normal business hours (Monday through Friday, 8:30 AM to 4:30 PM, except Holidays). Emergency service, where applicable, shall be provided in the event that critical failures render the Customer Equipment inoperable. Customer Equipment shall be serviced at the site of the fixed equipment, at HBE's option, or at the service shop in cases of non-fixed equipment. HBE will endeavor to respond to a Customer’s request for service, including emergency service within 4 hours. III. HBE FEES (A) Basic Fee for Periodic Service and Standard Support and Repairs. The fee for hardware maintenance is set forth on page 1 of this Agreement. Unless specifically excluded below, this fee includes labor, parts, travel time, expenses, regular freight (overnight is billable) and repairs. It does not include repairs of equipment not listed on the Schedule A, or which is beyond its serviceable life, or has become defective or inoperative because of casualty, accidents, physical damage, abuse, misuse, theft, terrorism, Acts of God, floods and fires. (B) Fee for Software Maintenance is included as a part of this agreement. (C) Billing for Labor Not Included in Basic Service Fee. Any work done which is not covered by the basic service fee or annual software service fee under this agreement will be done on a billable basis, with written purchase order or proper Customer authorization, and will include a charge, at HBE’s, and CMC approved labor rate, over and above the specified service fees. IV. TERMS OF PAYMENT (A) Annual Service Fee. The annual service fee will be billed quarterly. Payment terms are net 30 days from the date of receipt. (B) Payment for Items Separately Billed. Terms of payment for items that are to be separately billed as described in Section III above are net 30 days. (C) Late Charges. A late fee of 1½% per month will be charged on past due balances. V. PERFORMANCE STANDARDS The Customer Equipment shall be maintained by HBE in accordance with the following standards: (A) Parts. Manufacturer's parts or parts of equal quality shall be used. (B) Workmanship. All work shall be performed in a neat and workmanlike manner by qualified, non-union personnel and in compliance with applicable laws, rules and regulations. (C) Non-abuse of Equipment. The Customer Equipment shall not have been subject to abuse or other listed exclusions. (D) Conformity with Instruction Manuals. The work shall be performed in accordance with the instructions in the service manual applicable to the Customer Equipment. (E) No Warranties. HBE makes no warranties, express or implied, including the warranties of merchantability or fitness for a particular purpose. VI. LIMITATIONS ON LIABILITY HBE does not ensure continued operation of the Customer Equipment, or that it will fulfill its intended purpose. The customer's remedy for any failure of Customer Equipment or services is limited to repair or replacement with conforming items. HBE's total liability, whether in contract, tort, under any warranty, in negligence or otherwise, shall not exceed the amount paid during the most recent 3-month period that this agreement was in effect); and under no circumstances shall HBE be liable for special, indirect, incidental, punitive or consequential damages. No action may be brought by the Customer more than one year after the cause of action has occurred. HBE assumes no liability for loss or damages for failure to maintain, or delay in maintaining Customer Equipment, due to causes beyond its control and without its fault or negligence, including but not restricted to Acts of God, union interruption, accidents, strikes, lockouts, quarantine conditions, fires, floods, or unusually severe weather conditions. Customer shall indemnify, defend and hold harmless HBE from and against any claim for damages (including costs and attorney fees) from any third party claim of injury arising from or attributed to the performance of or failure to perform of the Customer Equipment. VII. INSURANCE (A) Worker's Compensation Insurance. HBE is an independent contractor and solely responsible for its employees. HBE workers are fully covered by Worker's Compensation Insurance.       Standard Maintenance Agreement.revjan08    page 17  8416 Sterling  Irving, Texas 75063  972.988.8887  www.hbe‐inc.com  (B) Insurance to be Maintained by Customer. Customer shall carry sufficient insurance to protect HBE and its workers from damage to persons or property arising from acts of Customer or its landlord, or from the elements, including fire and tornado. VIII. MISCELLANEOUS (A) Notices. All notices hereunder shall be in writing and addressed to the parties at the addresses first given above and sent by registered mail, return receipt requested. Notices shall be deemed effective three business days after mailing. (B) Term of Agreement.  This Service Agreement shall be effective for a period of 36 consecutive months from the date of acceptance by the Customer and a representative of HBE. The Customer understands and HBE agrees that the intent of a Service Agreement is to provide a timely response and repair to the systems covered by such Agreement. In the event HBE does not respond as required under the Terms and Conditions of this Agreement, the Customer may cancel this Agreement for cause without penalty.   (C) Governing Law. This agreement shall be governed by the laws of the State in which the Customer Equipment is located. (D) Amendments. No revision of this agreement shall be valid unless made in writing and signed by an authorized representative of each party. This Agreement shall be effective only when approved and accepted below by an authorized signatory of HBE and CMC.     The Town of__  WESTLAKE    Town of Westlake – Service Agreement Proposal   May 12, 2009      **The information enclosed in this proposal is intended for the use of the individual to which it is addressed, and may contain information that is  privileged, confidential, and exempt from disclosure under applicable law.  All information included is considered proprietary and is the intellectual  property of Henry Brothers Electronics.  As the reader or agent responsible for delivering the message to the intended recipient, you are hereby notified  that any dissemination, distribution, or copy of this communication, information contained within, or its attachments, is strictly prohibited.      HENRY BROS. ELECTRONICS, INC. Town of Westlake Written By:       Accepted By:      __________________________________________   ________________________________________  Clark Harbaugh        Authorized Signature      Approved & Accepted by:   Title:        Date:           __________________________________________     HENRY BROS. ELECTRONICS, INC.    Date:  ____________________       Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Troy J. Meyer Director of Facilities and Recreation Subject: Meeting of May 18, 2009 Date: May 13, 2009 ITEM Consider a Resolution authorizing a contract with Royer & Schutts to provide and install the offices and classroom furniture for the Sam & Margaret Lee Arts & Sciences Center. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; We are Leaders o Premier educational facilities and programs o Producing well educated future leaders and thinkers o Business partnerships with Westlake Academy BACKGROUND The construction of the Sam and Margaret Lee Arts and Sciences Center was approved by the Council on September 15, 2008. A preconstruction meeting was held on September 23, 2008, followed by site work in October 2008. The site utilizes piers, grade beams, under slab plumbing, parking area and foundation, all completed in February 2009. The following five bids were opened on May 4, 2009: BKM $50,779.09 G.L. & Company $63,787.97 Royer & Schutts $74,726.87 Wilson $83,308.27 Virco $7,077.73 This bid package includes specifications for the furnishing for the project and allowed the vendors to provide alternate options. Staff has reviewed the bids and have found that BKM and G.L. Company did not bid on all items, and submitted alternates which do not meet the project needs. Royer & Schutts and Wilson submitted bids on all items and specs in the bid packages. After review of the bids, staff is recommending the bid be awarded to Royer & Schutts in the amount of of $74,726.27. The Building Committee has also reviewed the bid packages and recommends Royer & Schutts for the project. This package did not include the following miscellaneous items: computers, printers, microwaves, refrigerators, clocks and trashcans, which are estimated at $46,342.38. The furniture bid and miscellaneous items total comes to $121,069.00, which is under the estimated FF & E budget of $150,000.00. FUNDING Funding for this project will be provided by a variety of sources including Bond, Westlake Academy Foundation, and cash gifts as discussed with the Council in conjunction with the FY 08-09 proposed budget. The furniture bid will be paid directly by the Town, which is included in the soft cost budget of the project. The total cost for the bid $74,726.84 RECOMMENDATION The Town Council's approval of the contract with Royer & Schutts for the installation of the office and classroom furniture for the Sam and Margaret Lee Arts and Sciences Center and authorizing the Town Manager to approve funding changes not to exceed $25,000.00 on the FF & E package. ATTACHMENTS: Resolution No. 09-23 Detailed information on key exhibit A to the Royer & Schutts contract. TOWN OF WESTLAKE RESOLUTION NO. 09-23 AUTHORIZING THE APPROVAL OF ROYER & SCHUTTS TO PERFORM THE INSTALLATION OF OFFICES AND CLASSROOM FURNITURE FOR PHASE I OF THE SAM AND MARGARET LEE ARTS AND SCIENCES CENTER. WHEREAS, the Town of Westlake is working to become leaders in premier educational facilities and programs; and WHEREAS, Westlake desires to produce well educated future leaders and thinkers; and WHEREAS, Westlake desires to be business partners with Westlake Academy; and WHEREAS, the Town Council finds that the contract from Royer & Schutts to install offices and classroom furniture Arts and Science Center benefits the public and is in the best interest of the public, citizens of Westlake, Westlake Academy students and their parents.; and NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF ALDERMEN OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. All matters stated in the Recitals above are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2. The Town Council of the Town of Westlake hereby approves the agreement with Royer & Schutts authorizes Town staff to approve contractor, as it relate to the Arts & Sciences Center construction of Phase I at the Civic Campus and further authorizes town staff to make funding changes not to exceed $25,000.00 on the FF & E package. PASSED AND APPROVED ON THIS 18 DAY OF MAY 2009. ____________________________________ ATTEST: Laura Wheat, Mayor ____________________________ ____________________________________ Kim Sutter, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ____________________________ L. Stanton Lowry, Town Attorney Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Jarrod Greenwood, Public Works Superintendent Subject: Regular meeting of May 18, 2009 Date: May 12, 2009 ITEM Consider a Resolution approving the payment of AT&T invoice for relocation of telecommunication infrastructure related to the FM 1938 project. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ;  We are Leaders o  Infrastructure maintenance and planning BACKGROUND The FM 1938 project is a collaborative effort between TxDOT, Tarrant County, Westlake, Southlake, and Keller utilizing federal, state, and local funding sources. The Cities of Southlake and Keller, and the Town of Westlake entered into a contract agreement in 2001 for engineering services with Graham Associates, Inc. for the design of the thoroughfare and preparation of right-of-way (ROW) documents for the extension of FM 1938 along the route of Randol Mill Road and Precinct Line Road from FM 1709 to SH 114. As with all TxDOT projects, subsurface utility exploration was conducted and identified a telecommunications line belonging to AT&T. This line is within a private easement that was not included on a plat and has primacy over TxDOT right-of- way. Staff immediately began working to identify alternative resolutions to address the alignment conflict, of which included relocation within the Town’s Telecommunications DuctBank. AT&T opted not to relocate in the DuctBank and instead chose to have the line relocated behind the back of proposed curb. The telecommunication line will need to be relocated in order to facilitate progress of FM 1938. FUNDING AT&T’s invoice amount is $ 50,332.26. Funds will be transferred from the Property Tax Reduction (PTR) Fund to the FM 1938 Fund. Currently, $714K of unencumbered funds are available in the PTR Fund. A budget amendment will be presented to the Council at a subsequent meeting. It is important to note that this additional cost is not reimbursable by Tarrant County, Southlake, Keller, or TxDOT. RECOMMENDATION Staff recommends approval. ATTACHMENTS: Resolution No. 09-24 AT&T invoice TOWN OF WESTLAKE RESOLUTION NO. 09-24 CONSIDER A RESOLUTION APPROVING THE PAYMENT OF AT&T INVOICE FOR THE RELOCATION OF TELECOMMUNICATION INFRASTRUCTURE RELATED TO FM 1938. WHEREAS, the Town of Westlake entered into a contract with surrounding communities, Tarrant County, and TxDOT for the design and construction of FM 1938 along the route of Randol Mill Road and Precinct Line Road from FM 1709 to SH 114; and, WHEREAS, TxDOT is currently scheduled to let the construction contract for FM 1938 in August 2009 with work commencing by January 2010; and, WHEREAS, the AT&T telecommunication line conflict is an impediment to the progress of FM 1938 construction; and, WHEREAS, the Town Council has deemed it is imperative to the success of the FM 1938 project to have the telecommunication line relocated; and WHEREAS, the Town Council has further deemed the relocation work necessary and in the best interest, health, and welfare of the citizens of Westlake and the region to move forward with this project; NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE: SECTION 1. That the above findings are hereby found to be true and correct are incorporated herein in their entirety. SECTION 2. That the Town Council of the Town of Westlake hereby approves the payment of AT&T invoice for relocation of telecommunication infrastructure related to the FM 1938 project, as attached Exhibit “A”, for the FM 1938 expansion project; with funding being transferred from the Property Tax Reduction (PTR) Fund to the FM 1938 Fund, and further authorizes the Town Manager to execute payment relating thereto. SECTION 3. That this Resolution shall become effective upon the date of its passage. 2 PASSED AND APPROVED ON THIS 18TH DAY OF MAY 2009. ___________________________________ Laura Wheat, Mayor ATTEST: ___________________________ __________________________________ Kim Sutter, TRMS, Town Secretary Tom Brymer, Town Manager APPROVED AS TO FORM: ___________________________ L. Stanton Lowry, Town Attorney AT&T Texas APPLICATION and LETTER OF AGREEMENT FOR CONSTRUCTION SERVICES May 7, 2009 CWOTS Record Number: 1261T09 Customer Billing Telephone Number: 817 430-0941 BILL TO: TOWN OF WESTLAKE, TEXAS 3 Village Circle, Suite 202 Westlake, TX 76262 WORK SITE LOCATION: FM 1938, SH 114 to Kirkwood Boulevard DESCRIPTION OF CONSTRUCTION SERVICES TO BE PERFORMED: This cost estimate is for project to relocate 450 feet of 8 duct conduit package to clear conflict with proposed roadway (FM 1938) construction project. Also relocate 3 fiber cables and one copper cable. All cable will be placed within new conduit structure per customer’s request. LABOR EXPENSE: $38,738.06; MATERIAL EXPENSE: $10,383.00; COST OF MONEY: $ 1,211.20 ESTIMATED CHARGE FOR CONSTRUCTION SERVICES: ESTIMATED COST: $ 50,332.26 (Actual charges may exceed this estimated cost.) Applicant requests that Southwestern Bell Telephone Company d/b/a AT&T Texas, (hereafter “SWBT”) perform the above-described construction services on Applicant’s behalf. Applicant agrees to pay the charge(s) indicated above for such services plus applicable taxes. The work is to be done on an “Actual Cost” basis, all charge(s) will be computed in accordance with Southwestern Bell Telephone Company’s ordinary accounting practices and will include allocated costs for labor, engineering, materials, transportation, motor vehicles, tool and supply expenses and sundry billings from sub-contractors and suppliers for work and materials related to the job . The Applicant affirms that the cost estimate furnished by the Telephone Company has been considered only as an estimate of approximate costs and that the actual costs incurred by the Telephone Company in doing the work at the particular time and location might be higher. Said estimated cost is subject to change due to any number of factors including, but not limited to, changing conditions in the field, weather delays, or changes in the scope of the work. ESTIMATED PRICE QUOTE The above estimated price is guaranteed for 60 days from May 7, 2009. If the charges are not accepted within 60 days the order will be cancelled and a new order will need to be placed. The second estimate may be higher than the estimated price set out above. PAYMENT Applicant agrees to make an advance payment of $ N/A prior to commencement of the work. Charges for construction services and applicable taxes will be billed on a special bill separate from the bill that Applicant receives for telephone service. AT&T Texas Applicant, its agents, servants, or employees agree to make payment on change orders within thirty (30) days of the date of signature on the change order. Failure to make payment within the designated thirty (30) day time period will operate to cancel the change order and Southwestern Bell Telephone Company will cease all work activity on the project until payment is made. When the Applicant agrees to Interval Billing *, the balance of the Contract Price or Actual Cost (as applicable) will be made in monthly payments. If the Actual Cost made varies from the Estimated Cost, then a correcting adjustment will be made in the last payment. If the parties cannot agree to Interval Billing, Applicant will make an advanced payment as indicated above. *Applicable to orders over $25,000 and work will take 6 or more months to complete TAXES Applicant will pay and indemnify SWBT against all sales, use and other taxes (excluding income and franchise taxes), including fees, levies, other similar charges, interest and penalties imposed upon and paid by or assessed on SWBT by reason of its sale and installation of material and provision of construction services under this Application except to the extent a valid tax exemption certificate is provided by Applicant to SWBT prior to the delivery of material and provisioning of construction services. STOP WORK ORDER In the event that Applicant issues a stop work order, or places the project “on hold”, at any point during the progress of the work, said stop work order or request to “hold” work must be issued in writing and must be delivered via certified mail, return receipt requested to Pam G. Johnson, 11930 Airline Drive, Room 205, Houston, TX 77037. If Applicant issues a stop work order, or a request to “hold” work, the contract price quoted herein will remain valid until sixty (60) days from the date of the stop work or “hold” work order. At the expiration of the sixty (60) days, the contract price quoted herein will expire and a new contract price will be deter mined and provided, in writing, to Applicant. The new contract price may be higher than the contract price quoted in this custom work order. If, after issuing a stop work, or “hold” work order, Applicant elects to cancel the contract, Applicant must inform Southwestern Bell Telephone Company, in writing of the cancellation. Southwestern Bell Telephone Company, will deduct any expenses incurred in performing the work from Applicant’s advance payment and refund any remaining funds to Applicant. Under no circumstances will Southwestern Bell Telephone Company, be responsible to Applicant for any alleged damages or additional expenses incurred by Applicant as a result of a stop work order or an order to “hold” work on the project. CANCELLATION If the Applicant cancels the work prior to completion, Applicant must notify Southwestern Bell Telephone Company, in writing of said cancellation. If Applicant elects to cancel the work prior to completion, Applicant agrees to pay Southwestern Bell Telephone Company for the costs it has incurred in starting performance under the contract. If Applicant has made an advance payment, Southwestern Bell Telephone Company will deduct its costs and expenses incurred as of the date of Applicant’s notice of cancellation from the amount of the advance payment. Any amount remaining will be refunded to Applicant. AT&T Texas CHANGES IN SCOPE OF WORK OR CHANGES IN FIELD CONDITIONS Should concealed conditions exist, including conditions that may exist below the surface of the ground, or if conditions exist that could not have been anticipated by Southwestern Bell Telephone Company at the time of this agreement, Southwestern Bell Telephone Company will be entitled to additional funds and/or additional time to complete the work. Southwestern Bell Telephone Company will request such additional funding and/or additional time through a request for a change order. Conditions that may materially alter the scope of the work and/or the cost associated with the work include but are not limited to conditions that exist below the surface of the ground and could not have been anticipated at the time of the price quote, above ground barriers, Acts of God affecting the progress or sequencing of the work, labor disputes, and other conditions or circum stances that Southwestern Bell Telephone Company, could not reasonably anticipate at the time of providing the above referenced price quote to Applicant. Should Applicant or its agents, servants, or employees order or seek changes in the scope of the wor k, Southwestern Bell Telephone Company is entitled to seek from Applicant, its agents, servants, or employees, additional funds as necessary to perform the work, and additional time, as necessary to complete the work. Said request for additional funds and/or additional time will be through change order. All change orders will be in writing. All change orders will be submitted and accepted by Applicant, its agents, servants or employees, bef ore Southwestern Bell Telephone Company proceeds to execute the work or, if work has been initiated on the project, continues with executing the work except in an emergency endangering life or property. Applicant, its agents, servants or employees, are deemed to have accepted the terms of any change order by signing where indicated on the change order. Under no circumstances will Southwestern Bell Telephone Company’s request for a change order be deemed or used as evidence of delay on the project. Nor will any change order issued in this project be used to charge Southwestern Bell Telephone Company with responsibility for any alleged delay on the project. NO DAMAGE FOR DELAY Under no circumstances will Southwestern Bell Telephone Company be held liable to Applicant, Applicant’s agents, employees or contractors, for any alleged delay on the project that forms the basis for this agreement for construction services. TIME TO COMPLETE Any representation by Southwestern Bell Telephone Company, its agents, servants or employees that the project, or any additional work authorized by change order, will be complete by a certain date or certain time period is strictly an estimate and not binding on Southwestern Bell Telephone Company, its agents, servants, or employees. All estimated completion dates are subject to changing conditions in the field, changes in the scope of the work, relocation of existing utilities not within Southwestern Bell Telephone Company’s control, Acts of God, weather delays, labor disputes, vendor/contractor disputes, and other conditions or circumstan ces that Southwestern Bell Telephone Company, its agents, servants, or employees, could not reasonably anticipate at the time of the estimate. AT&T Texas CHOICE OF LAW AND ARBITRATION Should any dispute arise between the parties concerning the subject matter of this agreement, or any term contained therein, the parties agree that the dispute or claim shall be submitted to binding arbitration before the American Arbitration Association. The parties further agree that the prevailing party in any such dispute will be entitled to recover attorney’s fees and costs of arbitration. Texas law governs the application of this agreement and all terms contained therein. ENTIRE AGREEMENT The parties agree that the terms set forth herein constitute the entire agreement and there are no other agreements regarding the project that is the subject of this agreement between the parties. MODIFICATION & NOTICE Any modification to this agreement must be made in writing and signed by both parties. Any party to this agreement may provide the other party with notice of any fact or condition by providing such information in writing and serving said writing via certified mail, return receipt requested. ACCEPTED FOR CUSTOMER: ACCEPTED FOR SOUTHWESTERN BELL TELEPHONE COMPANY: X X Authorized Signature, Title or Relationship to Company or Individual Title: Manager – Construction & Engineering Company: Company: SWBT d/b/a AT&T Texas Printed Name: Printed Name: Dianna Ewen Date: Date: AT&T Texas May 7, 2009 TOWN OF WESTLAKE, TEXAS 3 Village Circle, Suite #202 Westlake, TX RE: CWOTS Record Number 1261T09 Dear Mr. Greenwood, This letter is in regards to your request for Southwestern Bell Telephone Company d/b/a AT&T Texas (hereafter “SWBT”) to perform construction services for you. Enclosed please find an Application and Letter of Agreement for Construction Services. This application describes the construction services you have requested along with the associated charges for us to do the work. We require an advance payment on this amount, which is also shown on the application. Both the SIGNED APPLICATION and the PURCHASE ORDER, made payable to AT&T, must be received by our office before we can proceed on your behalf with the work. Our mailing address for these documents is listed below: Southwestern Bell Telephone Company d/b/a AT&T Texas Attn: Judith Remington Address: 4801 Matlock Road, Room B16 City, State, Zip: Arlington, TX 76018 If you decide not to proceed with this work, please call our business office so that we may cancel your request. As always, please feel free to contact our business office at 888-321 -8536 if you have any questions regarding this matter. Please refer to the record number at the top of your application to assist us in locating your file. Sincerely, Judith Remington Judith Remington CWOTS Department Southwestern Bell Telephone Company 817-467 -8195 or 888-321 -8536 - Phone 817-467 -8198 or 800-851 -7311 - Fax Town of Westlake Memo To: Honorable Mayor and Members of the Town Council From: Tom Brymer, Town Manager Subject: Regular Meeting of May 18, 2009 Date: May 14, 2009 ITEM Consider a Resolution ratifying the action of the Town Manager to retain Brown McCarroll L.L.P. for legal services related to State legislative monitoring and advocacy focused on HB 2110. VISION POINT AND KEY RESULT AREAS This item supports the following Vision Point and Key Result Areas: ; Inviting Residential & Corporate neighborhoods o On-going comprehensive planning o Sensitivity to neighborhood integrity o Outstanding community appearance o Highest quality development and aesthetic standards ; We are Leaders o Environmental stewardship initiatives o High quality services delivery coupled with financial stewardships o Infrastructure maintenance and planning ; Hospitality Finds its Home in Westlake o Citizen engagement and communication BACKGROUND: HB 2110, sponsored in this legislative session by Rep. Hughes, would establish mineral interests as a property right and thus create a takings issue for any municipality that might not approve a drilling permit. Presently it appears that HB 2110 will not make it off the House floor due to the number of bills in front of it. However, the bill’s sponsor has indicated he might try to attach it to another bill to get it to a vote. It is recommended we retain Brown McCarroll, specifically Jody Richardson, in Austin to monitor this situation and help us thwart any efforts to attach HB 2110 to other legislation (there are several other bills that are strong candidates for attachment). FUNDING: Estimated cost is approximately $10,000. Funding exists in other budget line items that would be brought to Council in a subsequent budget amendment. RECOMMENDATION: Given the amount of large direct and indirect cost the Town has incurred preparing its recently approved oil/gas drilling related ordinances, this legal services retainer agreement is an expenditure to help protect the Town’s investment to date in that effort. Recommend approval of this resolution. ATTACHMENTS: Resolution No. 09-25 Exhibits to Resolution 1 TOWN OF WESTLAKE RESOLUTION 09-25 RATIFYING THE ACTION OF THE TOWN MANAGER TO RETAIN BROWN McCARROLL, L.L.P. FOR LEGAL SERVICES RELATED TO STATE LEGISLATIVE MONITORING AND ADVOCACY SERVICES FOCUSED ON HB 2110. WHEREAS, the Westlake Town Council has recently adopted new oil/gas related ordinances to regulate oil/gas drilling and production and Westlake; and, WHEREAS, the Westlake Town Council has invested extensive direct and indirect costs into developing these oil/gas related ordinances and wishes to protect that investment on behalf of its citizens; and, WHEREAS, the Town Council has determined that local control of surface issues related to oil/gas drilling and production is important to the quality of life of Westlake residents that it does not wish to totally relinquish to the State; and, WHEREAS, proposed HB 2110 (Hughes) would effectively remove a municipality’s ability to regulate surface aspects of oil/gas drilling and production by making mineral interests a property right and thus, create a potential takings issue for drilling permits that might not be approved; and, WHEREAS, efforts may be made, if HB 2110 is not voted on by the House of Representatives, to attach it to another bill that is farther along in the legislative process and legal services present in Austin familiar with all aspects of the legislative process are needed to protect Westlake’s interests in this regard; and, WHEREAS, the Town has funding available to cover these costs subject to a subsequent budget amendment that would be brought to Council for approval; and WHEREAS, the Town Council feels that the passage of this Resolution is in the best interest of the citizens of Westlake. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1. THAT, all matters stated in the Recitals hereinabove are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2. THAT, the Town Council of the Town of Westlake, Texas, hereby ratifies the action of the Town Manager to retain Brown McCarroll L.L.P. for legislative monitoring and advocacy services attached hereto as outlined in the Terms of 2 Engagement (Exhibit “A”); and further authorize the Town Manager to execute said agreement on behalf of the Town of Westlake. PASSED AND APPROVED ON THIS 18TH DAY OF MAY 2009. ___________________________________ Laura Wheat, Mayor ATTEST: ________________________________ ___________________________________ Kim Sutter, TRMC, Town Secretary Thomas E. Brymer, Town Manager APPROVED AS TO FORM: ________________________________ Stan Lowry, Town Attorney 111 Congress Avenue, Suite 1400, Austin, Texas 78701-4043 512-472-5456 fax 512-479-1101 direct 512-479-9750 May 12, 2009 Laura Wheat, Mayor c/o Tom Brymer, Town Manager TOWN OF WESTLAKE 3 Village Circle, Suite 202 Westlake, TX 76262 Dear Mayor Wheat: Thank you for selecting Brown McCarroll, L.L.P. to represent the Town. We appreciate the confidence you have shown in our Firm, and we look forward to the opportunity to represent you. We believe that a successful professional relationship begins with a mutual understanding of expectations about the services we will provide, legal fees, and other important aspects of our representation. With this in mind, it is our practice to specify our engagement arrangements with our clients, and that is the purpose of this letter and the attached Standard Terms of Engagement. Our Firm encourages open and candid communications with clients. Please let me know as soon as possible if you have questions about this letter, the Standard Terms of Engagement, or if you are concerned about any aspect of the representation. Description and Scope of the Representation: Identification of Client Brown McCarroll is being retained to represent the Town of Westlake (“Westlake” or the “Town”) for purposes of monitoring legislation and advocating the Town’s position as it relates to state law and regulations concerning charter school legislation, as well as any other legislation of interest to the Town that could affect the operation of the municipality. The term of this engagement will begin on May 12, 2009, and terminates on June 1, 2009. Should the Town desire work related to a veto by the Texas governor, a new agreement will be required. The representation contemplated in this engagement letter is limited to this matter and is outside the scope of any local government lobbying. The Firm understands that we are to perform all reasonable services and take all such action as may be appropriate and necessary in our professional judgment to further your interests in this matter. Laura Wheat May 12, 2009 Page 2 It is understood that the Firm is being retained to provide legal and legislative services and that we are not responsible for providing business or financial advice to you. Attorneys Handling Your Representation I will be the primary attorney handling this matter. We anticipate that there may be other attorneys who will assist in the representation from time to time. The Firm also uses legal assistants in providing professional services when we believe that their use will reduce legal costs and improve efficiency. Legal Fees Brown McCarroll generally charges for our services based upon the time and effort devoted to the matter and the hourly rates of the lawyers and legal assistants that work on the representation. My current hourly rate is $450, and our legal assistant’s rate is $125 per hour. We will provide the services described above for a minimum fee of $10,000 plus actual expenses, and we will charge for our time above the $10,000 minimum fee at our normal hourly rate. Costs and Expenses In addition to legal fees, the Firm charges for out-of-pocket costs and expenses incurred in representing you. Please refer to the Standard Terms of Engagement for examples of such costs and expenses and how these will be handled and billed to you. Due to the nature of legislative advocacy, we may incur expenses for entertainment. Should those aggregate expenses exceed $1000 in a single month, Brown McCarroll will obtain approval for expenses exceeding $1000. Payment of Fees and Expenses Brown McCarroll’s statements for fees and expenses are due upon receipt, and we expect that our monthly statements will be paid no later than 30 days after receipt. By entering into this representation agreement, you agree to timely payment of the Firm’s invoices for fees and expenses related to the representation. Laura Wheat May 12, 2009 Page 3 Conclusion Brown McCarroll is pleased to have this opportunity to represent you in this matter. If you have any questions or concerns about any of the above or the Standard Terms of Engagement, please contact me as soon as possible. If this letter and the Standard Terms of Engagement accurately reflect our agreement, please sign the enclosed copy of this letter and return it to me. Very truly yours, Jody Richardson Enclosure AGREED AND ACCEPTED AS OF _______________________, 2008: TOWN OF WESTLAKE By: ________________________________ Printed Name: __________________________ Title: ________________________________ STANDARD TERMS OF ENGAGEMENT These are the Standard Terms of Engagement referred to in our engagement letter. Because they are an integral part of our agreement to provide legal services, we ask that you review this document carefully and retain it for your files. If you have any questions after reading it, please contact us promptly. Who Will Provide the Legal Services? In most cases, one attorney will be your principal contact. From time to time, that attorney may delegate parts of your work to other lawyers or to legal assistants or nonlegal professionals in the firm. For example, we do this in order to involve those with special knowledge or experience in an area and to provide service to you in a timely and efficient manner. The Scope of the Representation As lawyers, we undertake to provide representation and advice on the legal matters for which we are engaged, and it is important that we both have a clear understanding of the legal services that the firm has agreed to provide. In our engagement letter with you, we specify the matter in which we will provide representation and the scope of the services we will provide. If there are any questions about the terms of engagement, including the scope of the representation that we are to provide in the matter, please raise those questions promptly with your principal contact at the firm. We cannot guarantee the outcome of any matter. Any expression of our professional judgment regarding your matter or the potential outcome is, of course, limited by our knowledge of the facts and based on the law at the time of expression. It is also subject to any unknown or uncertain factors or conditions beyond our control. Who Is Our Client? It is our policy to represent only the person or entity identified in our engagement letter and not any affiliates. For example, unless otherwise specifically stated in our engagement letter, if you are a corporation or partnership, our representation does not include any parents, subsidiaries, employees, officers, directors, shareholders, or partners of the corporation or partnership, or commonly owned corporations or partnerships; if you are a trade association, our representation excludes members of the trade association; if you are an individual, our representation does not include your employer, partners, spouse, siblings, or other family members. Your Cooperation To enable us to provide effective representation, you agree to: (1) disclose to us, fully and accurately and on a timely basis, all facts and documents that are or might be material or that we may request, (2) keep us apprised on a timely basis of all developments relating to the representation that are or might be material, (3) attend meetings, conferences, and other proceedings when it is reasonable to do so, and (4) otherwise cooperate fully with us. Our Relationships With Others Our law firm represents many companies and individuals. In some instances, the applicable rules of professional conduct may limit our ability to represent clients with conflicting or potentially conflicting interests. Those rules of conduct often allow us to exercise our independent judgment in determining whether our relationship with one client prevents us from representing another. In other situations, we may be permitted to represent a client only if the other clients consent to that representation. If a controversy unrelated to the subject matter of the representation develops between you and any other client of the firm, we will follow the applicable rules of professional responsibility to determine whether we may represent either you or the other client in the unrelated controversy. In making this determination, we will consider your agreement to the Conflicts of Interest provisions in these Standard Terms of Engagement. In addition to our representation of other companies and individuals, we also regularly represent lawyers and law firms. As a result, opposing counsel in the matter may be a lawyer or law firm that we may represent now or in the future. Likewise, opposing counsel in the matter may represent our firm now or in the future. Further, we have professional and personal relationships with many other attorneys, often because of our participation in bar associations and other professional organizations. We believe that these relationships with other attorneys do not adversely affect our ability to represent any client and, in some circumstances, may enhance our representation. Your acceptance of our engagement letter means you consent to any such relationships between our firm and other lawyers or law firms, even counsel who is representing a party that is adverse to you in the matter that is the subject of this engagement or in some other matter. Conflicts of Interest Increasingly, conflict of interest is a concern for lawyers and their clients today. We attempt to identify actual and potential conflicts at the outset of any engagement, and may request that you sign a conflict waiver before we accept an engagement from you. Occasionally, other clients or prospective clients may ask us to seek a conflict waiver from you so that we can accept an engagement on their behalf. Please do not take such a request to mean that we will represent you less zealously; we make such requests because we take our professional responsibilities to all clients and prospective clients very seriously. Unfortunately, conflicts sometimes arise or become apparent after work begins on an engagement. When that happens, we will do our best to address and resolve the situation in the manner that best serves the interests of all of our affected clients. Because we are a large firm, we may be asked to represent someone whose interests may be adverse to yours. We are accepting this engagement on the understanding that our representation of you will not preclude us from accepting any other engagement from any existing or new client, including litigation adverse to you, provided that (i) such engagement is not substantially related to the subject matter of any services we are providing to you and (ii) in accepting such other engagement we would not impair the confidentiality of proprietary, sensitive or otherwise confidential information you have provided to us. Rules concerning conflicts of interest vary with the jurisdiction. In order to avoid any uncertainty, our policy is that the Texas Disciplinary Rules of Professional Conduct will be applicable to the representation. Your acceptance of our engagement letter means you agree with that policy, unless the engagement letter specifically states that some other rules of professional responsibility will govern our attorney-client relationship. How We Set Our Fees The basis for determining our fee for legal services is set forth in the engagement letter itself. If you are unclear about the basis for determining your fee, please raise any questions you may have with your principal contact at the firm. Clients frequently ask us to estimate the fees and other charges they are likely to incur in connection with a particular matter. We are pleased to respond to such requests, whenever possible, with an estimate based on our professional judgment. This estimate always carries the understanding that, unless we agree otherwise in writing, it does not represent a maximum, minimum, or fixed-fee quotation. The ultimate cost frequently is more or less than the amount estimated. Charges For Other Expenses And Services As an adjunct to providing legal services, we may incur and pay a variety of charges on your behalf or charge for certain ancillary support services. Whenever we incur such charges on your behalf or charge for such ancillary support services, we will bill them to you as part of your monthly invoice. Accordingly, our invoices usually will include amounts, not only for legal services rendered, but also for other expenses and services. Examples include charges for filing fees, document reproduction, postage, travel and conference expenses, delivery charges, computerized research, and facsimile and other electronic transmissions. Outside expenses will generally be billed at cost, while some in-house expenses (e.g., document reproduction, facsimile, computer services and electronic research) will include a reasonable allocation of overhead. In appropriate cases, reimbursable expenses may also include overtime charges for secretaries and other staff. You authorize us to retain third-parties, such as consultants, experts and investigators, as may be necessary to the representation. Although we advance third-party disbursements in reasonable amounts, we will ask you to pay larger third-party invoices (usually those over $200.00) directly to the third party providing the services. Because we often have ongoing professional relationships with the persons who render such services, we also ask that you pay such bills promptly and send us notice of your payment. Billing Arrangements and Terms of Payment We will bill you on a regular basis, normally each month, for both fees and other charges. You agree to make payment within thirty (30) days of the date of our invoice. Should your account become delinquent and in the event satisfactory payment terms are not arranged as permitted under the rules regulating our profession, we will be required to withdraw from the representation. In most cases, and except as prohibited by ethical considerations, if your account becomes more than sixty (60) days delinquent, we will cease representation until we can arrive at a mutually satisfactory arrangement for payment of the delinquent account and the resumption of services. If the representation will require a concentrated period of activity, such as a trial, arbitration, or hearing, we reserve the right to require the payment of all amounts then owing to us and the prepayment to us of the fees and expenses we estimate will be incurred in preparing for and completing the trial, arbitration, or hearing, as well as arbitration fees likely to be assessed. If you fail to timely pay any additional deposit requested, we will have the right to cease performing further work and the right to withdraw from the representation. Payment of our fees and costs is not contingent on the ultimate outcome of our representation. We look to you, the client, for payment regardless of whether you are insured to cover the particular risk. From time-to-time, we assist clients in pursuing third parties for recovery of attorneys' fees and other charges resulting from our services. These situations include payments under contracts, statutes or insurance policies. However, it remains your obligation to pay all amounts due to us within thirty (30) days of the date of our statement. Termination Because our firm has been engaged to provide legal services in connection with the representation specifically defined in our engagement letter, the attorney-client relationship terminates upon our completion of our services related to the representation in the matter. After completion of the representation, however, changes may occur in the applicable laws or regulations that could affect your future rights and liabilities in regard to the matter. Unless we are actually engaged after the completion of the representation to provide additional advice on such issues, the firm has no continuing obligation to give advice with respect to any future legal developments that may relate to the matter. If you later retain us to perform further or additional services, our attorney-client relationship will be subject to the terms of engagement agreed to at that time; in the absence of any specific agreement, these Standard Terms of Engagement shall apply to the further or additional representation. We look forward to the opportunity to complete our representation of you in the specified matter. You may, however, terminate our representation at any time, with or without cause, by notifying us in writing. We will return your papers and other property to you promptly upon receipt of your request for those materials unless they are appropriately subject to a lien. You agree that we will own and retain our own files pertaining to the matter or case, including, for example, firm administrative records, time and expense reports, personnel and staffing materials, credit and accounting records, and internal lawyers' work product such as drafts, notes, internal memoranda, and legal and factual research including investigative reports, prepared by or for the internal use of lawyers. The termination of our services will not affect your responsibility for payment of legal services rendered and other charges incurred before termination and in connection with an orderly transition of the matter. Document Retention While we try to retain closed files for an extended period of time, we do reserve the right to destroy or otherwise dispose of all files, without further notice to you and in a manner which preserves the confidential and secret nature of their contents. You are to receive, along with the final bill or documents concluding the case, a notice that the file will be retired and stored for a designated retention period. I or the attorney immediately responsible for handling this case will advise you to obtain any papers from the file not previously furnished to you. The file may thereafter, without additional notice to you, be destroyed by the Firm following the designated retention period in which the file is retained. Only upon my written authorization will the file be partially destroyed, destroyed in its entirety, retained for an additional period of time, or returned to you for safekeeping. If you or your company has a Records Retention Policy in place with which outside counsel will need to comply, please let me know so that I may inform our Records Department. In the event you instruct us to return your file to you at the end of the retention period, we will use the last known address in the file to return your file (excluding the work product subfiles); our Firm will not retain a copy. Disclaimer By signing the engagement letter or otherwise indicating your acceptance of the engagement letter, you acknowledge that Brown McCarroll, L.L.P. has made no promises or guarantees to you about the outcome of the representation, and nothing in these terms of engagement shall be construed as such a promise or guarantee. Either at the commencement or during the course of the representation, we may express opinions or beliefs about the matter or various courses of action and the results that might be anticipated. Any expressions on our part concerning the outcome of the representation, or any other legal matters, are based on our professional judgment and are not guarantees. Our Professional Responsibility The code of professional responsibility to which we are subject lists several types of conduct or circumstances that require or allow us to withdraw from representing a client. These include, for example, nonpayment of fees or charges, misrepresentation or failure to disclose material facts, action contrary to our advice, and conflict of interest with another client. We try to identify in advance and discuss with our clients any situation that may lead to our withdrawal. If withdrawal ever becomes necessary, we give our client written notice as soon as practicable. Under rules of the Texas Supreme Court and the State Bar of Texas, we advise our clients of the contents of the Texas Lawyer's Creed, a copy of which is enclosed. In addition, we advise clients that the State Bar of Texas investigates and prosecutes complaints of professional misconduct against attorneys licensed in Texas. A brochure entitled Attorney Complaint Information is available at all of our offices and is likewise available upon request. A client that has any questions about the State Bar's disciplinary process should call the Office of the General Counsel of the State Bar of Texas at 1-800-932-1900 (toll free). Modification Of Our Agreement The engagement letter and these Standard Terms of Engagement reflect our entire agreement on the terms of this engagement. These written terms of engagement are not subject to any oral agreements or understandings, and any change in those terms can only be made in writing signed by both Brown McCarroll, L.L.P. and you. In Conclusion We look forward to a long and mutually satisfying relationship with you. Again, if at any time you have a question or concern, please feel free to bring it to the attention of your principal contact at our firm. Enclosure: THE TEXAS LAWYER'S CREED THE TEXAS LAWYER'S CREED -- A Mandate for Professionalism The Texas Supreme Court and the Texas Court of Criminal Appeals adopted this Creed, with the requirement that lawyers advise their clients of its contents when undertaking representation. I am a lawyer; I am entrusted by the People of Texas to preserve and improve our legal system. I am licensed by the Supreme Court of Texas. I must therefore abide by the Texas Disciplinary Rules of Professional Conduct, but I know that Professionalism requires more than merely avoiding the violation of laws and rules. I am committed to this Creed for no other reason that it is right. 1. OUR LEGAL SYSTEM. A lawyer owes to the administration of justice personal dignity, integrity, and independence. A lawyer should always adhere to the highest principles of professionalism. I am passionately proud of my profession. Therefore, "My word is my bond." I am responsible to assure that all persons have access to competent representation regardless of wealth or position in life. I commit myself to an adequate and effective pro bono program. I am obligated to educate my clients, the public, and other lawyers regarding the spirit and letter of this Creed. I will always be conscious of my duty to the judicial system. II. LAWYER TO CLIENT. A lawyer owes to a client allegiance, learning, skill, and industry. A lawyer shall employ all appropriate means to protect and advance the client's legitimate rights, claims, and objectives. A lawyer shall not be deterred by any real or imagined fear of judicial disfavor or public unpopularity, nor be influenced by mere self- interest. I will advise my client of the contents of this Creed when undertaking representation. I will endeavor to achieve my client's lawful objectives in legal transactions and in litigation as quickly and economically as possible. I will be loyal and committed to my client's lawful objectives, but I will not permit that loyalty and commitment to interfere with my duty to provide objective and independent advice. I will advise my client that civility and courtesy are expected and are not a sign of weakness. I will advise my client of proper and expected behavior. I will treat adverse parties and witnesses with fairness and due consideration. A client has no right to demand that I abuse anyone or indulge in any offensive conduct. I will advise my client that we will not pursue conduct which is intended primarily to harass or drain the financial resources of the opposing party. I will advise my client that we will not pursue tactics which are intended primarily for delay. I will advise my client that we will not pursue any course of action which is without merit. I will advise my client that I reserve the right to determine whether to grant accommodations to opposing counsel in all matters that do not adversely affect my client's lawful objectives. A client has no right to instruct me to refuse reasonable requests made by other counsel. I will advise my client regarding the availability of mediation, arbitration, and other alternative methods of resolving and settling disputes. III. LAWYER TO LAWYER. A lawyer owes to opposing counsel, in the conduct of legal transactions and the pursuit of litigation, courtesy, candor, cooperation, and scrupulous observance of all agreements and mutual understandings. Ill feelings between clients shall not influence a lawyer's conduct, attitude, or demeanor toward opposing counsel. A lawyer shall not engage in unprofessional conduct in retaliation against other unprofessional conduct. I will be courteous, civil, and prompt in oral and written communications. I will not quarrel over matters of form or style, but I will concentrate on matters of substance. I will identify for other counsel or parties all changes I have made in documents submitted for review. I will attempt to prepare documents which correctly reflect the agreement of the parties. I will not include provisions which have not been agreed upon or omit provisions which are necessary to reflect the agreement of the parties. I will notify opposing counsel, and, if appropriate, the Court or other persons, as soon as practicable, when hearings, depositions, meetings, conferences or Texas Lawyers Creed – Page 8 closings are canceled. I will agree to reasonable requests for extensions of time and for waiver of procedural formalities, provided legitimate objectives of my client will not be adversely affected. I will not serve motions or pleadings in any manner that unfairly limits another party's opportunity to respond. I will attempt to resolve by agreement my objections to matters contained in pleadings and discovery requests and responses. I can disagree without being disagreeable. I recognize that effective representation does not require antagonistic or obnoxious behavior. I will neither encourage nor knowingly permit my client or anyone under my control to do anything which would be unethical or improper if done by me. I will not, without good cause, attribute bad motives or unethical conduct to opposing counsel nor bring the profession into disrepute by unfounded accusations of impropriety. I will avoid disparaging personal remarks or acrimony towards opposing counsel, parties and witnesses. I will not be influenced by any ill feeling between clients. I will abstain from any allusion to personal peculiarities or idiosyncrasies of opposing counsel. I will not take advantage, by causing any default or dismissal to be rendered, when I know the identity of an opposing counsel, without first inquiring about that counsel's intention to proceed. I will promptly submit orders to the Court. I will deliver copies to opposing counsel before or contemporaneously with submission to the court. I will promptly approve the form of orders which accurately reflect the substance of the rulings of the Court. I will not attempt to gain an unfair advantage by sending the Court or its staff correspondence or copies of correspondence. I will not arbitrarily schedule a deposition, Court appearance, or hearing until a good faith effort has been made to schedule it by agreement. I will readily stipulate to undisputed facts in order to avoid needless costs or inconvenience for any party. I will refrain from excessive and abusive discovery. I will comply with all reasonable discovery requests. I will not resist discovery requests which are not objectionable. I will not make objections nor give instructions to a witness for the purpose of delaying or obstructing the discovery process. I will encourage witnesses to respond to all deposition questions which are reasonably understandable. I will neither encourage nor permit my witness to quibble about words where their meaning is reasonably clear. I will not seek Court intervention to obtain discovery which is clearly improper and not discoverable. I will not seek sanctions or disqualification unless it is necessary for protection of my client's lawful objectives or is fully justified by the circumstances. IV. LAWYER AND JUDGE. Lawyers and judges owe each other respect, diligence, candor, punctuality, and protection against unjust and improper criticism and attack. Lawyers and judges are equally responsible to protect the dignity and independence of the Court and the profession. I will always recognize that the position of judge is the symbol of both the judicial system and administration of justice. I will refrain from conduct that degrades this symbol. I will conduct myself in court in a professional manner and demonstrate my respect for the Court and the law. I will treat counsel, opposing parties, the Court, and members of the Court staff with courtesy and civility. I will be punctual. I will not engage in any conduct which offends the dignity and decorum of proceedings. I will not knowingly misrepresent, mischaracterize, misquote or miscite facts or authorities to gain an advantage. I will respect the rulings of the Court. I will give the issues in controversy deliberate, impartial and studied analysis and consideration. I will be considerate of the time constraints and pressures imposed upon the Court, Court staff and counsel in efforts to administer justice and resolve disputes. Updated 8-27-08 SCHEDULE OF CHARGES FOR NON-LEGAL SERVICES ITEM RATE CD Copying $10.00 per CD. Computer Assisted Legal Research (includes but is not limited to): Lexis, Courtlink, PACER, Westlaw Actual cost. Courier Deliveries/Pick-Ups Actual cost. Document Reproduction – Copies, prints and scans $.12 per page copy/print/scan $.90 per page color copy/print DVD Copying $15.00 per DVD. Express Courier: Lone Star Overnight, FedEx, UPS Actual cost. Facsimiles $.20 per page for outgoing transmissions. No charge for incoming facsimiles. File Conversion (pdf to tiff, etc.) $0.03 per page. Finishing/Binding: Deposition GBC/Spiral, Velo $1.00 per item. $2.50 per item. Imaging Black & white Color $0.15 per page. $0.80 per page. Mileage $0.585 per mile. OCR (optical character recognition) $0.03 per page. Office Supplies: 3-Ring Binders, Boxes or Other Supplies Actual cost when quantity is beyond the amount required in the normal course of business. Postage Actual cost for large mailings, certified or express mail. Prints from image $0.06 per page. Retrieving Retired Records Actual cost of Rush Trip charge. Trial Exhibits (Copy Center) $20 large. $10 small. Video Digitizing $50.00 per video hour. Video Editing Actual cost. Video Tapes $5.00 per tape. Video Synchronization $65.00 per video hour. 4275669.1 1.182 10. FUTURE AGENDA ITEMS: Any Board member may request at a workshop and / or Board meeting, under “Future Agenda Item Requests”, an agenda item for a future Board meeting. The Board member making the request will contact the Town Manager with the requested item and the Town Manager will list it on the agenda. At the meeting, the requesting Board member will explain the item, the need for Board discussion of the item, the item’s relationship to the Board’s strategic priorities, and the amount of estimated staff time necessary to prepare for Board discussion. If the requesting Board member receives a second, the Town Manager will place the item on the Board agenda calendar allowing for adequate time for staff preparation on the agenda item. - None. TOWN OF  WESTLAKE Item # 10 –   Future Agenda Items  Council Planning Calendar  Items not scheduled for a specific meeting are listed here (require discussion): Date Contact Description Format  5/23/08 J. Greenwood Southlake Waterline Proposal Workshop  5/30/08 T. Meyer Cemetery Rules and Regulations Workshop  7/29/08 T. Meyer Park and Rec. Adv. Board Workshop  1/13/09 T. Brymer Deloitte Status Presentation Workshop    June 8, 2009, Meeting (submittal deadline May 28) 7 p.m. Date Contact Description Format  3/15/09 D. Piper Financial Forecast Workshop  2/16/09 T. Wood Personnel Manual Amendments (consent) Meeting  4/20/09 A DeGan Collection Agency Contract Meeting  5/4/09 E Edwards 2 SUP Water Wells Meeting  5/11/09 K Sutter Elect a Mayor Pro Tem Meeting  5/4/09 T. Brymer Marriott Agreement  Meeting    June 22, 2009, Meeting (submittal deadline June 11) 7 p.m. Date Contact Description Format  3/17/09 K. Sutter Board, Commission and Committee Appointments Meeting  4/20/09 T. Meyer Trail System Update Workshop    July 13, 2009, Meeting (submittal deadline July 2) 7 p.m. Date Contact Description Format         August 10, 2009, Meeting (submittal deadline July 30) 7 p.m. Date Contact Description Format         August 31, 2009, Meeting (submittal deadline August 20) 7 p.m. Date Contact Description Format            May 2009 4 June 2009 5 July 2009 6 S M T W Th F Sa S M T W Th F Sa S M T W Th F Sa 1 2 1 2 3 4 5 6 1 2 3 4 3 4 5 6 7 8 9 7 8 9 10 11 12 13 5 6 7 8 9 10 11 10 11 12 13 14 15 16 14 15 16 17 18 19 20 12 13 14 15 16 17 18 19 20 21 22 23 24 25 22 22 23 24 25 26 27 19 20 21 22 23 24 25 17 18 19 20 21 22 23 28 29 30 26 27 28 29 30 31 24/31 25 26 27 28 29 30 Council Meeting Holiday  Trustees Meeting Election Day   Trustees Meeting     Last day of School    11. COUNCIL CALENDAR. - Town Council and Texas Student Housing Authority Joint Meeting o Thursday, May 21, 2009, 5:30 p.m., Town Hall - Decoration Day o Monday, May 25,2009, I.O.O.F. Cemetery - 2009 MasterWorks concert series o Friday, May 29, 2009, 12 noon, Solana Courtyard - Texas Student Housing Authority Board of Directors Meeting o Tuesday, May 26, 2009, 5:30 p.m., Town Hall offices - TML Legislative Wrap-up o June 26, 2009, Marriott Las Colinas, Irving - TML Legislative Wrap-up o June 29, 2009, Austin - TML Newly Elected City Official Orientation o July 24-25, 2009, Austin - TML Newly Elected City Official Orientation o August 7-8, 2009, Austin Town of  Westlake  Item # 11 –   Council Calendar  Town of  Westlake  Item # 12 –  Adjournment  Back up material has not  been provided for this item.