HomeMy WebLinkAbout02-24-20 TC Agenda Packet TOWN OF WESTLAKE TOWN COUNCIL MEETING AGENDA
1500 SOLANA BLVD, BUILDING 7, SUITE 7100, COUNCIL CHAMBER
WESTLAKE, TX 76262
WESTLAKE FEBRUARY 24, 2020
5:00 PM MEETING
Vision Statement
An oasis of natural beauty that maintains our open spaces in balance with distinctive development, trails, and
quality of life amenities amidst an ever expanding urban landscape.
Work Session
1. CALL TO ORDER
2. PLEDGE OF ALLEGIANCE
3. CITIZEN COMMENTS: This is an opportunity for citizens to address the Council on any
matter whether or not it is posted on the agenda. Any person desiring to make a public
comment must first be recognized by the presiding officer, and sign in at the podium with
their name and address. Individual citizen comments are normally limited to three (3)
minutes; however, time limits can be adjusted by the presiding officer. The presiding officer
may ask the citizen to hold their comment on an agenda item if the item is posted as a
Public Hearing. 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.
4. EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations
(1) to discuss or deliberate regarding commercial or financial information that
the governmental body has received from a business prospect that the
governmental body seeks to have locate, stay, or expand in or near the territory
of the governmental body and with which the governmental body is conducting
economic development negotiations; or (2) to deliberate the offer of a financial
or other incentive to a business prospect described by Subdivision (1) for the
following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters —to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee:
- Town Manager evaluation
c. Section 551.071(2) — Consultation with City Attorney on a matter in which the
duty of the attorney to the governmental body under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development
Corporation Concerning the Design Engineering and Construction of the West
Side Pump Station and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney — to seek advice of counsel on
matters in which the duty of the Town Attorney under the Texas Disciplinary Rules
of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551
of the Texas Government Code - FM 1938 access for proposed Southlake
development.
e. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other
legal matters not related directly to litigation or settlement. Pending or
contemplated litigation and settlement offers include but are not limited to the
following: Cause No. 236-304811-18 - Builder Recovery Services, LLC v The
Town of Westlake.
f. Section 552.072 Deliberation Regarding the purchase, sale, lease, or exchange of
real property regarding Highway 114 easements at Lot 1R1-1, Block 2 of the
Westlake/Southlake Park Addition No. 1 to the Town of Westlake in Tarrant
County, Texas.
S. RECONVENE MEETING
6. COUNCIL RECAP / STAFF DIRECTION
7. ADJOURNMENT OF TOWN COUNCIL WORK SESSION
Joint Town Council/Planning and Zoning Commission Work Session will
begin immediately following the Town Council Work session (see separate
Joint Town Council/Planning & Zoning Meeting Agenda)
Regular Town Council Session will begin immediately following the Joint Town
Council/Planning and Zoning Commission Work Session
1. CALL TO ORDER
2. ITEMS OF COMMUNITY INTEREST: Mayor and Council Reports on Items of
Community Interest pursuant to Texas Government Code Section 551.0415 the Town
Council may report on the following items: (1) expression of thanks, congratulations or
condolences; (2) information about holiday schedules; (3) recognition of individuals; (4)
reminders about upcoming Town Council events; (5) information about community
events; and (6) announcements involving imminent threat to public health and safety.
3. 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. Consider approval of the minutes from the meeting on January 27, 2020.
b. Consider approval of Resolution 20-08, authorizing the Town Manager to sign
agreements with a qualified Dedicated Internet Access Vendor for the Dark Fiber
Project, providing Dark Fiber at four (4) designated Node locations utilizing the
Town of Westlake duct bank.
c. Consider approval of Resolution 20-09, authorizing the approval a right-of-way
and easement dedication for Schwab Way.
d. Consider approval of Ordinance 907, Canceling the May 2, 2020, General
Election and declaring each unopposed candidate elected to office.
4. CONDUCT A PUBLIC HEARING AND CONSIDER RESOLUTION 20-10, APPROVING
A PRELIMINARY SITE EVALUATION FOR PARISH LANE.
S. EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations
(1) to discuss or deliberate regarding commercial or financial information that
the governmental body has received from a business prospect that the
governmental body seeks to have locate, stay, or expand in or near the territory
of the governmental body and with which the governmental body is conducting
economic development negotiations; or (2) to deliberate the offer of a financial
or other incentive to a business prospect described by Subdivision (1) for the
following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters —to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee:
- Town Manager evaluation
c. Section 551.071(2) — Consultation with City Attorney on a matter in which the
duty of the attorney to the governmental body under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development
Corporation Concerning the Design Engineering and Construction of the West
Side Pump Station and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney — to seek advice of counsel on
matters in which the duty of the Town Attorney under the Texas Disciplinary Rules
of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551
of the Texas Government Code - FM 1938 access for proposed Southlake
development.
e. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other
legal matters not related directly to litigation or settlement. Pending or
contemplated litigation and settlement offers include but are not limited to the
following: Cause No. 236-304811-18 - Builder Recovery Services, LLC v The
Town of Westlake.
f. Section 552.072 Deliberation Regarding the purchase, sale, lease, or exchange of
real property regarding Highway 114 easements at Lot 1R1-1, Block 2 of the
Westlake/Southlake Park Addition No. 1 to the Town of Westlake in Tarrant
County, Texas.
6. RECONVENE MEETING
7. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS.
8. 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
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.
9. COUNCIL RECAP/STAFF DIRECTION
10. 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, 1500 Solana
Blvd., Building 7, Suite 7100, Westlake, TX 76262, Februuary 21, 2020, by 5:00 p.m. under
the Open Meetings Act, Chapter 551 of the Texas Government Code.
Todd Wood, Town Secretary
If you plan to attend this public meeting and have a disability that requires special needs, please
advise the Town Secretary's Office 48 hours in advance at 817-490-5711 and reasonable
accommodations will be made to assist you.
Town Council
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 Council
Item # 3 — Citizen
Comments
CITIZEN COMMENTS: This is an opportunity for citizens to address the Council on any matter
whether or not it is posted on the agenda. Any person desiring to make a public comment must
first be recognized by the presiding officer, and sign in at the podium with their name and
address. Individual citizen comments are normally limited to three (3) minutes; however, time
limits can be adjusted by the presiding officer. The presiding officer may ask the citizen to hold
their comment on an agenda item if the item is posted as a Public Hearing. 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 Council
Item # 4 — Executive
Session
EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087: Deliberation Regarding Economic Development Negotiations (1) to
discuss or deliberate regarding commercial or financial information that the
governmental body has received from a business prospect that the governmental body
seeks to have locate, stay, or expand in or near the territory of the governmental body
and with which the governmental body is conducting economic development
negotiations; or (2) to deliberate the offer of a financial or other incentive to a
business prospect described by Subdivision (1) for the following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters — to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or
employee:
- Town Manager evaluation
c. Section 551.071(2): Consultation with City Attorney on a matter in which the duty of
the attorney to the governmental body under the Texas Disciplinary Rules of
Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development Corporation
Concerning the Design Engineering and Construction of the West Side Pump Station
and the Dove Road Waterline.
d. Section 551.071(2): Consultation with Attorney — to seek advice of counsel on matters
in which the duty of the Town Attorney under the Texas Disciplinary Rules of
Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the
Texas Government Code - FM 1938 access for proposed Southlake development.
e. Section 551.071: Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other legal
matters not related directly to litigation or settlement. Pending or contemplated
litigation and settlement offers include but are not limited to the following: Cause No.
236-304811-18 - Builder Recovery Services, LLC v The Town of Westlake.
f. Section 552.072: Deliberation Regarding the purchase, sale, lease, or exchange of real
property regarding Highway 114 easements at Lot 1R1-1, Block 2 of the
Westlake/Southlake Park Addition No. 1 to the Town of Westlake in Tarrant County,
Texas.
Town Council
Item # 5 — Reconvene
Meeting
Town Council
Item # 6 — Council Recap /
Staff Direction
COUNCIL RECAP / STAFF DIRECTION
Town Council
Item # 7 — Adjournment
Work Session
ITEMS OF COMMUNITY INTEREST: Mayor and Council Reports Town Council
on Items of Community Interest pursuant to Texas Government
Code Section 551.0415 the Town Council may report on the
following items: (1) expression of thanks, congratulations or
condolences; (2) information about holiday schedules; (3)
recognition of individuals; (4) reminders about upcoming Town
Council events; (5) information about community events; and (6) Item # 2 — Items of
announcements involving imminent threat to public health and Community Interest
safety.
✓ 17th Annual Gallery Night Benefit-80s Style; Hosted by the Westlake Academy Foundation
Saturday, February 29, 2020; 6:00 pm at the Texas Motor Speedway Club
-Itll be 'Nothin'But a Good Time!"at the 17th Annual Gallery Night benefit auction for Westlake Academy. Get ready to
party'80s style at one of the region's premier fundraising galas! Youll enjoy amazing auction items, stunning works of
art, and hidden treasures for your bidding pleasure. Gourmet cuisine and entertainment everywhere. Sponsorship and
auction donation opportunities are a vallable. On behalf of the students and teachers of Westlake Academy, THANK
YOU.I ALL residents, business partners, and fellow supporters welcome!Give Foundation Director Dr. Shelly Myers a call
at 817-490-5722 or email at smyers0westlakeacademy.org today for tickets, or donation information!
✓ Coffee&Conversation with the Mayor/Board President
Monday, March 2, 2020; 8:00-9:30 am
Westlake Fire-EMS Station No. 1, 2000 Dove Road (NW corner of Dove Rd. &Davis Blvd.)
-We hope our residents and business partners are enjoying this opportunity to visit our community's new fire
station, have a cup of coffee or tea, and a chat with Mayor Laura Wheat about any and all things Westlake. No
reservation needed-just come-and-go as your schedule allows!
✓ Town Council/ Board of Trustees Work Session/Meeting
Monday, March 2, 2020*
Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100-Council Chambers
✓ International Baccalaureate Organization (IBO)Site Visit at Westlake Academy
Monday, March 4-Wednesday, March 6, 2020
-Evaluation now done every 5 years on all three IB Programmes by the governing IB Organization. Questions?
Contact Executive Director Dr. Mechelle Bryson via email or call at 817 490 5761
✓ Metroport Chamber of Commerce 9th Annual Alliance Development Forum (ADF) Luncheon
Friday, March 6, 2020; 11:00- 1:00 pm
Join hundreds of developers, investors,site selectors, realtors, and other economic development leaders as they
network and learn more about this northeast Metroplex fast growing region. This year's topic:Visionary Mobility:
The Future of Transportation in our Region. Keynote Speaker.-Mike Berry, Hillwood President. For ticket pricing&
availability,please visit the M o ort Chamber website.
✓ Westlake Academy CLOSED for Spring Break
Monday, March 9- Friday, March 13, 2020
✓ Planning &Zoning Works Session/Meeting
Monday, March 16, 2020*
Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100-Council Chambers
✓ Westlake Academy Danish &Dialogue with School Leaders
Thursday, March 19, 2020; 8:00 am-9:00 am
WA Campus-Sam &Margaret Lee Fieldhouse Classroom
-Open to all Westlake& WA parents/grandparents:current and for those considering or wanting to learn more
about our community's charter school. This month's topic.College Readiness Data&Info Regarding Navigating the
College Selection Process-presented by College Counselor Carl Tippen.
✓ Westlake Academy Open Tour for Primary Grades(K-5)
Thursday, March 19, 2019; 3:45 pm
Main Academy Entrance/Primary Years Office, 2600 J.T. Ottinger Road
-Been wondering about Westlake Academy and how your child might reach their highest potential there?If you are
a Westlake resident or live within one of our approved secondary boundaries,join us for a tour of our Secondary
grades campus this month. (Primary grades tour next month!) Your children are welcome to attend, and we ask
they be supervised by their parents during the tour. No need for reservations-just show up between 3.45-4.•00
pm on this scheduled day. Questions?Contact Registrar Kim Gardner via email for more info.
✓ Simply Westlake hosts Charity Connection event,along with Tim arron's Our Neighborhood Life
&the Starpower team
Wednesday, March 25, 2020; 11:30 am- 1:30 pm
Starpower, 1600 E. Southlake Blvd
Join our Simply Westlake team as they invite Westlake& Timarron residents to this inaugural event as we gather to
learn more about volunteer and financial support opportunities, along with needs of our local charities. Each charity
will have their own display and representatives will be on hand to visit and answer questions about their
organization. For more information, email Connie Vernon-Chase to find out how you can attend&make an impacts
✓ Town Council Work Session/Meeting
Monday, March 30, 2020*
Westlake Town Hall, Solana Terrace-BIdg.7, Suite 7100-Council Chambers
*For meeting agendas and details on WA calendar events or Municipal calendar events,please visit the Westlake
Academy website or the Town of Westlake website for further assistance,
Town Council
Item # 3 — Consent
Agenda
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. Consider approval of the minutes from the meeting on January 27, 2020.
b. Consider approval of Resolution 20-08, authorizing the Town Manager to sign
agreements with a qualified Dedicated Internet Access Vendor for the Dark Fiber
Project, providing Dark Fiber at four (4) designated Node locations utilizing the
Town of Westlake duct bank.
c. Consider approval of Resolution 20-09, authorizing the approval a right-of-way
and easement dedication for Schwab Way.
d. Consider approval of Ordinance 907, Canceling the May 2, 2020, General Election
and declaring each unopposed candidate elected to office.
T H E T 0 W M O F
WESTLAKE
MINUTES OF THE
TOWN OF WESTLAKE, TEXAS
TOWN COUNCIL MEETING
January 27, 2020
PRESENT: Mayor Laura Wheat and Council Members Carol Langdon, Greg Goble, Alesa
Belvedere, and Rick Rennhack.
ABSENT: Michael Barrett
OTHERS PRESENT: Town Manager Amanda DeGan, Deputy Town Manager Noah
Simon, Town Attorney Stan Lowry, Todd Wood, Communications
Director Ginger Awtry, Communications Manager Jon Sasser,
Director of Facilities & Public Works Troy Meyer, Director of
Planning and Development Ron Ruthven, Building Official Pat
Cooke, Planning and Development Technician Nick Ford, Finance
Director Debbie Piper, Executive Director Mechelle Bryson, Fire
Chief Richard Whitten, and Deputy Fire Chief John Ard.
Work Session
1. CALL TO ORDER
Mayor Wheat called the meeting to order at 5:05 p.m.
Town Council Minutes
01/27/20
Page 1 of 9
2. CITIZEN COMMENTS
No one addressed the Council.
3. EXECUTIVE SESSION
Council convened into Executive Session at 5:06 p.m.
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations
(1) to discuss or deliberate regarding commercial or financial information that
the governmental body has received from a business prospect that the
governmental body seeks to have locate, stay, or expand in or near the territory
of the governmental body and with which the governmental body is conducting
economic development negotiations; or (2) to deliberate the offer of a financial
or other incentive to a business prospect described by Subdivision (1) for the
following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters —to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee:
- Town Manager evaluation
c. Section 551.071(2) — Consultation with City Attorney on a matter in which the
duty of the attorney to the governmental body under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development
Corporation Concerning the Design Engineering and Construction of the West
Side Pump Station and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney—to seek advice of counsel on
matters in which the duty of the Town Attorney under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with
Chapter 551 of the Texas Government Code - FM 1938 access for proposed
Southlake development.
4. RECONVENE MEETING
Mayor Wheat reconvened the meeting at 6:45 p.m.
S. REVIEW OF CONSENT AGENDA ITEMS FOR THE TOWN COUNCIL REGULAR
MEETING AGENDA.
There was no additional discussion.
Town Council Minutes
01/27/20
Page 2 of 9
6. DISCUSSION ITEMS
a. Presentation and discussion of development projects.
Planning & Development Director Ron Ruthven and Building Official Pat Cooke
provided a presentation and discussion of the following development projects in
the Town.
Charles Schwab Project: Phase 1 of the project is nearly complete, and they
are almost fully occupied at this point. Schwab has informed the Town that
there should be approximately 2,000 employees currently occupying the building,
with a maximum of 2,600. A pre-construction meeting for Schwab Way Phase 2
road construction was held last week. This phase will progress rapidly, and
utility work has been started. There will be minor improvements with the
connection to Ottinger Road. Phase 2 should be completed by the end of the
year.
Schwab Way: The signal poles on 114 have been installed, and the far outside
lane of the bridge at Schwab Way/Trophy Lake Drive will be restriped in the next
few weeks to handle additional traffic capacity.
The Knolls: Road paving is complete, with landscaping and gates to be
installed. This should be complete in late March or April.
SH 114 Main Lanes/170 Service Road: This should begin mid or late
summer.
Entrada: Work is progressing on the corner construction site with
approximately twelve to fourteen (12-14) masonry and steel workers present on
a regular basis. The concrete panels for the tower are complete and will be
installed by the end of February after the concrete has cured. The garage
structure should be complete by the end of March.
Starbucks: The developer's general contractor has offered to hand over the
project to Starbucks. At this time, Starbucks has chosen to wait on the
completion of the tower before final consideration.
Entrada Restaurants: Interior finish-out could commence following plan
submittals. It is estimated that the processing time for these permits would be
approximately one (1) week. No plans have been received to date.
Spencer Ranch: This project is moving forward. Town staff have recently met
with the developer, and this is progressing in a positive direction.
7. COUNCIL RECAP / STAFF DIRECTION
None.
Mayor Wheat closed the Work Session at 7:02 p.m.
Regular Session will begin immediately following the work session
1. CALL TO ORDER
Town Council Minutes
01/27/20
Page 3 of 9
Mayor Wheat called the regular session to order at 7:02 p.m.
2. ITEMS OF COMMUNITY INTEREST
Communications Director Ginger Awtry provided information regarding items of
community interest:
President's Day: Town Hall will be closed that day, and there would be no
interruptions in the trash pickup schedule. Westlake Academy is also closed on this
day, and it would be a staff professional development day.
Gallery Night: The Gallery Night event will be held on February 29, 2020.
Development Communication Committee: This committee is currently working
on a detailed Entrada update, which will be more robust than the updates that have
been provided in the past.
Citizen Survey for Westlake Fire/EMS and Keller Police: A risk assessment
survey went out today to residents and would be available for another month.
Residents are encouraged to complete these surveys.
Finance Video: A preview of the video regarding the Town's Budget was previewed
by the Council and those in attendance. This video is scheduled to be posted
publicly next week.
3. CONSENT AGENDA
a. Consider approval of the minutes from the meeting on November 18, 2019.
b. Consider approval of the minutes from the meeting on November 19, 2019.
c. Consider approval of the minutes from the meeting on December 16, 2019.
d. Consider approval of the minutes from the meeting on January 13, 2020.
e. Consider approval of Resolution 20-01, Adopting the Tarrant County Hazard
Mitigation Action Plan.
f. Consider approval of Resolution 20-02, Approving the Abandonment of a Public
Access Easement Located on 2256 King Fisher.
MOTION: Council Member Rennhack made a motion to approve the consent
agenda. Council Member Langdon seconded the motion. The motion
carried by a vote of 4-0.
4. CONDUCT A PUBLIC HEARING AND CONSIDER ORDINANCE 905, APPROVING A
SITE PLAN FOR AN APPROXIMATELY 0.376-ACRE PORTION OF PLANNED
DEVELOPMENT DISTRICT 1, PLANNING AREA 2 (PD1-2), ESTABLISHED BY
ORDINANCE 703 FOR THE PROPERTY GENERALLY LOCATED SOUTH OF STATE
HIGHWAY 114, EAST OF DAVIS BOULEVARD, AND NORTH OF SOLANA
BOULEVARD, COMMONLY KNOWN AS WESTLAKE ENTRADA.
Planning & Development Director Ron Ruthven provided an overview of proposed
Ordinance 905. It was noted that the presentation that had been prepared pertained to
Town Council Minutes
01/27/20
Page 4 of 9
items 4, 5, and 7 on the agenda. Mayor Wheat noted that each of these items would be
presented collectively in a single public hearing.
Mr. Ruthven's presentation showed the site plan of a five-story, mixed-use development
that would require a SUP (Specific Use Permit.) The development includes ten (10)
condominiums on the upper floors, with twenty-one (21) parking spaces on the lower
floor. The second floor (the ground floor) would be 10,000 square feet and zoned as a
mixed use as retail/office space. The condominiums would vary in size, with the average
size being 1,700 square feet.
Curt Dubose, PentaVia Custom Homes, addressed the Council for comments and
questions, reiterating that this would be a beautiful project. The building would actually
be four (4) stories in height, due to the approach of digging downward for the first story
that would contain the parking area. Councilmember Rennhack expressed support for this
approach, as it maintained desired elevations. Mr. Debose mentioned that there would be
private balconies at the top of the building. Mayor Wheat asked for clarification of the
square footages of the units. These were confirmed to be 1,200-2,400 square feet, with
an average of 1,700 square feet, at a starting price of approximately $500 per square
foot. It is estimated that this project would be completed in 14-16 months.
Mayor Wheat inquired as to whether the number of condominiums would apply toward
the 322 units that that have been approved for Entrada. Mr. Ruthven confirmed that it
would be applied against the 322 units, and the developer was aware of this.
Councilmember Langdon inquired as to whether the green space would be as depicted in
the drawings. It was confirmed that this would be an area with grass, possibly combined
with colorful pots with irrigation for additional plants.
Mayor Wheat opened the public hearing for items.
No one addressed the Council.
Mayor Wheat closed the public hearing.
MOTION: Council Member Goble made a motion to approve Ordinance 905.
Council Member Rennhack seconded the motion. The motion carried
by a vote of 4-0.
5. CONDUCT A PUBLIC HEARING AND CONSIDER ORDINANCE 906, APPROVING A
SPECIFIC USE PERMIT (SUP) TO ALLOW FOR A MAXIMUM OF 10 RESIDENTIAL
CONDOMINIUM UNITS TO BE LOCATED AN APPROXIMATELY 0.376-ACRE
PORTION OF BLOCK N, WESTLAKE ENTRADA, LOCATED AT THE SOUTHEAST
CORNER OF DAVIS BLVD. AND GIRONA DRIVE.
Planning & Development Director Ron Ruthven provided an overview of proposed
Ordinance 906 along with items 4 and 7 on the agenda.
Town Council Minutes
01/27/20
Page 5 of 9
Mayor Wheat opened the public hearing.
No one addressed the Council.
Mayor Wheat closed the public hearing.
MOTION: Council Member Langdon made a motion to approve Ordinance 906.
Council Member Belvedere seconded the motion. The motion carried
by a vote of 4-0.
6. CONDUCT A PUBLIC HEARING AND CONSIDER APPROVING RESOLUTION 20-03
FOR A FINAL PLAT FOR THE KNOLLS AT SOLANA.
Planning & Development Director Ron Ruthven provided an overview of proposed
Resolution 20-03. The preliminary site plan has been approved, and the final plat
contains some slight deviations from the preliminary site evaluation. The plat is in
compliance with zoning regulations for the development and matched the conservation
area conveyance approved by the Council last year.
Mayor Wheat opened the public hearing.
Neil McNabnay, 1815 Broken Bend Drive, addressed the Council. Mr. McNabney
expressed concern that the due to the amenity area being expanded, the pavilion could be
built on the south side instead of north side of the ridgeline and could possibly be larger
after the Homeowner's Association assumes control under a development agreement. Mr.
McNabnay requested that a restriction be enacted that would require all buildings to be
built north of the ridgeline, at a maximum height of fourteen (14) feet.
Mayor Wheat closed the public hearing.
MOTION: Council Member Rennhack made a motion to approve Resolution
20-03. Council Member Langdon seconded the motion. The motion
carried by a vote of 4-0.
7. CONSIDERATION OF RESOLUTION 20-04, APPROVING A SITE DEVELOPMENT
AGREEMENT BETWEEN BERNAL HOMES, INC. AND THE TOWN FOR LOT 1,
BLOCK N, WESTLAKE ENTRADA ADDITION.
Planning & Development Director Ron Ruthven provided an overview of proposed
Resolution 20-04 along with items 4 and 5 on the agenda.
Mayor Wheat opened the public hearing.
No one addressed the Council.
Town Council Minutes
01/27/20
Page 6of9
Mayor Wheat closed the public hearing.
MOTION: Council Member Langdon made a motion to approve Resolution 20-
04. Council Member Goble seconded the motion. The motion carried
by a vote of 4-0.
S. CONSIDERATION OF RESOLUTION 20-05, APPROVING STAFF TO ENTER INTO
NEGOTIATION WITH BENNETT, BENNER, PETTIT, INC. (BB&P) FOR
ARCHITECTURAL SERVICES OF FOR THE DESIGN OF SAM & MARGRET LEE ARTS
AND SCIENCE CENTER ADDITION.
Public Works and Facilities Director Troy Meyer and Westlake Academy Executive Director
Dr. Mechelle Bryson provided presentation overview of proposed Resolution 20-05. Mr.
Meyer stated that this project was for the design of a $6.5M expansion of the Arts &
Sciences building on the Westlake Academy campus. This 8,500 square-foot expansion
would meet the immediate need of three (3) additional science labs, one (1) additional art
room, offices, and a connecting hallway. The funding sources for the project included the
WA Capital Project Fund with $2.8M in cash, $280,000 from the Knolls development, and
$3.5M from future affiliate donations when combined with matching funds from a private
donor. Town Manager Amanda DeGan explained that BB&P has a history with the
Westlake campus, and has presented a variety of conceptual options to the existing
buildings for future discussions. Of the five (5) firms that received the Request For
Qualifications (RFQ), two (2) firms responded. Of the two (2) firms, BB&T is the
recommended firm to provide architectural services.
Mayor Wheat opened the public hearing.
No one addressed the Council.
Mayor Wheat closed the public hearing.
MOTION: Council Member Belvedere made a motion to approve Resolution
20-05. Council Member Langdon seconded the motion. The motion
carried by a vote of 4-0.
9. EXECUTIVE SESSION
Council convened into executive session at 7:50 p.m.
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations
(1) to discuss or deliberate regarding commercial or financial information that
the governmental body has received from a business prospect that the
Town Council Minutes
01/27/20
Page 7 of 9
governmental body seeks to have locate, stay, or expand in or near the territory
of the governmental body and with which the governmental body is conducting
economic development negotiations; or (2) to deliberate the offer of a financial
or other incentive to a business prospect described by Subdivision (1) for the
following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters — to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee:
- Town Manager evaluation
c. Section 551.071(2) Consultation with City Attorney — on a matter in which the
duty of the attorney to the governmental body under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development
Corporation Concerning the Design Engineering and Construction of the West
Side Pump Station and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney — to seek advice of counsel on
matters in which the duty of the Town Attorney under the Texas Disciplinary Rules
of Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551
of the Texas Government Code - FM 1938 access for proposed Southlake
development.
10. RECONVENE MEETING
Mayor Wheat reconvened the meeting at 9:55 p.m.
11. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS.
No action was taken.
12. FUTURE AGENDA ITEMS
No discussion ensued.
13. ADJOURNMENT
There being no further business before the Council, Mayor Wheat asked for a motion to
adjourn the meeting.
MOTION: Council Member Rennhack made a motion to adjourn the meeting.
Council Member Goble seconded the motion. The motion carried
by a vote of 4-0.
Town Council Minutes
01/27/20
Page 8of9
Mayor Wheat adjourned the meeting at 9:57 p.m.
APPROVED BY THE TOWN COUNCIL ON FEBRUARY 24, 2020.
ATTEST:
Laura Wheat, Mayor
Todd Wood, Town Secretary
Town Council Minutes
01/27/20
Page 9 of 9
Westlake Town Council
TYPE OF ACTION T x E T D W N O F
WESTLAKE
Regular Meeting - Consent DISTINCTIVE BY DESIGN
Westlake Town Council Meeting
Monday, February 24, 2020
Topic: Consideration of a Resolution authorizing the Town Manager to sign
agreements with FiberLight, LLC, a qualified Dedicated Internet Access
Vendor for the Dark Fiber Project,providing Dark Fiber at four(4)
designated Node locations utilizing the Town of Westlake duct bank.
STAFF CONTACT: Jason Power, Director of Information Technology
Strategic Alignment
Vision, in Perspective Strate2ic Theme & Results
ObLective
Mission:Westlake is a
unique community blending
preservation of our natural Exemplary Service&Governance
environment and -We set the standard by delivering Improve Technology,
viewscapes,while serving People,Facilities,& unparalleled municipal and Facilities&
our residents and businesess Technology
educational services at the lowest Equipment
with superior municipal and
academic services that are cost.
accessible,efficient,cost-
effective,&transparent.
Time Line-Start Date: February 25,2020 Completion Date: August 31,2020
Funding Amount: $300,000 Status - Funded Source-Capital Projects Fund
Contract: Yes Forms: Forms 1295 &2270
EXECUTIVE SUMMARY(INCLUDING APPLICABLE ORGANIZATIONAL HISTORY)
The Town currently utilizes a variety of methods to connect our buildings and offices. For
reasons of reliability and standardization, the Town wishes to create a redundant fiber network
between the buildings and offices utilizing the Town duct bank. A new Dark Fiber based
infrastructure will allow the Town to expand its Wide Area Network(WAN)with a common and
stable infrastructure. The specific Node locations are Westlake Academy, the Maintenance and
Storage Facility, Fire EMS Station No. 1, and Westlake Town Hall.
Page 1 of 2
The Town Council approved Capital Funds for this project FY 2018-2019 and work began in
May 2019. Staff worked with a consultant to determine possible options and create a Request
for Proposal for the project.
The RFP for the project was published in the September 7th and 8th, 2019, edition of the Star-
Telegram. Staff received two proposals on October Yd from the following companies:
1. FiberLight, LLC
2. Zayo Group, LLC
On October 29, 2019, Staff recommended pursuing contract negotiations with FiberLight, LLC.
for the installation and maintenance of the dark fiber. Attached are the contracts that resulted
from those negotiations. If approved by Council, a timeline for installation and completion of
the project will be established in approximately two (2) weeks, with installation beginning
shortly afterward.
RECOMMENDATION
Staff recommends approval of this item.
ATTACHMENTS
Fiber Purchase Agreement
Fiber Maintenance Agreement
Forms 1295 and 2270
Resolution 20-08
Page 2 of 2
FIBER PURCHASE AGREEMENT
BY AND BETWEEN
FIBERLIGHT, LLC
AND
TOWN OF WESTLAKE
DATED AS OF February , 2020
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 1 of 14
'\*-\\ FIBERLIGHT
FIBER PURCHASE AGREEMENT
This Fiber Purchase Agreement (the "Agreement's is made and entered into by and between FIBERLIGHT, LLC,
with its principal place of business located at 3000 Summit Place, Suite 200,Alpharetta, Georgia 30009 (hereafter "FiberLight")
and TOWN OF WESTLAKE, TEXAS with its principal place of business located at 1500 Solana Blvd.,Building 7, Suite 7200,
Westlake,Texas 76262(hereafter"Purchaser's (each of FiberLight and Purchaser,a"Party"and,collectively,the"Parties'D.
1. GENERAL
FiberLight owns the fiber optic cable described in the separate Statement of Work executed in accordance with this
Agreement, including all necessary appurtenances thereto, including but not limited to, manholes, conduits, and
handholes. Subject to the terms and conditions of this Agreement,FiberLight agrees to sell to Purchaser,and Purchaser
agrees to purchase from FiberLight (i) the fiber described in the applicable Statement of Work (the "Purchaser's Cable
System") and (ii) a pro-rata share of the conduit containing both the Purchaser's Cable System and the Shared Cable
System (as defined in Section 8.2).The route narratives and maps are set forth in Exhibit 1 to the applicable Statement
of Work,and further represent the Purchaser's Cable System.
2. DELIVERY
FiberLight will provide to Purchaser,in accordance with the terms of this Agreement,the goods, services and materials
necessary to assure the delivery of Purchaser's Cable System. FiberLight will use all commercially reasonable efforts to
deliver Purchaser's Cable System no later than the anticipated delivery date set forth in the applicable Statement of
Work. Within four (4) months of the Acceptance Date (defined in Section 3.5 below), FiberLight shall deliver to
Purchaser maps of the route in MapInfo format along with PDF drawings showing the route, segments, access points,
and splice points ("Purchaser Fiber Facility Drawings").
3. ACCEPTANCE
3.1 Prior to delivery of Purchaser's Cable System,FiberLight will implement the Acceptance Test Plan(the"ATP") set forth
in Attachment A to demonstrate Purchaser's Cable System is ready for use. FiberLight shall notify Purchaser of the date
and time of the commencement of the ATP. Purchaser will have the right,but not the obligation,to observe the tests,
provided that, at least twenty-four (24) hours prior to the commencement of the tests,Purchaser notifies FiberLight of
the identities of Purchaser's observers and the nature of the observers'relationship with Purchaser,and further provides
that such observers shall not disclose any information identified as confidential which is disclosed or observed in
connection with the testing.
3.2 When the measured test results indicate that Purchaser's Cable System passes the ATP, FiberLight shall provide
Purchaser written notice of the certified results ("Results") of all tests performed. The date upon which FiberLight
delivers to Purchaser the Results will be the"Delivery Date."
3.3 Purchaser shall, within ten (10) days from the Delivery Date, either (i) accept Purchaser's Cable System by providing
FiberLight with an executed"System Acceptance Notice"substantially in the form shown in Exhibit 3 to Attachment A,
or(h) notify FiberLight that it shall conduct its own verification tests. If Purchaser fails to respond within ten (10) days,
such inaction shall constitute acceptance. If Purchaser elects to conduct its own verification tests and properly notifies
FiberLight within ten (10) days, Purchaser shall conduct such tests (as set forth herein) within five (5) days from and
after the date of its notice and shall use its own testing equipment. Verification tests shall be performed by Purchaser at
Purchaser's sole cost and with access to Purchaser's Cable System provided by FiberLight.
3.3.1 If Purchaser's tests verify the Purchaser's Cable System passes the ATP, Purchaser shall accept Purchaser's
Cable System by immediately executing and delivering a System Acceptance Notice to FiberLight.
3.3.2 If Purchaser's tests indicate the Purchaser's Cable System does not pass the ATP, Purchaser shall promptly
notify FiberLight and FiberLight shall take such commercially reasonable corrective action as soon as
practicable and in any event within thirty (30) days as may be necessary to ensure Purchaser's Cable System
passes the ATP. Purchaser's right to conduct verification tests shall continue until such tests confirm
Purchaser's Name v05.14.08
Contract Number:FPA-1000-00-08 Page 2 of 14
Purchaser's Cable System passes the ATP,however, after two (2) failed Purchaser verification tests,the Parties
shall conduct a joint ATP and cooperate to determine the reason for the discrepancies between FiberLight's
test results and Purchaser's verification test results.
3.4 Notwithstanding anything to the contrary, the following events constitute acceptance of Purchaser's Cable System
without the formality of Purchaser executing a System Acceptance Notice. The Acceptance Date for acceptance under
this section 3.4 shall be the Delivery Date:
3.4.1 Purchaser's use of Purchaser's Cable System for any reason except for performing the verification tests as
permitted in this Section 3.3. For purposes of this subsection, `use'shall mean the lighting of the fiber for any
period of time or the transmission of any form of communications or data over it;or
3.4.2 Purchaser's failure to notify FiberLight within ten(10) days of the Delivery Date that Purchaser did not accept
certification of the ATP or that Purchaser plans to conduct its own verification of compliance with the ATP.
3.5 The date on which Purchaser delivers to FiberLight an executed System Acceptance Notice or is deemed to have
accepted the Purchaser's Cable System under Section 3.4 shall be the"Acceptance Date."
3.6 Notwithstanding anything to the contrary, in no event shall the unavailability, incompatibility, delay in installation, or
other impairment of any of Purchaser's (including Purchaser's suppliers) interconnection facilities be used as a basis for
delay of Purchaser's verification tests or the Acceptance Date.
4. FEES AND TERMS OF PAYMENT
4.1 Purchaser agrees to pay FiberLight the fees for Purchaser's Cable System as set forth in the applicable Statement of
Work.
4.2 Notwithstanding anything to the contrary, no payment due hereunder is subject to reduction, set-off or adjustment of
any nature by Purchaser.
4.3 Upon receipt of the final payment of Purchaser's Cable System Fees,FiberLight shall deliver a Bill of Sale to Purchaser
for the Purchaser Cable System conveying to Purchaser all ownership,transferable rights,title and interest in and to the
Purchaser Cable System.
4.4 The sums required to be paid by Purchaser under this Agreement are exclusive of sales,use,excise,transfer,ad valorem,
franchise or other similar taxes that may be imposed with respect to this Agreement or any of the services provided or
used hereunder and Purchaser shall promptly pay or reimburse FiberLight for any such taxes. Purchaser shall have no
responsibility for income or other similar taxes due from FiberLight which result from this transaction or which are
assessed on revenues received by FiberLight. With respect to property taxes,the party that owns the property,which is
subject to such a tax at the time the tax,accrues shall pay such property taxes.
4.5 FiberLight may charge Purchaser a one and one half percent(1.5%)monthly finance charge or the maximum allowed by
law,whichever is greater,for all outstanding amounts not paid within thirty(30) days of those amounts becoming due.
4.6 FiberLight will send Purchaser all invoices related to this Agreement to the address indicated below. Purchaser may
change its billing address upon providing written notice to FiberLight of the new address.
Federal TIN#: 1-75-2449357-8
Billing Contact: Debbie Piper,Finance Director
1500 Solana Blvd.,
Address: Building 7,Suite 7200
Westlake,Texas 76262
Phone: 817-430-0941
Email: dpiper@wesdake-tx.org
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 3 of 14
5. REPRESENTATIONS AND WARRANTIES
5.1 Each parry represents and warrants it has the full right and authority to enter into, execute, deliver, and perform its
obligations under this Agreement, and has taken all requisite corporate action to approve the execution, delivery, and
performance of this Agreement.
5.2 FiberLight represents it has obtained or can and will obtain all rights,licenses, franchises, authorizations,rights of way
and other agreements necessary for the installation of Purchaser's Cable System and the transactions contemplated by
this Agreement (all of which are hereinafter referred to as "Required Rights"). FiberLight shall provide notice to
Purchaser of any lawsuit or administrative filing challenging FiberLight's Required Rights.
5.3 Purchaser represents it has obtained or will obtain prior to the Acceptance Date,the Required Rights necessary for its,as
opposed to FiberLight's, use of Purchaser's Cable System (all of which are hereinafter referred to as "Purchaser
Required Rights").
6. CABLE SYSTEM WARRANTY
6.1 FiberLight warrants that Purchaser's Cable System will comply with all applicable codes,laws and regulations, and will
be free from material defects in construction,workmanship,and design for a period of one (1)year commencing on the
Acceptance Date.
6.2 FiberLight provides materials and non-FiberLight products on an "AS IS" basis. However, non-FiberLight
manufacturers or suppliers may provide their own warranties to Purchaser and FiberLight shall cooperate fully with
Purchaser to effect such warranty assignment and/or cooperate with Purchaser in filing warranty claims with such
manufacturers. In no event shall FiberLight be deemed to have guaranteed any such warranties provided by
manufacturers or suppliers.
6.3 EXCEPT AS EXPRESSLY SET FORTH ABOVE, FIBERLIGHT MAKES NO WARRANTIES AND
SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY
WARRANTY OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE,AND WITH RESPECT
TO PURCHASER'S CABLE SYSTEM.
7. PURCHASER LOCATIONS,ACCESS,AND LIABILITY
Purchaser hereby provides and grants,at no cost to FiberLight,all necessary and reasonable easements,licenses,permits
or other authorizations for, and use of, all building entrance facilities and all electricity, sanitary facilities and other
utilities at its (or its"affiliates and its agents")locations through which Purchaser's Cable System may pass,as FiberLight
may reasonably require to provide safe and convenient working conditions for its personnel for the installation of
Purchaser's Cable System. FiberLight shall have no responsibility for any damage or loss to Purchaser's Cable System or
any portion or component thereof,which is on or in a Purchaser location after installation.
8. USE OF EQUIPMENT
8.1 Purchaser's use of Purchaser's Cable System shall comply with this Agreement and all applicable and lawful government
ordinances,laws,rules,regulations or restrictions.
8.2 Use of the facilities adjacent to Purchaser's Cable System and contained with the conduit creating an undivided interest
between the Purchaser and FiberLight(the"Shared Cable System"),as applicable,by FiberLight and Purchaser shall not:
(i) interfere with the use of or impair service over the Shared Cable System;
(ii)impair the privacy of any communications over the Shared Cable System;or
(iii) cause damage to property or create hazards to the employees of any user of the Shared Cable System or to
the public.
In no event shall Purchaser disturb or remove any conduit or innerduct comprising the Shared Cable System.
8.3 Purchaser shall keep the Shared Cable System free from any liens, rights, or claims of any third party attributable to
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 4 of 14
Purchaser and shall not damage or interfere with the Shared Cable System.
9. INDEMNIFICATION
9.1 To the extent allowed by law, each Party (the "Indemnifying Party') hereby releases and agrees to indemnify, defend,
protect and hold harmless the other party, its employees, officers, directors, agents, shareholders and affiliates (the
"Indemnified Party"), from and against any third party claims, actions, damages, liabilities, costs, judgments, expenses,
costs of litigation,investigation or proceeding(including reasonable attorney fees),arising out of or in connection with:
9.1.1 Any injury, death or damage to any person, tangible property or facilities of any third person or entity arising
out of or resulting from the negligence or willful misconduct by the Indemnifying Party;and
9.1.2 Any violation by the Indemnifying Party of any material applicable,law,regulation,rule, statute,or court order
of any domestic or foreign local,state,federal or other duly authorized governmental agency, court,or body in
connection with its obligations under this Agreement.
9.2 To the extent allowed by law,the Indemnifying Party hereby releases and agrees to indemnify,defend,protect and hold
harmless the Indemnified Party, its employees, officers, directors, shareholders, servants, affiliates, agents, contractors,
licensees, invitees, vendors and customers, from and against any third party claims, actions, damages, liabilities, costs,
judgments,expenses,costs of litigation,investigation or proceeding(including reasonable attorney fees) arising out of or
in connection with the Indemnifying Party's (and its officers', directors', shareholders', employees', servants', affiliates',
agents', contractors', licensees', invitees', vendors' and customers') use, misuse, resale or other transfer or conveyance,
sharing or modification of the Shared Cable System or prevention or hindrance of the Indemnified Party's access
thereto.
9.3 In all instances in which the Indemnifying Party is obligated to indemnify the Indemnified Party as provided for in this
Agreement, (i) the Indemnified Party shall give the Indemnifying Party written notice of all claims,damage,losses, suits
and any other event which is in any way related to or asserted by Purchaser as a basis for such obligation,which notice
shall be given immediately after the Indemnified Party chaser becomes aware thereof, (ii) the Indemnified Party shall
have the sole right to control the defense of such matter and the sole right to determine the disposition of each matter,
(iii) the Indemnified Party shall furnish such available information and assistance as may be required by the Indemnified
Party to assist in the disposition of such matter and no disposition or settlement shall be made by the Indemnified Party
of any matter for which a claim of indemnification or to be held harmless will be made, without the prior written
consent of the Indemnified Party.
10. LIMITATION OF LIABILITY
NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY,NEITHER PARTY
SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR
CONSEQUENTIAL DAMAGES, WHETHER FORESEEABLE OR NOT, ARISING OUT OF, OR IN
CONNECTION WITH SUCH PARTY'S FAILURE TO PERFORM ITS RESPECTIVE OBLIGATIONS OR
BREACH OF ITS RESPECTIVE REPRESENTATIONS HEREUNDER,INCLUDING,BUT NOT LIMITED TO,
DAMAGE OR LOSS OF PROPERTY, RECORDS, DATA OR EQUIPMENT, LOSS OF USE OR LOST
BUSINESS,REVENUE,PROFITS,OR GOODWILL,ARISING IN CONNECTION WITH THIS AGREEMENT
(FOR THE PURPOSE OF THIS SECTION,NOTWITHSTANDING ANYTHING TO THE CONTRARY,LOST
PROFITS, REVENUE OR OTHERWISE, SHALL NOT INCLUDE DIRECT DAMAGES WITH RESPECT TO
ANY AMOUNTS DUE AND OWING FIBERLIGHT UNDER THIS AGREEMENT), COST OF CAPITAL,
COST OF REPLACEMENT SERVICES (WHETHER ARISING OUT OF TRANSMISSION INTERRUPTIONS
OR PROBLEMS,ANY INTERRUPTION OR DEGRADATION OF SERVICE OR OTHERWISE), OR CLAIMS
OF PURCHASERS OR THIRD PARTIES IN CONNECTION WITH THEIR USE OF THE SHARED CABLE
SYSTEM, EXCEPT IN THE EVENT EITHER PARTY IS FOUND LIABLE ON THE BASIS OF GROSS
NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT. NOTHING HEREIN SHALL PREVENT EITHER
PARTY FROM PURSUING THIRD PARTY CLAIMS WHICH ACT TO INTERFERE WITH THE INTEGRITY
OF THE AFFECTED PARTY'S NETWORK, AND THE PARTIES AGREE TO ASSIGN ANY RIGHTS OR
CLAIMS, EXECUTE ANY REASONABLY APPROPRIATE DOCUMENTS AND TAKE ANY OTHER STEPS
THAT MAY BE REASONABLY NECESSARY TO ENABLE THE AFFECTED PARTY TO PURSUE ANY
SUCH ACTION AGAINST SUCH THIRD PARTY.
11. FORCE MAJEURE
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 5 of 14
Neither Party will be in default under this Agreement to the extent it is delayed or prevented from performing its
obligations hereunder because of any acts of God; fire; flood; natural disaster; adverse weather conditions; change in
governmental codes, ordinances, laws, rules, restrictions or regulations; condemnation or exercise of rights of eminent
domain;war or civil disorder; failure of a third party to grant or recognize any Required Right; permitting delays; strike
or other labor problems; accidents; fiber cuts; material or facility shortages or unavailability or other delay in delivery;
lack of or delay in transportation;or any other cause beyond the reasonable and foreseeable control of the Party(each a
"Force Majeure"). In the event of a Force Majeure, the Party whose performance is delayed shall use commercially
reasonable efforts to mitigate and avoid continuation of Force Majeure so as to recommence timely performance as
soon as practicable. If an event of Force Majeure occurs, the time for performance or delay will be extended for the
duration of the condition. Notwithstanding the foregoing,if an event of Force Majeure occurs and persists for sixty(60)
days or more and a Party delays performance as a result, the non-delaying Party may terminate this Agreement without
liability and receive a refund of any pre-paid amounts paid hereunder(if any).
12. CONFIDENTIALITY
Each Parry to this Agreement,its affiliates,agents,contractors and subsidiaries and its and their officers,directors,employees
and agents receiving information from the other Party clearly indicated to be proprietary and confidential by a label,legend or
other notice or is otherwise reasonably identifiable as confidential or proprietary information (including without limitation,
blueprints, as-built drawings, business plans, customer data, network information or pricing) ("Confidential Information'
will keep such Confidential Information in confidence and will not copy or disclose or permit others to copy or disclose such
Confidential Information to any individual other than the directors,officers and employees of such Party or agents of such
Party who need to know and who have agreed in writing to the confidentiality provisions of this Agreement which shall
survive for a period of three(3)years from the Acceptance Date or the date the Confidential Information is provided to the
receiving Parry, whichever is greater, unless the Confidential Information constitutes a "trade secret" in which case the
receiving Party must comply with the foregoing restrictions for as long as applicable law allows. All such Confidential
Information,unless otherwise specified in writing,shall remain the property of the Disclosing Party,and shall be returned to
the Disclosing Parry or destroyed after the Receiving Parry's need for it has expired or upon the request of the Disclosing
Party. Notwithstanding the foregoing,neither Party will be required to keep confidential any information that(1) becomes
publicly available other than through the receiving Party;(2)is required to be disclosed pursuant to a governmental or judicial
rule,order,or regulation,provided that the receiving Parry notifies the disclosing Party in advance of the pending disclosure
so as to enable the disclosing Party to seek appropriate protective relief; (3) the receiving Parry independently develops; (4)
becomes available to the receiving Parry without restriction from a third Party that has the legal right to disclose such
information; or (5) is required by the receiving Parry's lender and given to such lender on a confidential basis with the
delivering Parry's consent.
13. TERMINATION AND DEFAULT
13.1 The occurrence of any of the following will constitute a default under this Agreement by the relevant Party:
13.1.1 A Party fails to pay any undisputed amount due under this Agreement and fails to pay such amount within ten
(10) days after such Party receives written notice of such failure to pay;or
13.1.2 A Party breaches a material provision of this Agreement, other than the payment of money, and fails to cure
such breach within thirty (30) days after such Party receives written notice of such breach,or if such breach is
not capable of cure within such thirty(30) day period,and the breaching Party fails to commence to cure such
default or diligently pursue completion of such cure during and after such thirty(30)day period.
13.2 Upon a default by the other Party, the non-defaulting Party may terminate this Agreement by providing the defaulting
Party ten (10) days prior written notice of its intent to terminate and may pursue any and all legal remedies it may have
under applicable law, or principles of equity relating to such breach. Since a breach of a material obligation may cause
irreparable harm for which monetary damages may be inadequate, in addition to other available remedies, the non-
breaching Party may seek injunctive relief for any breach or default hereof.
13.3 The rights and remedies of the Parties provided in this section shall not be exclusive and are in addition to any other
rights and remedies provided by law or elsewhere in this Agreement.
14. INSURANCE
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 6 of 14
14.1 Fiberlight shall obtain and maintain at their sole cost,not less than the following insurance:
14.1.1 Commercial General Liability Insurance with a combined single limit of not less than $5,000,000 for bodily
injury and property damage;
14.1.2 Worker's Compensation Insurance in amounts required by applicable law and Employers Liability Insurance
with limits not less than$1,000,000 each accident;and
14.1.3 Automobile Liability Insurance with a combined single limit of $2,000,000 for bodily injury and property
damage,to include coverage for all owned,non-owned,and hired vehicles.
14.1.4 The limits set forth above may be met through a combination of primary and excess liability coverage and such
limits are minimum limits and shall not be construed to limit the liability of the Parties.
14.2 Intentionally omitted.
15. MISCELLANEOUS
15.1 Notices. Except as otherwise provided herein, any notice required pursuant to this Agreement shall be in writing,
transmitted to the Parties'addresses specified below or such other addresses as may be specified by written notice,and
will be considered given either when deposited in either registered or certified U.S. Mail, return receipt requested,
postage prepaid;or delivered to a nationally recognized overnight courier service::
If to FiberLight: F+'IBERLIGHT,LLC
11700 Great Oaks Way,Suite 100
Alpharetta,Georgia 30022
Attention:Legal
If to Purchaser: TOWN OF WESTLAKE
1500 Solana Blvd.
Building 7,Suite 7200
Westlake,Texas 76262
15.2 Assignment. This Agreement shall be binding on Purchaser and its respective Affiliates, successors, and assigns This
Agreement shall not be assignable without the express written consent of the other Party, which shall not be
unreasonably withheld,conditioned,or delayed. In the event a Party assigns this Agreement to a legal successor,it shall
so notify the other Party within ten(10) days of the assignment.
15.3 Waiver. The terms, covenants, representations and warranties of this Agreement may be waived only by a written
instrument executed by the Party expressly waiving compliance hereunder. Except as otherwise provided for herein,
neither Party's failure,at any time,to enforce any right or remedy available to it under this Agreement shall be construed
as a continuing waiver of such right or a waiver of any other provision hereunder.
15.4 Judicial Interpretation. If this Agreement requires judicial interpretation, then Purchaser and FiberLight stipulate that
the court should not construe the terms of this Agreement more strictly against the party preparing this Agreement,
because both Purchaser and FiberLight have sought and received advice of counsel to the extent that each deems
necessary for full understanding of all the consequences of these terms and conditions.
15.5 Severability. If any provision of this Agreement is found to be illegal or otherwise invalid, then the validity of the
remaining provisions will not be impaired. Purchaser and FiberLight will attempt to replace any invalid provision with a
valid provision having substantially the same commercial effect as the invalid provision,and such valid provision will be
deemed effective retroactively to the date hereof.
15.6 Jurisdiction and Governing Law. This Agreement shall be interpreted, construed and governed in accordance with the
laws of the State of Texas,without regard to principles of conflicts-of-law or choice of law principles.
15.7 Publici . No publicity(e.g.,press releases or other public disclosures)regarding the existence of this Agreement shall be
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 7 of 14
permitted without each Party's prior express written consent except to the extent required by law, and in such case,in
compliance with all applicable provisions hereof(e.g.,subject to prior notice and cooperation on confidential treatment).
The content and timing of any press releases and all other publicity regarding the subject matter of this Agreement or
Purchaser's relationship with FiberLight,if authorized,shall be mutually agreed upon by the Parties.
15.8 Headings and Construction. The headings of the Sections in this Agreement are strictly for convenience and shall not in
any way be construed as amplifying or limiting any of the content of this Agreement as set forth in the body of this
Agreement. The singular herein shall include the plural, and the plural herein shall include the singular, where
appropriate.
15.9 Counterparts and Amendments. This Agreement may be executed in any number of counterparts,each of which will be
deemed an original,but all of which together will constitute the one and the same agreement. This Agreement may not
be amended or otherwise altered except by written agreement between the Parties hereto.
15.10 Relationship of the Parties/Non-Exclusivity. The relationship between Purchaser and FiberLight shall not be that of
partners, agents, joint venturers, employee relationship, or franchise for one another, and nothing contained in this
Agreement shall be deemed to constitute a partnership or agency or such other agreement between them for any
purpose,including but not limited to federal income tax purposes. Purchaser and FiberLight,in performing any of their
obligations hereunder, acknowledge and agree that the relationship arising from this Agreement is one of independent
contractors or independent parties and shall discharge their contractual obligations at their own risk. Nothing in this
Agreement shall prevent either Party from entering into similar arrangements with, or otherwise providing services to,
any other person or entity. Without limiting the generality of the foregoing, Purchaser expressly acknowledges that
FiberLight may sell, convey transfer, maintain, and operate the Shared Cable System in its sole discretion, including
transfers of shares within the same-shared conduit lines.
15.11 Entire Agreement. All Exhibits and attachments to this Agreement are hereby incorporated herein and therein as an
integral part of this Agreement and supersedes all agreements previous to this Agreement with regard hereto between
FiberLight and Purchaser. In the event of an express conflict between the provisions of this Agreement and those of
any Statement of Work,the provisions of the Statement of Work shall prevail.
[signatures appear on the following page/
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 8 of 14
IN WITNESS WHEREOF,FiberLight, and Purchaser, confirming their consent to the terms and conditions contained in this
Agreement and intending to be legally bound hereby,have executed this Agreement as of the dates set forth below.
FIBERLIGHT, LLC INSERT PURCHASER'S NAME]
By: By:
Name: Name:
Title: Title:
Date: Date:
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 9 of 14
ATTACHMENT A—ACCEPTANCE TEST PLAN
1. INTRODUCTION
1.1 This Acceptance Test Plan is the criteria by which FiberLight demonstrates that the Purchaser's Cable System
is ready for use. Upon successful completion of this Acceptance Test Plan, and in accordance with the
provisions set forth in the Agreement,Purchaser shall accept the Purchaser's Cable System.
1.2 Unless specifically noted otherwise,the capitalized terms in this document have the same meaning as those set
forth in the Agreement to which this document is an attachment.
2. PERFORMANCE TESTING
The following performance tests are conducted upon completion of installation and splicing of fiber optic cables to
ensure signal quality.
2.1 SPLICE TESTING
FiberLight requires bi-directional OTDR (Optical Time Domain Reflectometer) testing of individual splices.
To ensure acceptable splices prior to closing and sealing the splice case,FiberLight uses the OTDR to monitor
all splicing activity as it is performed. Splice cases are sealed immediately after testing. This test is:
2.1.1 Mass Fusion OTDR Splice Test
Every fiber at each mass fusion splice point will be tested bi-directionally at 1550nm with an OTDR
capable of long range and high resolution testing. The maximum allowable individual splice loss is.35
dB bi-directionally averaged,and the fiber will be re-spliced up to 2 times,if the splice still exceeds.35
dB. However,if the average bi-directional splice loss of all splices across the entire tested span is .2
dB or less,then the individual splice loss of.35 dB or greater will be acceptable.
2.1.2 Single Fusion OTDR Splice Test
Every fiber at each single fusion splice point will be tested bi-directionally at 1550nm with an OTDR
capable of long range and high resolution testing. The average splice loss of all individual splices,
where a mass fusion splice machine is not used, in a span cannot exceed the FiberLight NT loss
standards of 0.15 dB bi-directionally averaged. Individual splice losses are the average of the OTDR
splice loss measurements made in both directions.
2.2 FIBER OPTIC CABLE TESTING
2.2.1 FiberLight performs various tests on spliced and terminated fiber optic cable spans to ensure fiber
optic cables are working according to cable manufacturers specifications, including-one end-to-end
power test in both directions at the 1550nm wavelength on terminated fiber and one end-to-end
OTDR test for each fiber in both directions at the 1550nm wavelength on all fiber ends.
2.2.2 Mass Fusion OTDR Splice Test
Every fiber in a segment span will be tested bi-directionally at 1550nm with an OTDR capable of long
range and high resolution testing. The maximum allowable individual splice loss is .35 dB bi-
directionally averaged,and the fiber will be re-spliced up to 2 times,if the splice still exceeds .35 dB.
However,if the average bi-directional splice loss of all splices across the entire tested span is .2 dB or
less,then the individual splice loss of.35 dB or greater will be acceptable.
2.2.3 Single Fusion OTDR Splice Test
Every fiber in a segment span will be tested bi-directionally at 1550nm with an OTDR capable of long
range and high resolution testing. The average splice loss of all individual splices,where a mass fusion
splice machine is not used, in a span cannot exceed the loss standards of 0.15 dB bi-directionally
averaged. Individual splice losses are the average of the OTDR splice loss measurements made in
both directions.
2.2.4 End-to-End Test
Every fiber of each terminated span is tested in both directions from end-to-end using a 1550nm
stabilized light source and power meter. The total loss of any span shall not exceed the maximum loss
per span as calculated below.
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 10 of 14
[Two (2)connector x.60] + [(#) of splices x.2 db] + [specified cable loss per km x length of cable in
km] =maximum acceptable loss
2.2.5 Bi-directional OTDR Span Test
A signature trace of each fiber will be taken in each direction at 1550nm with an OTDR capable of
long range and high resolution testing.
3. EXHIBITS TO THE ATP INCLUDE FORMS FOR:
• 3.1 Bi-Directional Report,Exhibit 1.
• 3.2 Power Meter Testing Results,Exhibit 2.
• 3.3 System Acceptance Notice,Exhibit 3.
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 11 of 14
Exhibit 1 to ATP
Fiberl-ight Example- Bi-Dir Splice Loss Summary Report Cable
Customer Name Trace List: FEP7655D401.TRL
Project Name Correlation%:5.00 011151D7
Reference : FEFED37.TRC Length:69374 ft Wavelength(nm): 15513
Cable:
Splice Number l-->Loc(kft)1-->Loc(kft)
001 002 003 004 005 006 007 008 009 010
Fiber 7.39 20.36 22.91 31.19 45.64 46.94 57.75 66.61 67.75 68.54 End-
Number 61.98 49.01 46.47 38.18 23.74 22.44 11.62 3.77 1-62 0.83 Avg Min Max End(dB)
037 -0.02 -0.01 0.03 0.01 0.02 0.00 -0.01 0.01 0-02 0.00 0.00 -0.02 0.03 4-11
038 0.01 0.01 0.01 0.03 0.01 0.01 0.01 0.00 0.10 0.03 0.02 0.00 0.10 4.38
039 -0.01 0.01 0.04 0.06 0.10 0.06 -0.01 0.02 0.01 0.20 0.05 -0.01 0.20 4.45
040 0.01 0.03 0.11 0.03 0.04 0.01 0.01 -0.00 0.02 0.01 0.03 -0.00 0.11 4.45
Average -0.00 0.01 0.05 0.03 0.04 0.02 -0.00 0.01 0.04 0.06 0.03 4.35
Min -0.02 -0.01 0.01 0.01 0.01 0.00 -0.01 -0.00 0.01 0.00 -0.02 4.11
Max 0.01 0.03 0.11 0.06 0.10 0.06 0.01 0.02 0-10 0.20 0.20 4.46
Purchaser's Name v05.14.08
Contract Number:FPA-1000-00-08 Page 12 of 14
Exhibit 2 to ATP
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TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 13 of 14
Exhibit 3 to ATP
System Acceptance Notice
By signature affixed below FIBERLIGHT, LLC ("FiberLight") hereby officially notifies [INSERT PURCHASER'S NAME]
(Purchaser) that the Purchaser's Cable System Services purchased by Purchaser, pursuant to the Fiber Purchase Agreement
between Purchaser and FiberUght dated ,201X("Agreement"),and described as follows:
The Purchaser's Cable System was successfully completed by FiberLight on ,201X;and on that date,the
measured test results met the parameters of the Specifications for the Purchaser's Cable System as set forth in said Agreement.
Accordingly,for purposes of the Agreement,the Acceptance Date shall be the above stated ATP completion date.
Signed and Acknowledged without exception:
FIBERLIGHT,LLC [INSERT PURCHASER'S NAME]
By: By:
Name: Name:
Title: Title:
Date: Date:
Please execute and return one original to Attention:Legal Department
FIBERLIGHT,LLC
11700 Great Oaks Way,Suite 100
Alpharetta,GA 30022
TOWN OF WESTLAKE,TEXAS
Contract Number:FPA-00013430 Page 14 of 14
OUTSIDE PLANT SERVICES
FIBER MAINTENANCE AGREEMENT
BY AND BETWEEN
FIBERLIGHT, LLC
AND
TOWN OF WESTLAKE
DATED AS OF FEBRUARY , 2020
Town of Westlake,Texas v. 10.2018
Contract Number: OSP-00013435 Page 1 of 13
FIBERLIGHT
OUTSIDE PLANT SERVCES FIBER MAINTENANCE AGREEMENT
This Outside Plant Services Fiber Maintenance Agreement (the "Agreement") is made and entered by and between
FiberLight, LLC, with offices located at 11700 Great Oaks Way, Suite 100, Alpharetta, Georgia 30022 (hereafter
"FiberLight") and City of Westlake, Texas with offices located at 1500 Solana Blvd., Building 7, Suite 7200, Westlake,
Texas 76262(hereafter"Purchaser") (each of FiberLight and Purchaser,a"Party"and,collectively,the"Parties").
1. GENERAL
1.1 FiberLight and Purchaser has purchased certain fiber optic cable as described in the applicable Statement of
Work("Cable System"). In accordance with the purchase of the Purchaser's Cable System,FiberLight agree to
provision services consisting of routine maintenance,emergency restoration,locate services,tie-in services,and
access rights to the Purchaser and Purchaser agrees to the relocation, condemnation, and access policies
applicable to Purchaser's Cable System.
1.2 FiberLight shall notify Purchaser in advance of planned or intrusive activities on Purchaser's Cable System that
may impair or eliminate signal continuity. Intrusive cable activities are those which will require FiberLight to
directly handle Purchaser's fiber,ribbon or buffer tube and are typically scheduled during the"off-peak"hours
(typically 6 PM to 6 AM local time). FiberLight will use commercially reasonable efforts to perform intrusive
activities outside of off-peak hours, but reserves the right to perform intrusive activities at any time with
seventy-two (72) hours prior notice. Emergency repairs are not subject to the seventy-two (72) hour
notification requirement. Non-intrusive cable activities and all other maintenance measures which do not
physically expose Purchaser's buffer tube,ribbon or fiber may be performed during regular business hours.
1.3 FiberLight maintains a twenty-four (24) hour help desk ("Customer Care Center" or "NOC") to service
requests made under this Agreement. When Purchaser has a service request that falls under the scope of this
Agreement, it will call the Customer Care Center via a toll-free number to be provided to Purchaser. The
Customer Care Center will open a service ticket for the work to be performed. The Customer Care Center
will track the service ticket until the service request has been satisfactorily completed. The number is 1-800-
672-0181.
1.4 FiberLight uses advanced fiber testing systems which continuously monitor and analyze the performance of the
Cable System in an itemized, point by point, process and performs Optical Time Domain Reflectometer
(OTDR) on inactive FiberLight maintenance fibers to ensure that microbends are not being introduced into
the Cable System. OTDR readings are used to find potential problems, such as pinched or twisted fiber,tight
coils, tight overlash, or rubbing cable. FiberLight uses an OTDR capable of reading a .05dB loss level and
documents all test results. This reading is dependent upon the OTDR average time, pulse width and span
strength.
2. Cable System Maintenance
2.1 Routine Maintenance. FiberLight will perform routine maintenance (i.e. maintenance not made necessary by
natural disasters, impairment of the Cable System or other emergency situations) on the Cable System.
Elements of routine maintenance include inspections of the Cable System, maintenance on the general
construction of the Cable System,changes to the manholes or handholes appurtenant to the Cable System and
general upkeep of the Cable System. Inspections of the Cable System include:
2.1.1 Annual Inspection. FiberLight conducts an annual inspection of the Use of the facilities adjacent to
Cable System and contained with the conduit adjacent to the Cable System which FiberLight and
Purchaser hold an undivided interest in(the"Shared Cable System"),which includes inspection of the
manholes/handholes,pole footings,loose or damaged hardware,and checking for code violations and
change-outs. In addition, FiberLight inspects the Shared Cable System path at least quarterly by
walking or driving the route to ensure that potentially harmful activities do not cross or parallel the
Shared Cable System.
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 2 of 13
N\\\/\ FIBERLIGHT
r
2.1.2 Signs. FiberLight maintains sign posts along the Shared Cable System path with its "800" phone
number.These markers clearly identify the route and are typically placed near splice locations,points
where the route changes direction, and typically within 1,000 feet of the previous marker or where
applicable. FiberLight is also limited in the types of signage that the governing jurisdiction permits or
requires.
2.1.3 Locate Services. FiberLight subscribes to local utility locate services for the Cable System.
FiberLight maintains contact with local utility companies and economic development planners to
obtain accurate, current information about street widening and pole change-out projects. FiberLight
responds to local, state, or federal authorities for compliance or cooperation with utility locate
services. Upon notification, FiberLight will mark the Cable System for utility development, general
construction, and landscaping in the area and will coordinate, and execute routine and emergency
locates (regardless of how they are received—by telephone,computer,actual observation,etc.).
2.2 Emergency Restoration and/or Repair
2.2.1 Upon notification by Purchaser, detection by FiberLight, or a local emergency authority that
Purchaser's Cable System is damaged,impaired or not functioning,FiberLight will make commercially
reasonable efforts to respond to requests for emergency restoration within two (2) hours. However,
response times may be adversely affected by conditions outside of the control of FiberLight,
including, but not limited to Force Majeure events as described in Section 8 hereto. FiberLight will
ensure that specific preparations are made to maintain the readiness and accessibility of the personnel,
materials and equipment required for response to emergency restoration conditions.
2.2.2 FiberLight will be responsible for all temporary and permanent repairs to Purchaser's Cable System
and appurtenances thereto and will coordinate all aspects of both temporary and permanent
restoration activities.FiberLight will provide emergency escalation lists upon request.
2.2.3 FiberLight personnel will take the lead in coordinating all aspects of both temporary and permanent
restoration activities and FiberLight will maintain contracts to have the appropriate personnel,
material and equipment on call all the time. Mobilization and response time goals are less than two
(2)hours.
2.2.4 When a temporary cable is used for repair, FiberLight will make commercially reasonable effort to
restore all"assigned"fibers as a priority. All activities will be coordinated by FiberLight to ensure that
all parties have the safest and most efficient repair.
3. ADDITIONAL SERVICES AND OPERATIONS
The following are services FiberLight may perform,but which are not covered by the Maintenance Fee:
3.1 Tie-In Services. FiberLight's tie-in services include planning, support and project management and cable
splicing services. Tie-in services are required for all customers that want to connect fiber cables from laterals
into the FiberLight backbone. Tie In Services will not be performed until FiberLight receives the executed
System Acceptance Notice. If Purchaser utilizes the network for other then testing purposes this usage will
deem acceptance.FiberLight will provide basic planning support for lateral connection operations.The routine
tie-in service does not cover conditions relating to emergency outages of service or routine locate and
maintenance,unless FiberLight owns the lateral connection.Unless the Purchaser designates a specific location
for demarcation between the Purchaser's Cable System and Purchaser's network, FiberLight will engineer and
design the most efficient location for demarcation between the Cable System and Purchaser's network.
FiberLight will coordinate the placement of a demarcation manhole/handhole or a building demarcation point
for fiber lateral connections.Purchaser shall pay the specific splicing or tie-in charges and the appropriate labor
charges set forth in Attachment A—Splicing Matrix.
3.2 Splicing. Cable splicing services at the backbone include accessing the cable, preparing the splice enclosure,
preparing the fibers for splicing, fusion splicing the fibers, installing and dressing the fibers and splices in the
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 3 of 13
FIBERLIGHT
splice trays. FiberLight is responsible for all setup and closing activities of the work area including securing
access to the manhole or handhole, closure of equipment in the handhole or manhole, and cleanup and
removal of any debris. FiberLight cable splicing standards require that all fibers are fusion spliced and
organized, placed and secured in the splice closure equipment provided by FiberLight. To ensure acceptable
splices prior to closing and sealing the splice case,FiberLight will monitor the splice while it is being performed
using an Optical Time Domain Reflectometer(OTDR). Each fiber spliced is tested bi-directionally at 1550nm,
with an OTDR capable of long range and high resolution testing.The maximum allowable individual splice loss
is .35 dB bi-directionally averaged, and will be re-spliced up to two (2) times, if the splice still exceeds .35dB,
but the average bi-directional splice loss of all splices across the entire tested span is .2 dB or less, then the
individual splice loss of.35 dB or greater will be acceptable. FiberLight uses an OTDR capable of reading to
the .05 dB loss level,produces fiber test documentation and stores the test data.The dB loss per kilometer of
fiber will vary with the type and characteristics of the fiber and the average and number of splices.
3.2.1 FiberLight requires a minimum of ten (10) days advance notice to perform any splicing activity.
When multiple locations and reconfigurations are involved, FiberLight will perform the work in a
diligent manner and timeframe.
3.2.2 FiberLight provides splicing services, including planning support, project management and cable
splicing services. Splicing services are required for all Cable System Purchasers that want to connect
fiber cables from laterals into the FiberLight backbone.
3.2.3 FiberLight will answer all questions and provide basic planning support for lateral connection
operations. The routine splicing service does not cover conditions relating to emergency outages of
service or routine locate and maintenance,unless FiberLight owns the lateral connection. FiberLight
will engineer and design the most efficient location for demarcation between the Cable System and
Purchaser's network. FiberLight will coordinate the placement of a demarcation manhole/handhole
or a building demarcation point for fiber lateral connections.
3.2.4 All splicing, terminating, and connectorization on the backbone will be performed by FiberLight.
Cable splicing services at the backbone include accessing the cable, preparing the splice enclosure,
preparing the fibers for splicing,fusion splicing the fibers,installing and dressing the fibers and splices
in the splice trays. FiberLight is responsible for all set up and closing activities of the work area
including securing access to the manhole or handhole, closure of the equipment in the manhole or
handhole,and clean up and removal of any debris.
3.3 Relocation of the Cable System. If for any reason other than FiberLight's gross negligence (including,but
not limited to a condemnation proceeding by any governmental agency or other party with the power of
eminent domain for public purpose or use) Cable System must be relocated, FiberLight will give Purchaser
notice of such relocation not later than thirty (30) business days after receipt of such written notice by
FiberLight and will give Purchaser an estimate of the relocation costs.To the extent the relocation costs are not
recovered from a third party, Purchaser shall be liable for Purchaser's pro-rata portion of the actual costs
incurred in connection with such relocation. Upon completion of the relocation of the Cable System.
FiberLight shall provide Purchaser access, during normal business hours upon reasonable notice, to inspect
FiberLight's records to audit any expenditure in connection with such relocation.
3.4 In addition, FiberLight personnel are available to perform inspection services, dispatches, and investigation of
non-service effecting network inquiries on Purchaser's behalf. Purchaser must open a ticket with the
FiberLight Customer Care Center. These services will be billed at the rates in Attachment B — Inspection
Services if dispatch is required.
3.5 In the event Purchaser shall uses the Cable System for a purpose other than which it was intended and
designed and the Purchaser's Cable System is damaged as a result of Purchaser's use, misuse or abuse, then
FiberLight shall repair or replace Purchaser's Cable System at Purchaser's sole cost and expense.
3.6 Manhole License. Access by Purchaser to FiberLight's owned or controlled manholes shall be governed by
Attachment C-Manhole License Terms.
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 4 of 13
FIBERLIGHT
4. PURCHASER ACCESS TO CABLE SYSTEM
To insure overall system integrity, a FiberLight representative will perform and inspect any intervention with the
backbone cable fibers, cable, conduits, manholes, handholes, aerial plant, splice cases, strand, pole attachments, bridge
attachments and related appurtenances. Purchaser or a FiberLight approved contractor may perform, under the
supervision of a FiberLight representative construction of a manhole when Purchaser installs a meet me manhole to be
used as a demarcation point between the Purchaser's and FiberLight's network, terminating Purchaser-provided
jumpers, coordinating the fiber assignment and inspection at a third party's manhole including, but not limited to,
Purchaser verifying that Purchaser's Cable System has met the requirements of the ATP. The ATP supervision will not
be billable.FiberLight will provide inspectors at commercially billable rates with a 4-hour minimum.All work performed
on the backbone cable system,fibers, conduits,manholes,handholes,aerial plant, splice cases, strand,pole attachments,
bridge attachments and related appurtenances will be performed by FiberLight. Notwithstanding any of the foregoing,
Purchaser shall have the right to be present during the performance of any maintenance activity hereunder so long as
this requirement does not interfere with FiberLight's ability to perform its obligations under this Agreement.
5. FEES AND TERMS OF PAYMENT
5.1 Fees. The Annual Maintenance Fee and Monthly Location Access Fee shall be identified on the applicable
SOW and shall be payable to FiberLight in accordance with the applicable SOW. The Maintenance Fee for
partial years shall be pro-rated. Commencing on the first day of February in the second year of the term of this
Agreement, FiberLight may, upon thirty (30) days prior written notice to Purchaser, adjust the annual
Maintenance Fee,provided,however,that in no event shall any such adjustment result in an increase over the
previous year that exceeds the increase in the Consumer Price Index (up to a maximum of 5%) for the same
period.
5.2 Incident Cost. In addition to the Maintenance Fee, in the event FiberLight incurs costs exceeding One
Thousand Dollars ($1,000.00) in any one incident requiring emergency repair or service restoration to
Purchaser's Cable System ("Incident Cost', and the need for such repair or restoration is not attributable in
whole or in part to the negligence or other fault of FiberLight, then in addition to the Maintenance Fee,
Purchaser shall also pay its pro rata share of such Incident Cost. For purposes of this subsection, "pro rata"
shall mean the proportion that the number of fibers in the Purchaser's Cable System bears to the total number
of fibers in the Shared Cable System at the location at which the Incident Cost is incurred.
5.3 Fees for Additional Services. Purchaser shall pay additional fees to FiberLight for additional services
performed by FiberLight,which additional services are set forth in Section 3 hereto.
5.4 Notwithstanding anything to the contrary, no payment due hereunder is subject to reduction, set-off or
adjustment of any nature by Purchaser. The sums required to be paid by Purchaser under this Agreement are
exclusive of sales, use, excise, transfer, ad valorem, franchise or other similar taxes that may be imposed with
respect to this Agreement or any of the services provided or used hereunder and Purchaser shall promptly pay
or reimburse FiberLight for any such taxes. Purchaser shall have no responsibility for income or other similar
taxes due from FiberLight which result from this transaction or which are assessed on revenues received by
FiberLight. With respect to property taxes, the party that owns the property which is subject to such a tax at
the time the tax accrues shall pay such property taxes.
5.5 FiberLight may charge Purchaser a one and one half percent (1.5%) monthly finance charge or the maximum
allowed by law,whichever is less,for all outstanding amounts not paid within thirty(30)days following the date
those amounts become due.
6. WARRANTIES
FiberLight warrants that it is able to furnish the materials,supplies,services,equipment and labor required to perform its
obligations under this Agreement and has sufficient experience and competence to do so. EXCEPT AS SET FORTH
ABOVE,FiberLight MAKES NO WARRANTIES,EXPRESS OR IMPLIED,INCLUDING ANY WARRANTY OF
MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE.
7. LIMITATION OF LIABILITY
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 5 of 13
FIBERLIGHT
NOTWITHSTANDING ANY PROVISION OF THIS AGREEMENT TO THE CONTRARY,NEITHER PARTY
SHALL BE LIABLE TO THE OTHER FOR ANY SPECIAL, INCIDENTAL, INDIRECT, PUNITIVE OR
CONSEQUENTIAL DAMAGES, WHETHER FORESEEABLE OR NOT, ARISING OUT OF, OR IN
CONNECTION WITH SUCH PARTY'S FAILURE TO PERFORM ITS RESPECTIVE OBLIGATIONS OR
BREACH OF ITS RESPECTIVE REPRESENTATIONS HEREUNDER,INCLUDING,BUT NOT LIMITED TO,
DAMAGE OR LOSS OF PROPERTY, RECORDS, DATA OR EQUIPMENT, LOSS OF USE OR LOST
BUSINESS,REVENUE,PROFITS,OR GOODWILL,ARISING IN CONNECTION WITH THIS AGREEMENT
(FOR THE PURPOSE OF THIS SECTION,NOTWITHSTANDING ANYTHING TO THE CONTRARY,LOST
PROFITS, REVENUE OR OTHERWISE, SHALL NOT INCLUDE DIRECT DAMAGES WITH RESPECT TO
ANY AMOUNTS DUE AND OWING FIBERLIGHT UNDER THIS AGREEMENT), COST OF CAPITAL,
COST OF REPLACEMENT SERVICES (WHETHER ARISING OUT OF TRANSMISSION INTERRUPTIONS
OR PROBLEMS,ANY INTERRUPTION OR DEGRADATION OF SERVICE OR OTHERWISE), OR CLAIMS
OF PURCHASERS OR THIRD PARTIES IN CONNECTION WITH THEIR USE OF THE SHARED CABLE
SYSTEM, EXCEPT IN THE EVENT EITHER PARTY IS FOUND LIABLE ON THE BASIS OF GROSS
NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT. NOTHING HEREIN SHALL PREVENT EITHER
PARTY FROM PURSUING THIRD PARTY CLAIMS WHICH ACT TO INTERFERE WITH THE INTEGRITY
OF THE AFFECTED PARTY'S NETWORK,AND THAT THE PARTIES AGREE TO ASSIGN ANY RIGHTS
OR CLAIMS, EXECUTE ANY REASONABLY APPROPRIATE DOCUMENTS AND TAKE ANY OTHER
STEPS THAT MAY BE REASONABLY NECESSARY TO ENABLE THE AFFECTED PARTY TO PURSUE
ANY SUCH ACTION AGAINST SUCH THIRD PARTY.
8. FORCE MATEURE
Neither Party will be in default under this Agreement to the extent it is delayed or prevented from performing its
obligations hereunder because of any acts of God; fire; flood; natural disaster; adverse weather conditions; change in
governmental codes, ordinances, laws, rules, restrictions or regulations; condemnation or exercise of rights of eminent
domain; war or civil disorder; strike or other labor problems; accidents; fiber cuts; material or facility shortages or
unavailability or other delay in delivery;lack of or delay in transportation;or any other cause beyond the reasonable and
foreseeable control of the Parry (each a "Force Majeure"). In the event of a Force Majeure, the Party whose
performance is delayed shall use commercially reasonable efforts to mitigate and avoid continuation of Force Majeure so
as to recommence timely performance as soon as practicable. If an event of Force Majeure occurs, the time for
performance or delay will be extended for the duration of the condition. Notwithstanding the foregoing,if an event of
Force Majeure occurs and persists for sixty (60) days or more and a Party delays performance as a result, the non-
delaying Party may terminate this Agreement without liability and receive a refund of any pre-paid amounts paid
hereunder(if any).
9. CONFIDENTIALITY
Each Parry to this Agreement,its affiliates,agents,contractors and subsidiaries and its and their officers,directors,employees
and agents receiving information from the other Parry clearly indicated to be proprietary and confidential by a label,legend or
other notice or is otherwise reasonably identifiable as confidential or proprietary information (including without limitation,
blueprints, as-built drawings, business plans, customer data, network information or pricing) ("Confidential Information'
will keep such Confidential Information in confidence and will not copy or disclose or permit others to copy or disclose such
Confidential Information to any individual other than the directors,officers and employees of such Party or agents of such
Party who need to know and who have agreed in writing to the confidentiality provisions of this Agreement which shall
survive for a period of three(3)years from the Acceptance Date or the date the Confidential Information is provided to the
receiving Parry, whichever is greater, unless the Confidential Information constitutes a "trade secret" in which case the
receiving Party must comply with the foregoing restrictions for as long as applicable law allows. All such Confidential
Information,unless otherwise specified in writing,shall remain the property of the Disclosing Parry,and shall be returned to
the Disclosing Party or destroyed after the Receiving Part's need for it has expired or upon the request of the Disclosing
Party. Notwithstanding the foregoing,neither Party will be required to keep confidential any information that (1) becomes
publicly available other than through the receiving Party;(2)is required to be disclosed pursuant to a governmental or judicial
rule,order,or regulation,provided that the receiving Party notifies the disclosing Party in advance of the pending disclosure
so as to enable the disclosing Parry to seek appropriate protective relief; (3) the receiving Parry independently develops; (4)
becomes available to the receiving Parry without restriction from a third Party that has the legal right to disclose such
information; or (5) is required by the receiving Parry's lender and given to such lender on a confidential basis with the
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 6 of 13
FIBERLIGHT
delivering Party's consent.
10 TERMINATION AND DEFAULT
10.1 The term of this Agreement shall begin on the Effective Date and shall run until the earlier to occur of(i) ten
(10) years following the Effective Date, or (ii) the termination of this Agreement as set forth below.
Notwithstanding the foregoing, no termination or expiration of this Agreement shall affect the rights or
obligations of any Party hereto with respect to any then-existing defaults.
10.2 The occurrence of any of the following will constitute a default under this Agreement by the relevant Party:
10.2.1 A Party fails to pay any amount which is undisputed to be due under this Agreement and fails to pay
such amount within thirty(30)days after such Party receives written notice of such failure to pay;
10.2.2 A Party breaches a material provision of this Agreement,other than the payment of money,and fails
to cure such breach within thirty (30) days after such Party receives written notice of such breach, or
if such breach is not capable of cure within such thirty(30)day period,and the breaching Party fails to
commence to cure such default or diligently pursue completion of such cure during and after such
thirty(30)day period;or
10.2.3 A Party makes a general assignment for the benefit of creditors or files a voluntary petition in
bankruptcy, or a petition in bankruptcy or other insolvency protection is filed against either Party
which is not dismissed with a finding in such Party's favor within ninety (90) days thereafter, or any
petition or answer is filed seeking, consenting to, or acquiescing in reorganization, liquidation,
dissolution or similar relief,or either Party's inability to pay its debts as they mature;or
10.3 Upon a default by the other Party, the non-defaulting Party may terminate this Agreement by providing the
defaulting Party ten (10) days prior written notice of its intent to terminate and may pursue any and all legal
remedies it may have under applicable law,or principles of equity relating to such breach. Since a breach of a
material obligation may cause irreparable harm for which monetary damages may be inadequate,in addition to
other available remedies,the non-breaching Party may seek injunctive relief for any breach or default hereof.
10.4 The rights and remedies of the Parties provided in this section shall not be exclusive and are in addition to any
other rights and remedies provided by law or elsewhere in this Agreement.
10.5 Intentionally omitted.
11. MISCELLANEOUS
11.1 Notices. Except as otherwise provided herein, any notice required pursuant to this Agreement shall be in
writing, transmitted to the Parties' addresses specified below or such other addresses as may be specified by
written notice, and will be considered given either when deposited in either registered or certified U.S. Mail,
return receipt requested,postage prepaid;or delivered to a nationally recognized overnight courier service::
If to FiberLight: FIBERLIGHT,LLC
11700 Great Oaks Way,Suite 100
Alpharetta,Georgia 30022
Attention:Legal
If to Purchaser: TOWN OF WESTLAKE
1500 Solana Blvd.
Building 7,Suite 7200
Westlake,Texas 76262
11.2 Assignment. This Agreement shall be binding on Purchaser and its respective Affiliates, successors, and
assigns. This Agreement shall not be assignable without the express written consent of the other Party,which
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 7 of 13
FIBERLIGHT
shall not be unreasonably withheld, conditioned,or delayed. In the event a Party assigns this Agreement to a
legal successor,it shall so notify the other Party within ten(10) days of the assignment.
11.3 Waiver. The terms, covenants, representations and warranties of this Agreement may be waived only by a
written instrument executed by the Party expressly waiving compliance hereunder. Except as otherwise
provided for herein,neither Party's failure,at any time,to enforce any right or remedy available to it under this
Agreement shall be construed as a continuing waiver of such right or a waiver of any other provision
hereunder.
11.4 Judicial Interpretation. If this Agreement requires judicial interpretation, then Purchaser and FiberLight
stipulate that the court should not construe the terms of this Agreement more strictly against the party
preparing this Agreement,because both Purchaser and FiberLight have sought and received advice of counsel
to the extent that each deems necessary for full understanding of all the consequences of these terms and
conditions.
11.5 Severabili1y. If any provision of this Agreement is found to be illegal or otherwise invalid,then the validity of
the remaining provisions will not be impaired. Purchaser and FiberLight will attempt to replace any invalid
provision with a valid provision having substantially the same commercial effect as the invalid provision, and
such valid provision will be deemed effective retroactively to the date hereof.
11.6 Jurisdiction and Governing Law. This Agreement shall be interpreted, construed and governed in accordance
with the laws of the State of Texas,without regard to principles of conflicts-of-law or choice of law principles.
11.7 Pubhci1y. No publicity (e.g., press releases or other public disclosures) regarding the existence of this
Agreement shall be permitted without each Party's prior express written consent except to the extent required
by law, and in such case,in compliance with all applicable provisions hereof(e.g., subject to prior notice and
cooperation on confidential treatment). The content and timing of any press releases and all other publicity
regarding the subject matter of this Agreement or Purchaser's relationship with FiberLight,if authorized, shall
be mutually agreed upon by the Parties.
11.8 Headings and Construction. The headings of the Sections in this Agreement are strictly for convenience and
shall not in any way be construed as amplifying or limiting any of the content of this Agreement as set forth in
the body of this Agreement. The singular herein shall include the plural,and the plural herein shall include the
singular,where appropriate.
11.9 Counterparts and Amendments. This Agreement may be executed in any number of counterparts, each of
which will be deemed an original, but all of which together will constitute the one and the same agreement.
This Agreement may not be amended or otherwise altered except by written agreement between the Parties
hereto.
11.10 Relationship of the Parties/Non-Exclusivity. The relationship between Purchaser and FiberLight shall not be
that of partners, agents, joint venturers, employee relationship, or franchise for one another, and nothing
contained in this Agreement shall be deemed to constitute a partnership or agency or such other agreement
between them for any purpose, including but not limited to federal income tax purposes. Purchaser and
FiberLight, in performing any of their obligations hereunder, acknowledge and agree that the relationship
arising from this Agreement is one of independent contractors or independent parties and shall discharge their
contractual obligations at their own risk. Nothing in this Agreement shall prevent either Party from entering
into similar arrangements with,or otherwise providing services to,any other person or entity. Without limiting
the generality of the foregoing, Purchaser expressly acknowledges that FiberLight may sell, convey transfer,
maintain, and operate the Shared Cable System in its sole discretion, including transfers of shares within the
same-shared conduit lines.
11.11 Entire Agreement. All Exhibits and attachments to this Agreement are hereby incorporated herein and therein
as an integral part of this Agreement and supersedes all agreements previous to this Agreement with regard
hereto between FiberLight and Purchaser. In the event of an express conflict between the provisions of this
Agreement and those of any Statement of Work,the provisions of the Statement of Work shall prevail.
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 8 of 13
FIBERLIGHT
IN WITNESS WHEREOF,FiberLight,and Purchaser,confirming their consent to the terms and conditions
contained in this Agreement and intending to be legally bound hereby,have executed this Agreement as of the dates set
forth below.
FIBERLIGHT,LLC [INSERT PURCHASER'S NAME]
By: By:
Name: Name:
Title: Title:
Date: Date:
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 9 of 13
FIBERLIGHT
Attachment A—Splicing Matrix
FiberLight
Splice Only Matrix
Brief Description of Work Customer
Ci
Order#
Trbl Mngmt#
S I Lac.
OPS MGR.
Requester
Cust PO#
Date Due
Date Comp
Qty[#of
Item Splice Locations Locations Unit Price Price
A Existing manhole I without splice closure 1 slack coil only $ 1,162.00 $
B Existing manhole/with splice closure $ 742.00 $
C OCEF/new or existing in EUB $ 651.00 $
D Meet-me manhole lwithout demark fiber cable $ 1,722.00 $
E Meet-me manhole/with existing demark fiber cable&closure $ 812.00 $
Subtotal $
Qty(#of
Item Fibers to be Spliced per Location Locations) Unit Price Price
F 001 to 012 fibers spliced $ 812.00 $
G 013 to 024 fibers spliced $ 1,162.00 $
H 025 to 036 fibers spliced $ 1,519.00 $
1 037 to 048 fibers spliced $ 1,876.00 $
J 049 to 060 fibers spliced $ 1,960.00 $
K 061 to 072 fibers spliced $ 2,254.00 $
L 073 to 084 fibers spliced $ 2,555.00 $
M 085 to 096 fibers spliced $ 2,947.00 $
N 097 to 108 fibers spliced $ 3,276.00 $
O 109 to 120 fibers spliced $ 3,416.00 $
P 121 to 132 fibers spliced $ 3,605.00 $
Q 133 to 144 fibers spliced $ 3,934.00 $
Subtotal $
G L ACCOUNT NUMBER(office use only)--BASE 4400 +below _
ATL =50-201 [ ] SoFL=52-202[ ] TAM=54-203 [ ]
DFW=56-400 [ ] HOU=58-401 [ ] WDC=60-100 [ ] TOTAL PRICE $
Pre arer must itlace an Y'in the appropriate box X
Example.Customer purchases 0 strands in a dual-path inventory lateral and requests splicing serNws to connect to their 8 strands of dark fiber in the backbone.Customer enters"2"in the
quaMtly mlumn for Item B and"2"In the quantity column for Item F-(Although S fiber are spliced Into S fibers,the total number of fibers spliced Is 8,not 16_)
(Last Update 0 512412 0 0 5. Prices subject to change without notice.FiberGght,LLC]
wvvw.fiberlight.com 800.684.6393
Town of Westlake,Texas v. 10.2018
Contract Number: OSP-00013435 Page 10 of 13
FIBERLIGHT
f
Attachment B—Inspection Services
1. Laterals will be built on an as requested basis and will be priced on an individual cases basis.
2. All times are based on local times,and will be billed at the following rates:
Time Rates Billing Increments
8:00 AM to 5:00 PM Monday—Friday* $90.00/hour One(1)hour increments;Two (2)hour minimum
5:00 PM to 8:00 AM Monday—Friday** $115.00/hour One(1)hour increments;Three(3)hour minimum
All Day Saturday and Sunday;Holiday $115.00/hour One(1)hour increments;Three(3)hour minimum
Rates are subject to increase annually based on CPI
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 11 of 13
'\*-\\ FIBERLIGHT
ATTACHMENT C—MANHOLE LICENSE TERMS
1. MANHOLE LICENSE
1.1 FiberLight hereby grants to Purchaser a Manhole License, subject to the limitations and other
provisions set forth herein this Agreement, to enter the Manholes to perform work only on the
Purchaser's Cable System as defined and set forth in this Agreement.
1.2 The license granted herein is not exclusive, and FiberLight hereby reserves the right to grant, renew,
or extend similar licenses to other Parties.
1.3 Nothing contained herein shall be construed as granting to Purchaser any property or ownership
rights in the Manholes,or to create a partnership or joint venture between the Parties.
2. CUSTOMER WORK
2.1 Prior to the commencement of any work in or around the Manholes, Purchaser shall notify
FiberLight in accordance with the terms set forth below. Purchaser shall,at its sole cost and expense,
prepare and deliver to FiberLight complete working drawings,plans, and specifications (the "Plans'
describing all proposed work. No such work shall commence until FiberLight has approved the
Plans, which approval will not be unreasonably withheld or delayed. Except for emergencies,
Purchaser shall give FiberLight not less than five (5) days' written notice prior to entering or
performing work in or around the Manholes, provided that FiberLight may waive any such notice
requirement in its sole discretion. In the event of an emergency,Purchaser shall endeavor to provide
FiberLight with notice immediately prior to disturbing or working on the Manholes. FiberLight shall,
in its sole discretion, have the right to have an authorized representative present during Purchaser's
entry or work in or around the Manholes,whose presence shall be billed to Purchaser in accordance
with the rates set forth in Attachment B—Inspection Services. Purchaser agrees that persons entering
the Manholes on their behalf shall not step on, connect anything to, or otherwise come into contact
with FiberLight's or any other Party's cables or any other equipment located in the Manholes. All
notices required to be given shall be made through FiberLight's Customer Care Center as set forth in
the Agreement.
2.2 In addition,Purchaser shall:
2.2.1 perform or cause to be performed all such work in accordance with the Plans and in a safe
manner consistent with local construction standards and in compliance with applicable laws
and codes;
2.2.2 perform or cause to be performed all such work in such a way as to minimize interference
with the operation of FiberLight's or any other Customer's facilities in the Manholes;
2.2.3 obtain, prior to the commencement of any work, all necessary federal, state and municipal
permits,licenses and approvals;and
2.2.4 not perform any splicing or store any excess cable within the Manholes except to the extent
required to facilitate Purchaser's splicing activity into Purchaser-owned splice boxes,
manholes,and handholes.
3. COVENANTS
3.1 Purchaser covenants and agrees:
3.1.1 to observe all reasonable rules and regulations set forth by FiberLight for the use of the
Manholes, as amended from time to time, provided Purchaser has prior written notice of
amendment;
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 12 of 13
�. FIBERLIGHT
3.1.2 to comply with all federal,state,and municipal laws,orders,rules,and regulations applicable
to the Manholes;
3.1.3 not to disrupt, affect or interfere with FiberLight's or any other third party's use of the
Manholes;and
3.1.4 to be financially liable for the cost of repair or replacement of any conduits, cables,
equipment or any other portion of the Manholes or the property of third parties that is
damaged by Purchaser solely as a result of Purchaser performing work in or around the
Manholes.
4. SAFETY PRECAUTIONS
4.1 When performing work under this license, Purchaser shall take any and all precautions reasonably
necessary to help ensure the safety of traffic, persons, and property in and around the Manholes.
These precautions include,without limitation,the following:
4.2 Purchaser shall test the Manhole's atmosphere for explosive or other hazardous conditions prior to
entering or working in the Manholes and shall provide continuous ventilation to the Manholes while
any work is being performed or any person is inside the Manholes;
4.3 Purchaser shall not permit smoking, the use of any open flame or the use of any spark producing
equipment (such as meggers, breakdown sets, electric drills, electric hammers and induction sets) in
the Manholes and explosion proof lighting shall be used when artificial lighting is required;
4.4 Purchaser shall not place any cover less than four (4) feet in height above the surface level of any
Manhole opening, except for protective screens of the type normally used in connection with
manhole work.
4.5 FiberLight may immediately terminate any of Purchaser's work operations in and around the
Manholes; if, in FiberUght's sole reasonable discretion, Purchaser fails to exercise adequate safety
precautions or otherwise permits an unsafe condition to exist.
5. PURCHASER FACILITIES
FiberLight shall not be liable for damage,theft,misappropriation,or loss of any Purchaser facilities placed in or
around the Manholes unless and to the extent caused by the negligent acts or willful misconduct of FiberLight,
its agents,contractors,or employees. At the termination of the Agreement,Purchaser shall,at its sole cost and
expense,remove its facilities and its personal property from in and around the Manholes and repair all damage
caused by such removal. Any property not so removed within thirty (30) days after the expiration or
termination of the Agreement may be removed by FiberLight, at Purchaser's expense, without liability to
Purchaser for damages.
G. INTERFERENCE
If any Purchaser property or facilities cause or are likely to cause interference with any other facilities or
equipment in or around the Manholes, FiberLight may require Purchaser to remove such facilities at
Purchaser's sole expense.
Town of Westlake,Texas v. 10.2018
Contract Number:OSP-00013435 Page 13 of 13
_V
ATTACHMENT D:
W ESTLAKE FORM 1295
Statutory Declaration Regarding Exemption from Filing Form 1295
1, o of and the sole general partner of
6 U6 , do hereby declare that:
rr b U 4� lr ac is a wholly owned subsidiary of
2, is a public company traded on NASDAQ under the
symbol(s)
-- 3. As a result of changes to Form 1295 made effective on January 1, 2018, a Form 1295 is
not required for "a contract with a publicly traded business entity, including a wholly owned
subsidiary of the business entity. (Emphasis added.) See Texas Government Code
§2252.908(c)(4). 4.
4. Pursuant to the foregoing, as a wholly owned
subsidiary of a public company is not required to submit a Form 1295.
Acknowledge by:
A aitl4z
Name Title
State of Texas
County of Y
PERSONALLY appeared before merT6�
who executed and attested
-- the execution of this document.
SWORN TO BEFORE ME this day of 004b i-e ' , a0 /.
+HIIM,4y,NotaryNANCY GRAY
ublic Notary Public,state of Texas
o •= Notary ID#12472729-7
My Commission Expires: 1�— ! ,' ?_ any Commission Expires
November 9,2019
f
*This document must be completed& returned with proposal submission.
IMP
Town of Westlake Dark Fiber RFP 16
ATTACHMENT E: FORM 2270
f N E T O W N O f
WESTLAKE
Form TGC 2270
VERIFICATION REQUIRED BY TEXAS GOVERNMgNT CODE CHAP---rER 2270
Contract identifier:
Department.
By signing below,Company herby verifies the following:
1. Company does not boycott Israel;and
2. Company will not boycott Israel during the er of the contract.
SIGNED BY: e�jz
Print Name of Person: ord avL GIY� "(
Signing,Title,and
Company 44:1".-A y1hJ�w c.� I V�sr�.41
Date signed: 3
STATE OF TEXAS-1-
COUNTY OF la rraA G §
— EFOP7 ME,the undersigned Notary Public on this day personally appeared_Z_61_ (Name),on behalf of
1' (Company)who being duly sworn,stated under oath that he/she has read the foregoing verification
required by Texas Government Code Section 2270.002 and said statements contained therein are true and correct.
SWORN AND SUBSCRIBED TO before me,this 3 day of `TO e-r,20-9.
NOTA OF PUB ,
T FOR STATEJOF TEXAS o �
My Commission Expires: i}Y; NANt_')' GRAY
Notary Pub.;c,State of Texas
Notary If.l 412472729-7
My Commission Expires
Government Code§2270.002.Provision Required in Contract
���'�`� Ncvembar 9,2019
Effective: September 1,2017
A governmental entity may not enter into a contract with a company for goods or services unless the contract contains a written
verification from the company that it:
(1) does not boycott Israel;and
-- (2) will not boycott Israel during the term of the contract.
The following definitions apply:
(1) "Boycott Israel"means refusing to deal with,terminating business activities with,or otherwise taking any action that is intended
y to penalize,inflict economic harm on,or limit commercial relations specifically with Israel,or with a person or entity doing business in Israel
or in an Israeli-controlled territory, but does not include an action made for ordinary business purposes.
(2) "Company"means a for-profit sole proprietorship,organization,association,corporation,partnership,joint venture,limited
partnership, limited liability partnership, or limited liability company, including a wholly owned subsidiary, majority-owned subsidiary,
parent company,or affiliate of those entities or business associations that exists to make a profit.
(3) "Governmental entity"means a state agency or political subdivision of this state.
State law requires verification from a Company for contracts involving goods or services(regardless of the amount)
before the City can enter into the contract.
*Thus document crust be completed& returned with proposal submissioti.
Town of Westlake Dark Fiber RFP 17
TOWN OF WESTLAKE
RESOLUTION NO. 20-08
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE,
TEXAS,AUTHORIZING THE TOWN MANAGER TO SIGN AGREEMENTS WITH
FIBERLIGHT LLC,A DEDICATED INTERNET ACCESS VENDOR FOR THE DARK
FIBER PROJECT.
WHEREAS, the Town currently uses a variety of internet services to connect
our multiple municipal and academic locations; and,
WHEREAS, the Town wishes to create a redundant fiber network between the buildings
and offices utilizing the Town duct bank for reliability and standardization; and,
WHEREAS, a new Dark Fiber based infrastructure will allow the Town to expand
its Wide Area Network(WAN)with a common and stable infrastructure; and
WHEREAS, the Town Council previously approved funding from the Capital Projects
Fund for a Dark Fiber project; and,
WHEREAS, the Town Council finds 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 of Westlake Town Council hereby authorize the
Town Manager to sign agreements with a Dedicated Internet Access vendor for the Dark Fiber
Project on behalf of the Town of Westlake.
SECTION 3: If any portion of this Resolution shall, for any reason, be declared
invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining
provisions hereof and the Council hereby determines that it would have adopted this Resolution
without the invalid provision.
SECTION 4: That this resolution shall become effective from and after its date
of passage.
Resolution 20-08
Page 1 of 2
PASSED AND APPROVED ON THIS 24TH DAY OF FEBRUARY 2020.
ATTEST: Laura Wheat, Mayor
Todd Wood, Town Secretary Amanda DeGan, Town Manager
APPROVED AS TO FORM:
L. Stanton Lowry, Town Attorney
Resolution 20-08
Page 2 of 2
Westlake Town Council
TYPE OF ACTION T x E T D W N O F
WESTLAKE
Regular Meeting - Consent DISTINCTIVE BY DESIGN
Westlake Town Council Meeting
Monday, February 24, 2020
Topic: Consideration of a Resolution approving a Right-of-Way (ROW) and
easement dedication for Schwab Way.
STAFF CONTACT: Ron Ruthven, Planning and Development Director
Strategic Alignment
Vision,Value,Mission Perspective Strate2ic Theme&Results Outcome
ObLective
High Quality Planning, Design &
Planned/Responsible Citizen, Student& Development-We are a desirable well preserve Desirability
Development Stakeholder planned,high-quality community that &Quality of Life
is distinguished by exemplary design
standards.
Time Line-Start Date: February 24, 2020 Completion Date: February 24,2020
Funding Amount: N/A Status - N/A Source-N/A
Contract: No Forms: N/A
EXECUTIVE SUMMARY(INCLUDING APPLICABLE ORGANIZATIONAL HISTORY)
This item includes the formal right-of-way dedication and related easements for Schwab Way.
The portion of the roadway between State Highway 114 and J.T. Ottinger Road is being
constructed in two phases. Phase one is substantially complete and terminates at the boundary of
the Charles Schwab phase one corporate campus. Phase two is under construction with final
completion scheduled for late 2020. The proposed right-of-way and easement dedication includes
both phases.
SUMMARY AND RECOMMENDATION
The proposed right-of-way and easement dedication complies with the requirements of Ordinance
870, approving a concept plan for Schwab Way. Staff recommends approval.
Page 1 of 2
ATTACHMENTS
Dedication Deeds
Exhibit "A" - Schwab Way Right-of-Way(ROW) Land Descriptions
Exhibit "B" - Schwab Way Right-of-Way(ROW) Easements Reserved
Schwab Way Right-of-Way(ROW) Pedestrian Access Easements
Resolution 20-09
Page 2 of 2
DEDICATION DEED
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF DENTON §
That HW 2421 Land, L.P., a Texas limited partnership "Grantor"), for and in
consideration of the acceptance of the terms, conditions and reservations contained herein by The
Town, of Westlake, Texas, a municipal corporation of Tarrant and Denton Counties, Texas
("Grantee"), and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
unto Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Denton County, Texas described in Exhibit "A" attached hereto and made a part hereof
by reference(the "Pro_pedy").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (i) the restrictions hereinafter set forth, (ii) the easements reserved as
set forth in Exhibit "B" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose related thereto, including without limitation, drainage
facilities, utilities, franchises, pipelines and conduits of whatever kind or description, both
publicly owned and privately owned, where permitted by Grantee. All facilities constructed on
the Property, other than the public roadway, must be buried beneath the surface of the Property
(the "Underground Facilities"). Appurtenances to the Underground Facilities that cannot be
installed underground but can only be installed on the surface of the Property may be installed on
the surface of the Property. Temporary Facilities may be constructed on the surface of the
Property or above the surface of the Property. For purposes of this agreement, "Temporary
Facilities" shall mean only those surface-mounted or above-ground facilities required to service
projects under construction. In no event shall Temporary Facilities be installed for more than two
years. Temporary Facilities shall be removed at the expense of the party that installs the
Temporary Facilities. Nothing herein shall be construed as requiring Grantee or a permittee of
Grantee to bear the increased cost of the underground facilities required by this agreement (as
compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil, gas
and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT GRANTOR
SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH MINERALS IN ANY MANNER
THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE PROPERTY.
Grantor hereby retains and reserves a possibility of reverter in favor of Grantor pursuant to
;which the conveyance hereunder shall be automatically void and the estate granted shall be
automatically terminated and forfeited, without the necessity of any notice (except as expressly
provided in this Dedication Deed), election or re-entry whatsoever, with respect to any portion of
the Property that, for a period of two years (after commencement of use of the roadway that has
been constructed and opened on the Property) is not used as a public roadway, and Grantor gives
Grantee written notice of such condition and such condition continues to exist 60 days following
the giving of such notice, whereupon, effective as of the expiration of such 60-day period, all
right, title and interest in and to such portion of the Property and all improvements then existing
thereon shall automatically revert to Grantor. It is the express intention of Grantor and Grantee
Page 1
Dedication Deed
700 1-deddeed-WRA-Westlake
that Grantor is conveying to Grantee an estate in fee simple determinable in and to the Property
and that the provisions of this paragraph shall constitute conditional limitations upon the estate
conveyed herein and not a covenant or a right of re-entry for breach of condition subsequent, such
that fee simple title to the Property or the portion thereof that is not used as a public roadway for a
period of two years (after commencement of use of the roadway that has been constructed and
opened on the Property), together with improvements then existing thereon, shall automatically
revert to Grantor, and no notice (except as expressly provided in this Dedication Deed), election
or re-entry upon the Property shall be required to vest title to the Property (or portion thereof) and
all improvements then existing thereon, in Grantor. Neither the occurrence of a condition due to
an act or failure to act by a third party, nor impossibility or inability of Grantee to prevent the
occurrence of a condition, shall excuse such occurrence or condition or prevent the automatic
termination of the determinable fee estate conveyed hereby.
Notwithstanding the above provisions, in the event that the fee simple title to the Property
reverts to Grantor as provided above, Grantee shall retain a perpetual, underground easement that
shall survive such reversion on the following terms:
(a) Any underground utility or other facilities installed in compliance with the Permitted
Purposes and existing as of the date of such reversion, owned by Grantee or any other entity, may
remain in place, and the owners thereof shall have the right to use, operate, maintain and repair
such utilities;
(b) Grantee shall have the right to install, use, operate, maintain and repair under the Property
underground water, sanitary sewer and storm drainage facilities, as well as an other underground
utility facilities that Grantee may own and operate in the future, and any necessary appurtenances
thereto; and
(c) Grantee shall have the right to allow or permit any public utility to install, use, operate,
maintain and repair under the Property any underground public utility facilities.
Notwithstanding the above stated easement rights that will be retained by Grantee in the event of
such reversion, Grantor, and its successors, assigns and permittees, shall have the right to use the
surface of the Property and any area beneath the surface of the Property for any use that does not
interfere with the easement rights of Grantee and others described above. Further, Grantor, at its
expense, shall have the right to relocate any utilities and facilities that are the subject of such
rights provided that the level of service provided by such utilities at the new location will not be
impaired in any material respect, either in the process of such relocation or after the completion
thereof.
The right of reversion reserved herein shall terminate and shall be of no further force or
effect 21 years less one day after the death of the last survivor of any of the descendants of Queen
Elizabeth II of England living on the date of execution of this Dedication Deed. The possibility
of reverter and all other rights, options and easements retained or reserved by Grantor in this
Dedication Deed shall be the property of and shall inure to the benefit of Grantor, its successors
and assigns, and are not appurtenant to any tract of property (other than the Property). All
provisions of this Dedication Deed applicable to Grantor and Grantee shall be applicable to their
respective successors and assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Deed, GRANTOR MAKES NO
Page 2
Dedication Deed
700 1-deddeed-WRA-Westlake
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW,ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor, but not otherwise.
EXECUTED this day of 2419.
HW 2421 LAND, LP,
a Texas limited partnership
By: HW 2421 Land GP, LLC,
a Texas limited liability company,
its general partner
By.
�L Name '
Title:EfBt e tce i"
ACCEPTED ON THE TERMS,
CONDITIONS AND RESERVATIONS
CONTAINED HEREIN:
The Town of Westlake
By:
Town Manager
ATTEST:
APPROVED AS TO FORM:
Town Attorney
Page 3
Dedication Deed
700 1-deddeed-WRA-Westlake
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before the on �3 tin e, T , 2019, by
� of HW 2421 Land GP, LLC, a Texas limited liability
company, on beh' of s id limited liability company, in its capacity as general partner of HW
2421 Land, LP, a Texas limited partnership, on behalf of said limited partnership.
P& LORI BOWLING '
`�SppY PU��:
Notary Public,State of Texas
Sv1% Comm. Expires 10-174023 Notary ub1i.C, State ❑ Texas
.. ,.
' rnin , Notary Ip 12A117881
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2019,
by , the Town Manager of the Town of Westlake,
Texas, a municipal corporation, on behalf of the Town of Westlake, Texas.
Notary Public, State of Texas
GRANTEE'S ADDRESS: AFTER RECORDING, RETURN TO:
The Town of Westlake The Town of Westlake
3 Village Circle, Suite 207 3 Village Circle, Suite 207
Westlake,TX 76262 Westlake, TX 76262
Attention: Town Manager Attention: Town Manager
WITH COPY TO:
Westlake Retail Associates, Ltd.
9800 Hillwood Parkway, Suite 300
Fort Worth, TX 76177
Attention: L. Russell Laughlin
Page 4
Dedication Deed
7001-deddeed-WRA-Westlake
EXHIB IT"A"
DESCRIPTION OF 0.964 ACRES OF LAND
RIGHT-OF-WAY DEDICATION
SCHWAB WAY
13EING a tract of land situated in the Jesse Sutton Survey, Abstract Number 1154, Town of
Westlake, Denton County, Texas and being a portion of that tract of land described by deed to
HW 2421 Land (Parcel 1) recorded in Instrument Number 2009-55583, Real Property Records,
Denton County, Texas and being more particularly described by metes and bounds as follows.
BEGINNING at a 518 inch iron rod with plastic cap stamped."Peloton" set, at the northwest
corner of said HW 242I Land, L.P., tract,and being the northeast corner of that tract of land
described by deed to Westlake Retail Associates, LTD.,recorded in Instrument Number 98-
R0118649, said Real Property Records, and being in the south right-of-way line of State
Highway N 4(a variable width right-of-way);
THENCE S 75°2335"E, 137.54 feet, with said south right-of-way line, and the north line of
said HW 2421 tract, to a 5l8 inch iron rod with plastic cap stamped"Peloton" set, from which a
518 inch iron rod found, in the south right-of-way line of said State Highway 114,bears
S 75050'49"E. 40.17 feet:
THENCE S 17010'09"W, 51.58 feet,departing said common line, to a 518 inch iron rod with
plastic cap stamped "Peloton"set;
THENCE S 27034'41"W, 160.61 feet, to a 518 inch iron rod with plastic cap stamped"Peloton"
set, at the beginning of a curve to the right;
THENCE with said curve to the right, an arc distance of 263.84 feet,thxough a central angle of
29°)1'26",having a radius of 517.88 feet, the long chord which bears S 42'10'23"W, 26 1.00
feet, to a 518 inch iron rod with plastic cap stamped "Pelotop" set, in the east line of that tract of
land described by deed to CS Kinross Lake Parkway LLC, (tractl) recorded in Instrument
Number 2016-64107, said Real Property Records, and being in the west line of the
aforementioned HW 2421 tract;
THENCE N 17025'21"E, 8.75 feet,with said common line,to a 518 inch iron rod with plastic
cap stamped "Peloton" found, at the northeast corner of said CS Kinross tract;
THENCE N 17°25'17"E. 431.19 feet with said west line, to the Point of Beginning and
containing 42,010 square feet or 0.964 acres of Iand more or less.
"Integral parts of'this docainent"
I.Description- t Page
2. Exhibit- I Page
Peloton,Job No. HWA16013 Tracking No.ACFN 7001
westlake MY 18,2019
GA)OTHWA16013 CTR WE5TLAK1 WFR.A%SURILEGALWWAI6013-DE2.DOCX Page 1 of
BASIS OF BEARING IS THE TEXAS COORD94ATE SYSTEM
NORTH CENTRAL ZONE 4202,NAD83 o w
IRS - IRON ROD SET o a
IRF - IRON ROD FOUND a
U �
'kpil NII a 200 400 N
I GRAPHIC SCALE IN FEET
� "INTEGRAL PARTS OF THIS DOCUMENT"
1 1 Point of Beginning 1.DESCRIPTION - 1 Page
�I 2.EXHIBIT - 1 Page
, C
I �- r37La '35
CS Kinross Lake IRS
rR 1
5 75W49 E
Parkway LLC a
J os ,07,
Inst."r2016-6 410 7 '� 517°1E]'Og"W x
I R.P.R.D.C.T. 51.58' LLI
Westlake Retail I 0.964 X
Y Assoclotes,L TD. acres
Inst." 96-ROrr8649 j
27°34'41"W
` C, A� a.0. J R.P.R.D.c.F. n IRS 160.61,
At I v
A V IRF 3
IRS ° 29° 11'26" HW 2421 Land L.P.
N17°25'21"E R 517.88' ❑
— - - — — — — — — — ' —8.75' r (Parcel1)
— —-—�—- —.� / L � 263.84' ln5t.* 2009-55583
LC- S42010'23"W
/ 261.00' R.P.R.D.C.T. m
C5 Ifrrrrass Lake /
Q
Parkway LLC
i ftract 1)
rust." 2016-6 410 7 r #
R.P,R.D.C,T. m
0
OF I 5�
0Ln
'T- ..�.- -.. z
...o.DO Aw��°� Exhibit "A" �F
4940 a
IC86�.a% Right-of-Way Dedication 4
'SURY0-. SCHWAB WAY w s
SITUATED IN THE JESSE SUTTON SURVEY,
ABSTRACT NUMBER 1154, TOWN OF WESTLAKE, 0
TBPLS Firm Req No. 10177700 DENTON COUNTY, TEXAS-
Go ri t 2019 Peloton Land Solutions.Inc. "'W'
EXHIBIT "B"
EASEMENTS RESERVED
1. Grantor hereby reserves a non-exclusive, assignable, free easement over and
across the surface of any portion of the Property not covered by pavement for the installation and
maintenance of landscaping and an underground Iandscape irrigation system. Grantor or
Grantor's assignee, whichever entity installs any such landscaping or underground irrigation
system, shall have the right and responsibility to keep such landscaping and irrigation system in
good condition and repair. Grantee shall have no responsibility for any such maintenance.
Grantee, at Grantor's expense, shall have the right to take such action as necessary to stop water
from running on the Property from any leaks in the irrigation system that are not promptly
repaired by Grantor or its assignee.
2. The easements reserved in this Exhibit "B" are easements in gross for the benefit
of Grantor and its successors and assigns.
3. Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee.
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any landscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction, installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation,provided that Grantor has given
Grantee written notice of such assignment, by certified mail return receipt requested, at Grantee's
address set forth in the Dedication Deed. Any such assignee (of whom Grantee has been notified
as provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefrom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
5. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "B" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the exercise
of any rights under this easement.
Exhibit B to Dedication Deed
700 1-deddeed-WRA-Westlake
DEDICATION DEED
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF DENTON §
That Westlake Retail Associates, Ltd., a Texas limited partnership ("Grantor"), for and
in consideration of the acceptance of the terms, conditions and reservations contained herein by
The Town of Westlake, Texas, a municipal corporation of Tarrant and Denton Counties, Texas
("Grantee"), and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
unto Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Denton County, Texas described in Exhibit "A" attached hereto and made apart hereof
by reference(the "Property").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (i) the restrictions hereinafter set forth, (ii) the easements reserved as
set forth in Exhibit "B" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose related thereto, including without limitation, drainage
facilities, utilities, franchises, pipelines and conduits of whatever kind or description, both
publicly owned and privately owned, where permitted by Grantee. All facilities constructed on
the Property, other than the public roadway, must be buried beneath the surface of the Property
(the "Underground Facilities"). Appurtenances to the Underground Facilities that cannot be
installed underground but can only be installed on the surface of the Property may be installed on
the surface of the Property. Temporary Facilities may be constructed on the surface of the
Property or above the surface of the Property. For purposes of this agreement, "Temporary
Facilities" shall mean only those surface-mounted or above-ground facilities required to service
projects under construction. In no event shall Temporary Facilities be installed for more than two
years. Temporary Facilities shall be removed at the expense of the party that installs the
Temporary Facilities. Nothing herein shall be construed as requiring Grantee or a permittee of
Grantee to bear the increased cost of the underground facilities required by this agreement (as
compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil, gas
and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT GRANTOR
SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH MINERALS IN ANY MANNER
THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE PROPERTY.
Grantor hereby retains and reserves a possibility of reverter in favor of Grantor pursuant to
which the conveyance hereunder shall be automatically void and the estate granted shall be
automatically terminated and forfeited, without the necessity of any notice (except as expressly
provided in this Dedication Deed), election or re-entry whatsoever, with respect to any portion of
the Property that, for a period of two years (after commencement of use of the roadway that has
been constructed and opened on the Property) is not used as a public roadway, and Grantor gives
Grantee written notice of such condition and such condition continues to exist 60 days following
the giving of such notice, whereupon, effective as of the expiration of such 60-day period, all
right, title and interest in and to such portion of the Property and all improvements then existing
thereon shall automatically revert to Grantor. It is the express intention of Grantor and Grantee
Page I
Dedication Deed
7000-deddeed-WRA-Westlake
that Grantor is conveying to Grantee an estate in fee simple determinable in and to the Property
and that the provisions of this paragraph shall constitute conditional limitations upon the estate
conveyed herein and not a covenant or a right of re-entry for breach of condition subsequent, such
that fee simple title to the Property or the portion thereof that is not used as a public roadway for a
period of two years (after commencement of use of the roadway that has been constructed and
opened on the Property), together with improvements then existing thereon, shall automatically
revert to Grantor, and no notice (except as expressly provided in this Dedication Deed), election
or re-entry upon the Property shall be required to vest title to the Property (or portion thereof} and
all improvements then existing thereon, in Grantor. Neither the occurrence of a condition due to
an act or failure to act by a third party, nor impossibility or inability of Grantee to prevent the
occurrence of a condition, shall excuse such occurrence or condition or prevent the automatic
tennination of the determinable fee estate conveyed hereby.
Notwithstanding the above provisions, in the event that the fee simple title to the Property
reverts to Grantor as provided above. Grantee shall retain a perpetual, underground easement that
shall survive such reversion on the following terms:
(a) Any underground utility or other facilities installed in compliance with the Permitted
Purposes and existing as of the date of such reversion, owned by Grantee or any other entity, may
remain in place, and the owners thereof shall have the right to use, operate, maintain and repair
such utilities;
(b) Grantee shall have the right to install, use, operate, maintain and repair under the Property
underground water, sanitary sewer and stone drainage facilities, as well as an other underground
utility facilities that Grantee may own and operate in the future, and any necessary appurtenances
thereto; and
(c) Grantee shall have the right to allow or permit any public utility to install, use, operate,
maintain and repair.under the Property any underground public utility facilities,
Notwithstanding the above stated easement rights that will be retained by Grantee in the event of
such reversion, Grantor, and its successors, assigns and permittees, shall have the right to use the
surface of the Property and any area beneath the surface of the Property for any use that does not
interfere with the easement rights of Grantee and others described above. Further, Grantor, at its
expense, shall have the right to relocate any utilities and facilities that are the subject of such
rights provided that the level of service provided by such utilities at the new location will not be
impaired in any material respect, either in the process of such relocation or after the completion
thereof.
The right of reversion reserved herein shall terminate and shall be of no further force or
effect 21 years less one day after the death of the last survivor of any of the descendants of Queen
Elizabeth lI of England living on the date of execution of this Dedication Deed. The passibility
of reverter and all other rights, options and easements retained or reserved by Grantor in this
Dedication Deed shall be the property of and shall inure to the benefit of Grantor, its successors
and assigns, and are not appurtenant to any tract of property (other than the Property). All
provisions of this Dedication Deed applicable to Grantor and Grantee shall be applicable to their
respective successors and assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Reed, GRANTOR MAKES NO
Page 2
Dedication Deed
7000-deddeed-WRA-Westlake
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW,ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor, but not otherwise.
EXECUTED this�_day of ,2019.
Westlake Retail Associates, Ltd.,
a Texas limited partnership
By; HWWRA GP, LLC,
a Texas limited liability company,
its general partner
L. ussll in
Executive Vice resident
ACCEPTED ON THE TERMS,
CONDITIONS AND RESERVATIONS
CONTAINED HEREIN:
The Town of Westlake
By:
Town Manager
ATTEST:
APPROVED AS TO FORM:
Town Attorney
Page 3
Dedication Deed
7000-deddeed-WRA-westlake
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 019 by
L. Russell Laughlin, Executive Vice President of HWWRA GP, LLC, general partner of
Westlake Retail Associates, Ltd., a Texas limited partnership, on behalf of said limited
partnership.
•'`��u�r• LORI BOWLING
Notary Public, State of Texas
=z°r n�Notary Public.state ot'rexss
Comm.Expires 10-17-2n23
Notary ID 124717681
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2019,
by the Town Manager of the Town of Westlake,
Texas, a municipal corporation, on behalf of the Town of Westlake, Texas.
Notary Public, State of Texas
GRANTEE'S ADDRESS: AFTER RECORDING, RETURN TO:
The Town of Westlake The Town of Westlake
3 Village Circle, Suite 207 3 Village Circle, Suite 207
Westlake, TX 76262 Westlake, TX 76262
Attention: Town Manager Attention: Town Manager
WITH COPY TO:
Westlake Retail Associates, Ltd.
9800 Hillwood Parkway, Suite 300
Fort Worth, TX 76177
Attention: L. Russell Laughlin
Page d
Dedication Deed
7000-deddeed-WRA-Westlake
EXHIBIT "A"
DESCRIPTION OF 4.388 ACRES OF LAND
RIGHT-OF-WAY DEDICATION
SCHWAB WAY
BEING a tract of land situated in the Jesse Sutton Survey, Abstract Number 1 154, Town of
Westlake, Denton County, Texas and being a portion of that tract of land described by deed to
Westlake Retail Associates, LTD. recorded in Instrument Number 98-ROI 18649, Real Property
Records, Denton County,Texas and being more particularly described by metes and bounds as
follows:
BEGINNING at a 518 inch iron rod with plastic cap stamped"Peloton" set at the northeast
corner of said Westlake Retail tract,being the northwest comer of that tract of land described by
deed to HW 2421 Land,L.P., recorded in Instrument Number 2009-55583, said Real Property
Records, and being in the south right-of-way line of State Highway 114 (a variable width right-
of-way);
THENCE S l 7°25'17"W, 431.19 feet, departing said south right-of-way line,with the east line
of said 'Westlake Retail tract, and the west line of said HW 2421 tract,to a 515 inch iron rod with
plastic cap stamped "Peloton"found at the northeast corner of that tract of land (tract 1)
described by deed to CS Kinross Lake Parkway, LLC, recorded in Instrument Number 2016-
64107, said Real Property Records at the beginning of a curve to the right;
THENCE departing the west line of said HW 2421 tract, with the south line of said Westlake
Retail tract,and the north line of said CS Kinross tract,and with said curve to the right, an arc
distance of 303.92 feet, through a central angle of33°59'06", having a radius of 512.38 feet, the
long chord which bears S 73°00'16"W, 299.48 feet to a 518 inch iron rod with plastic cap
stamped"Peloton"found;
THENCE S 89059'49"W, 1513.64 feet, continuing with said common line,to a 518 inch iron rod
with plastic cap stamped "Peloton"found, at the beginning of a curve to the left;
THENCE continuing with said common line and with said curve to the left, an arc distance of
30.52 feet, through a central angle of dl°26'22",having a radius of 1215.00 feet,the long chord
which bears 5 89°16'38"W, 30.52 feet,to a 518 inch iron rod with plastic Gap stamped"Peloton"
set;
THENCE N 00058'15"W, 100.00 feet, departing said common line,to a 5/8 inch iron rod with
plastic cap stamped "Peloton" set at the beginning of a non-tangent curve to the right;
THENCE with said non-tangent curve to the right, an arc distance of 32.21 feet,through a
central angle of 01°24'13", having a radius of 1315.00 feet, the long chord which bears
N 89017'43"E, 32.21 feet,to a 518 inch iron rod with plastic cap stamped "Peloton"set;
THENCE N 89059'49"E, 1513.64 feet, to a 518 inch iron rod with plastic cap stamped
'Teloton" set,at the beginning of a curve to the left;
Peloton Job No.H W A}6013 Tracking No,ACF,97000
Westlake July 18,2019
GAMMEWAt6013 CTR WESTLAKE_INFRA\SURU.EGALIHWA16013_DEI.DOCX Page 1 of
THENCE with said curve to the left, at an arc distance of 83,30 feet a 518 inch iron rod with
plastic cap stamped "Peloton", found at the south corner of that tract of land (tract 2) described
by deed to C5 Kinross Lake Parkway, LLC recorded in Instrument Number 2016-64107 said
Real Property Records, in all 306.83 feet,through a central angle of 42°37'54", having a radius
of 412.38 feet, the long chord which bears N 68°40'52"E,299.80 feet, to a 518 inch iron rod with
plastic cap stamped "Peloton" found in the west line of said CS Kinross tract(tract 2), at the
beginning of a compound curve to the left;
THENCE with the west line of said tract 2, and with said compound curve to the left, an are
distance of 199.27 feet, through a central angle of 28°28'29", having a radius of 400.97 feet, the
long chord which bears N 29'10'36"E, 19 7.2 3 feet, to a 5/8 inch iron rod with plastic cap
stamped"Peloton" found;
THENCE N 13026'29"E, 91.19 feet, continuing with the west line of said tract 2,to a 518 inch
iron rod with plastic cap stamped "Peloton"found;
THENCE N 1710'097, 32,91 feet, with said west line, to a 518 inch iron rod with plastic cap
stamped "Peloton" found;
THENCE S 75023'35"E, 9.46 feet to the Point of Beginning and containing 191,131 square
feet or 4.388 acres of land more or less.
"Integral parts of this document"
i.Description—2 Pages
2.Exhibit— l Page
Peloton Job No.HWA16013 Wracking No.ACF#7000
Westlake July 18,2019
G:UOBIHWAi6413 CTR WESTLAKE_INFRA1SURTEGALIHWA16013_DEI.DOCh Paget of
4 c`I
BAS!$ OF BEARING IS THE TEXAS COORDINATE SYSTEM NAD83. � o
NORTH CENTRAL IOW 4202 #
CURVE TABLE
NO. DELTA RADIUS LENGTH BEARING DISTANCE VXTa �
ct 01° 24'13" 1315.00' 32,21' N 890 17'43" E 32-21'
r
C2 28°28' 29" 400.97' 199.27' N 29°10' 36" E 197.23' 00 600 N
S'tgt GRAPHIC SCALE IN FEET
.110
yJa� _ 7�� "INiCGftPL PARTS Of THIS DOCUMENT"}� '' 1 i.DESCRIPTION - 2 pages
2.EXFW0T - t page
} J _ m
Late T rn
S CS Kinross Lake Pork way, LLC Point 0 c(tract 2) ��� L3 Beginning
�'] Irrst." 2t716-647p7 I ARF�� m
JR1
Rr )R Y
Q Ll
❑ 42IRF W WE57LAFCE RETAIL ASSOCIATES, LTD. � o
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, ess►.. y L3 S 75 23 35 E 9. 46' J o
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SITUATED IN THE JESSE SUTTON SURVEY, J z�-
ABSTRACT NUMBER 1154 AND THE RICHARD EARS SURVEY, A3;
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EXHIBIT "B"
EASEMENTS RESERVED
1. Grantor hereby reserves a non-exclusive, assignable, free casement over and
across the surface of any portion of the Property not covered by pavement for the installation and
maintenance of landscaping and an underground landscape irrigation system. Grantor or
Grantor's assignee, whichever entity installs any such landscaping or underground irrigation
system, shall have the right and responsibility to keep such landscaping and irrigation system in
good condition and repair. Grantee shall have no responsibility for any such maintenance.
Grantee, at Grantor's expense, shall have the right to take such action as necessary to stop water
from running on the Property from any leaks in the irrigation system that are not promptly
repaired by Grantor or its assignee.
2. The easements reserved in this Exhibit "B" are easements in gross for the benefit
of Grantor and its successors and assigns.
3. Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee,
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any landscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction, installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation, provided that Grantor has given
Grantee written notice of such assignment, by certified mail return receipt requested, at Grantee's
address set forth in the Dedication Deed. Any such assignee(of whom Grantee has been notified
as provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefrom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
S. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "B" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the exercise
of any rights under this easement.
Exhibit B to Dedication Deed
7000-deddeed-WRA-Westlake
DEDICATION DEED
THE STATE OF TEXAS §
§ KNOW ALL MEN BY THESE PRESENTS:
COUNTY OF DENTON §
That Westlake Retail Associates, Ltd., a Texas limited partnership "Grantor"), for and
in consideration of the acceptance of the terms, conditions and reservations contained herein by
The Town of Westlake, Texas, a municipal corporation of Tarrant and Denton Counties, Texas
("Grantee"), and other good and valuable consideration, the receipt and sufficiency of which is
hereby acknowledged,
Has GRANTED and CONVEYED, and by these presents does GRANT and CONVEY,
unto Grantee, as a dedication for the uses set forth herein, all of that certain tract of real property
situated in Denton County, Texas described in Exhibit "A" attached hereto and made a part hereof
by reference (the "Property").
This conveyance of the Property is made and accepted subject to the following (the
"Permitted Exceptions"): (i) the restrictions hereinafter set forth, (ii) the easements reserved as
set forth in Exhibit "B" attached hereto and made a part hereof by reference, and (iii) all other
matters of record affecting the Property that may exist as of the recordation of this instrument.
The Property is conveyed to Grantee to be used only for the following purposes (the
"Permitted Purposes"): the construction, use, maintenance, repair and reconstruction of a public
roadway and for any other legal purpose related thereto, including without limitation, drainage
facilities, utilities, franchises, pipelines and conduits of whatever kind or description, both
publicly owned and privately owned, where permitted by Grantee. All facilities constructed on
the Property, other than the public roadway, must be buried beneath the surface of the Property
(the "Underground Facilities"). Appurtenances to the Underground Facilities that cannot be
installed underground but can only be installed on the surface of the Property may be installed on
the surface of the Property. Temporary Facilities may be constructed on the surface of the
Property or above the surface of the Property, For purposes of this agreement, "Temporary
Facilities" shall mean only those surface-mounted or above-ground facilities required to service
projects under construction. In no event shall Temporary Facilities be installed for more than two
years. Temporary Facilities shall be removed at the expense of the party that installs the
Temporary Facilities. Nothing herein shall be construed as requiring Grantee or a permittee of
Grantee to bear the increased cost of the underground facilities required by this agreement (as
compared to the cost of overhead facilities).
There is excepted from this conveyance and reserved unto Grantor all of the water, oil, gas
and other minerals in, on or under the Property; PROVIDED, HOWEVER, THAT GRANTOR
SHALL NOT EXPLORE FOR, PRODUCE OR MINE SUCH NIlNERALS IN ANY MANNER
THAT WOULD INTERFERE WITH GRANTEE'S USE OF THE PROPERTY.
Grantor hereby retains and reserves a possibility of reverter in favor of Grantor pursuant to
which the conveyance hereunder shall be automatically void and the estate granted shall be
automatically terminated and forfeited, without the necessity of any notice (except as expressly
provided in this Dedication Deed), election or re-entry whatsoever, with respect to any portion of
the Property that, for a period of two years (after commencement of use of the roadway that has
been constructed and opened on the Property) is not used as a public roadway, and Grantor gives
Grantee written notice of such condition and such condition continues to exist 64 days following
the giving of such notice, whereupon, effective as of the expiration of such 60-day period, all
right, title and interest in and to such portion of the Property and all improvements then existing
thereon shall automatically revert to Grantor. It is the express intention of Grantor and Grantee
Page 1
Dedication Deed
7518-deddeed-WRA-Westlake
that Grantor is conveying to Grantee an estate in fee simple determinable in and to the Property
and that the provisions of this paragraph shall constitute conditional limitations upon the estate
conveyed herein and not a covenant or a right of re-entry for breach of condition subsequent, such
that fee simple title to the Property or the portion thereof that is not used as a public roadway for a
period of two years (after commencement of use of the roadway that has been constructed and
opened on the Property), together with improvements then existing thereon, shall automatically
revert to Grantor, and no notice (except as expressly provided in this Dedication Deed), election
or re-entry upon the Property shall be required to vest title to the Property (or portion thereof) and
all improvements then existing thereon, in Grantor. Neither the occurrence of a condition due to
an act or failure to act by a third party, nor impossibility or inability of Grantee to prevent the
occurrence of a condition, shall excuse such occurrence or condition or prevent the automatic
termination of the determinable fee estate conveyed hereby.
Notwithstanding the above provisions, in the event that the fee simple title to the Property
reverts to Grantor as provided above, Grantee shall retain a perpetual, underground easement that
shall survive such reversion on the following terms:
(a) Any underground utility or other facilities installed in compliance with the Permitted
Purposes and existing as of the date of such reversion, owned by Grantee or any other entity, may
remain in place, and the owners thereof shall have the right to use, operate, maintain and repair
such utilities;
(b) Grantee shall have the right to install, use, operate, maintain and repair under the Property
underground water, sanitary sewer and storm drainage facilities, as well as an other underground
utility facilities that Grantee may own and operate in the future, and any necessary appurtenances
thereto; and
(c) Grantee shall have the right to allow or permit any public utility to install, use, operate,
maintain and repair under the Property any underground public utility facilities.
Notwithstanding the above stated easement rights that will be retained by Grantee in the event of
such reversion, Grantor, and its successors, assigns and permittees, shall have the right to use the
surface of the Property and any area beneath the surface of the Property for any use that does not
interfere with the easement rights of Grantee and others described above. Further, Grantor, at its
expense, shall have the right to relocate any utilities and facilities that are the subject of such
rights provided that the level of service provided by such utilities at the new location will not be
impaired in any material respect, either in the process of such relocation or after the completion
thereof.
The right of reversion reserved herein shall terminate and shall be of no further force or
effect 21 years less one day after the death of the last survivor of any of the descendants of Queen
Elizabeth 11 of England living on the date of execution of this Dedication Deed. The possibility
of reverter and all other rights, options and easements retained or reserved by Grantor in this
Dedication Deed shall be the property of and shall inure to the benefit of Grantor, its successors
and assigns, and are not appurtenant to any tract of property (other than the Property). All
provisions of this Dedication Deed applicable to Grantor and Grantee shall be applicable to their
respective successors and assigns.
Grantor hereby disclaims any warranty, guaranty or representation, oral or written, past,
present or future, of, as, to or concerning (i) the nature and condition of the Property, including,
but not limited to, the suitability thereof for any activity or use; (ii) the condition of any
improvements located thereon; (iii) the compliance of the Property with any laws, rules,
ordinances or regulations of any government or other body. The conveyance of the Property as
provided for herein is made on an "AS IS" basis, and by its acceptance of this Deed and in
consideration of the conveyances by Grantor herein, Grantee acknowledges that, except as
otherwise specifically stated in this Dedication Deed, GRANTOR MAKES NO
Page 2
Dedication Deed
751&-deddeed-VA A-Westlake
REPRESENTATION, EXPRESS OR IMPLIED, OR ARISING BY OPERATION OF
LAW, INCLUDING, BUT IN NO WAY LIMITED TO, ANY WARRANTY OF
CONDITION, HABITABILITY, MERCHANTABILITY OR FITNESS FOR A
PARTICULAR PURPOSE, ALL OF WHICH WARRANTIES, TO THE FULLEST
EXTENT PERMITTED BY LAW,ARE EXPRESSLY DISCLAIMED.
TO HAVE AND TO HOLD the Property, subject to the Permitted Exceptions, together
with all and singular the rights and appurtenances thereto in anywise belonging, unto Grantee, its
successors and assigns forever; and Grantor does hereby bind itself, its successors and assigns, to
WARRANT AND FOREVER DEFEND all and singular the Property, subject to the Permitted
Exceptions, unto Grantee, its successors and assigns, against every person whomsoever lawfully
claiming or to claim the same or any part thereof by, through or under Grantor,but not otherwise.
EXECUTED this _day of �V 2019.
Westlake Retail Associates, Ltd.,
a Texas limited partnership
By: HWWRA GP,LLC,
a Texas limited liability company,
its general partner
By:
';Z�P�
L. uss hlin
Executive Vice President
ACCEPTED ON THE TERMS,
CONDITIONS AND RESERVATIONS
CONTAINED HEREIN:
The Town of Westlake
By:
Town Manager
ATTEST:
APPROVED AS TO FORM:
Town Attorney
Page 3
Dedication Deed
75 1 8-deddeed-WRA-Westlake
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 19 by
L. RusselI Laughlin, Executive Vice President of HWWRA GP, LLC, general partner of
Westlake Retail Associates, Ltd., a Texas limited partnership, on behalf of said limited
partnership.
i1i1l
Loflt BOWLING Notary Public State of Texas
Notary Public,State of Texas
Comm.Expires 10-17-2023
"��Of Notary Ib 124717$81
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of 2019,
by I the Town Manager of the Town of Westlake,
Texas,a municipal corporation, on behalf of the Town of Westlake, Texas.
Notary Public, State of Texas
GRANTEE'S ADDRESS: AFTER RECORDING, RETURN TO:
The Town of Westlake The Town of Westlake
3 Village Circle, Suite 207 3 Village Circle, Suite 207
Westlake, TX 76262 Westlake,TX 76262
Attention: Town Manager Attention: Town Manager
WITH COPY TO:
Westlake Retail Associates, Ltd.
9800 Hillwood Parkway, Suite 300
Fart Worth, TX 76177
Attention: L. Russell Laughlin
Page 4
Dedication Deed
7518-deddeed-WRA-Westlake
EXHIBIT"A"
DESCRIPTION OF 3.790 ACRES OF LAND
RIGHT-OF-WAY DEDICATION
SCHWAB WAS.'
BEING a tract of land situated in the Richard Eads Survey,Abstract Number 393, Town of
Westlake, Denton County, Texas and being a portion of that tract of land described by deed to
Westlake Retail Associates, LTD. recorded in Instrument Number 98-ROl 18649, Real Property
Records, Denton County, Texas and being more particularly described by metes and bounds as
follows:
COMMENCING at a PK nail with shiner found at the southeast corner of said Westlake tract,
being the southwest corner of that tract of land described by deed to CS Kinross Lake Parkway,
LLC., recorded in Instrument Number 2016-64107, said County Records;
THENCE N 33"10'34"E, 29.29 feet with the common line of said Westlake tract and said CS
Kinross tract to a 5/8 inch iron rod with plastic cap stamped "Peloton" set, at the POINT OF
BEGINNING:
THENCE N 56049'26"W, 119.00 feet, departing said common line,to a 5/8 inch iron rod with
plastic cap stamped "Peloton" set;
THENCE N 78°10'34"E, 26.87 feet, to a 5/8 inch iron rod with plastic cap stamped"Peloton"
set;
THENCE N 33°1 0'34"E, 406.86 feet, to a 5/8 inch iron rod with plastic cap stamped "Peloton"
set, at the beginning of a curve to the right;
THENCE with said curve to the right, an arc distance of 1271.89 feet, through a central angle of
55°25'03",having a radius of 1315.00 feet, the long chord which bears N 60R53'05"E, 1222.89
feet, to a 5/8 inch iron rod with plastic cap stamped"Peloton" set;
THENCE S 00058'15"E, 100.00 feet, to a 5/8 inch iron rod with plastic cap stamped"Peloton"
set in the north line of the aforementioned CS Kinross tract,being at the beginning of a curve to
the left, from which a 518 inch iron rod found in said north line,bears N 89°16'38"E, 30.52 fect;
THENCE with said north line and said curve to the left, an arc distance of 1 l 74.41 feet, through
a central angle of 55°22'54",having a radius of 1215.00 feet, the long chord which bears
S 60052'01"W, 1129.22 feet, to a 5/8 inch iron rod with plastic cap stamped "Peloton"found;
THENCE S 33010'34"W, 425,86 feet with said north line to the Point of Beginning and
containing 165,081 square feet or 3.790 acres of land more or less.
"Integral parts of this document"
1.Description
2.Exhibit
Peloton Job No,HWA16013 Tracking No,ACF#7518
CTR_ROW lily t8,2019
G:110 B1HW A 1 b013_CTR_W ESTLAKE_1NFRA1SURILEGALIHW A 15013_DF-3.DOCX Pagel oP2
BASIS OF BEARING IS THE TEXAS COORDINATE SYSTEM NAD83, °ro rn
NORTH CENTRAL ZONE 421)2. n o
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Margaret E3.Lee "'`h h��? ��` SITUATED IN THE RICHARD EARS SURVEY, 1L � �#�
lrlst,ff D2083D6067 ABSTRACT NUMBER 393 TOWN OF WESTLAKE eo a
G.R.T.C.T. °�`-� �� €3ENTON COUNTY, TEXAS. e�i
TBPLS Firm Reg No.101777DO Copyright@ 2019 Pelaton Land Solutions,Inc.
EXHIEBIT "B"
EASEMENTS RESERVED
1. Grantor hereby reserves a non-exclusive, assignable, free easement over and
across the surface of any portion of the Property not covered by pavement for the installation and
maintenance of landscaping and an underground landscape irrigation system. Grantor or
Grantor's assignee, whichever entity installs any such landscaping or underground irrigation
system, shall have the right and responsibility to keep such landscaping and irrigation system in
good condition and repair. Grantee shall have no responsibility for any such maintenance.
Grantee, at Grantor's expense, shall have the right to take such action as necessary to stop water
from running on the Property from any leaks in the irrigation system that are not promptly
repaired by Grantor or its assignee.
2. The easements reserved in this Exhibit "B" are easements in gross for the benefit
of Grantor and its successors and assigns.
I Grantor or its assignee shall make no use of the Property without Grantee's
consent, which shall not be unreasonably withheld or delayed. Grantor or its assignee shall
restore or repair any damage to the Property resulting from such use by Grantor or its assignee.
4. The person or entity (whether Grantor or an assignee of Grantor) exercising any
right to install any Iandscaping or facilities pursuant to the easement reserved herein shall
indemnify and hold Grantee harmless from and against any claims or damages (including court
costs and reasonable attorneys' fees) resulting from the construction., installation, maintenance,
use or existence of such landscaping or facilities except such claims or damages that result from
the negligence of Grantee or its employees, agents or contractors. Notwithstanding the foregoing,
Grantor shall not have any liability under this indemnity with respect to any landscaping or
facilities installed by an assignee of Grantor or with respect to any landscaping or facilities
assigned or conveyed by Grantor to an assignee after installation,provided that Grantor has given
Grantee written notice of such assignment, by certified mail return receipt requested, at Grantee's
address set forth in the Dedication Deed. Any such assignee (of whom Grantee has been notified
as provided above) shall be automatically deemed to have assumed this indemnity upon such
assignment and Grantor shall be deemed released therefrom. As a condition to the obligations
under this indemnity, Grantee must give the indemnifying party prompt notice of any claim that
may be covered by this indemnity, shall cooperate in the defense thereof, and shall not take any
action, including, but not limited to, a settlement of the claim, that would adversely affect the
defense of such claim without the prior written consent of the indemnifying party. The above
provisions do not restrict in any way the right of Grantee to bring suit under or otherwise enforce
this indemnity in accordance with its terms.
5. By its acceptance of this Dedication Deed, Grantee agrees to execute such further
instruments confirming or evidencing the easements reserved in this Exhibit "B" as Grantor from
time to time may reasonably request, including, but not limited to, any utility easement
documents used by any utility company, although such execution is not necessary for the exercise
of any rights under this easement.
Exhibit B to Dedication Deed
75 18-deddeed-WRA-Westlake
PEDESTRIAN ACCESS EASEMENT
This PEDESTRIAN ACCUS EASEMENT AGREEMENT (this "Agreement") is
entered into as of the day of N 54Mbel 2019, between HW 2421 Land, LP, a Texas
limited partnership ("Grantor"), and the Town of Westlake, Texas, a municipal corporation of
Tarrant and Denton Counties, Texas ("Grantee").
For and in consideration of$10.00 and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, and in consideration of the mutual covenants
contained herein, Grantor and Grantee agree as follows:
1. Grant of Easement. Subject to the terms and conditions of this Agreement,
Grantor hereby'grants and conveys-to Grantee an easement (the "Easement") over, under and
across the property described in Exhibit "A" attached hereto (the "Easement Tract"). This grant
and conveyance is made subject to all matters of record affecting the Easement Tract as of the
date shown above.
2. Purpose of Easement. The Easement shall only be used for the purpose of
providing public pedestrian an motorized vehicle ingress and egress to all property that is
adjacent to the Easement Tract.
3. Permitted Assignment. Except as provided in this Paragraph 3, Grantee shall
not convey, transfer, pledge, encumber or assign any of its rights under this Agreement without
the prior written consent of Grantor. Notwithstanding the foregoing, however, Grantee may
assign all or any of its rights under this Agreement without the consent of Grantor provided that
all of the following conditions are satisfied: (a) the assignee must be an entity acceptable to
Grantor; (b) Grantee must give written notice of the assignment and franchise to Grantor; and (c)
Grantee must deliver to Grantor a written agreement signed by the assignee in which the
assignee agrees to be bound by all the terms and conditions of this Agreement. Any purported
assignment that does not satisfy all of the foregoing conditions shall be void. Any permitted
assignee of the rights of Grantee pursuant to this Paragraph 3 shall hereinafter be referred to as a
"Permitted Assignee." Grantor shall have the right to assign the Easement and this Agreement
without the consent .of Grantee or any Permitted Assignee; provided, however, such
assignment(s) shall be limited to assignees that own fee simple title to the property burdened by
the Easement.
4. Other Easements. Grantor reserves the right to grant other rights and easements
across, over or under the Easement Tract to such other persons as Grantor deems proper,
provided such other grants do not interfere with the use of the Easement by Grantee for the
purposes set forth herein.
5. Relocation. Grantor reserves the right, at Grantor's expense, to relocate the
Easement or any of the Permitted Facilities (to locations inside or outside of the Easement Tract)
provided Grantor executes and delivers to Grantee an easement agreement in the same form as
this Agreement for the new location.
6. Repairs. Grantee shall repair any damage to the Easement Tract and surrounding
property (including any improvements located thereon) resulting from Grantee's use thereof.
7. Prohibited Substances. Grantee shall.not use the Easement Tract in a manner
which violates any federal, state, or local law, regulation, rule or ordinance or which constitutes a
public or private nuisance. Except for the normal use of fuels and lubricants (but excluding the
Page 1
storage of any such fuels or lubricants), Grantee shall not locate, place, generate, store,
manufacture, use or dispose of on or about the Easement Tract any chemical, pollutant, toxic
substance, hazardous material, waste or other substance that is the subject of any federal, state or
local law, regulation, rule or ordinance pertaining to public health, safety or to the protection or
conservation of the environment.
8, Intentionally Deleted.
9. Notices. All notices given pursuant to or in connection with this Agreement shall
be in writing and shall be effective when deposited in the U.S. mail,postage prepaid, certified or
registered delivery with return receipt requested or, if delivered by some other manner, when
actually received. Notices to the parties shall be addressed as follows:
To Grantor: HW 2421 Land, LP
9800 Hillwood Parkway, Suite 300
Fort Worth, TX 76177
Attention:-L. Russell Laughlin
To Grantee: Town of Westlake, Texas
3 Village Circle, Suite 207
Westlake, TX 76262
Attention: Town Manager
From time to time a party may designate a new address for the purpose of receiving
notices hereunder by giving notice of its new address to the other party in the manner provided
above.
10. Limitation on Liability. Grantee shall only be liable under this Agreement for
the acts, omissions, and breaches of Grantee and its officers, employees, duly authorized agents,
duly authorized representatives, contractors, and subcontractors. Each Permitted Assignee shall
only be liable under this Agreement for the acts, omissions, and breaches of its directors,
officers, employees, agents, representatives, contractors, and subcontractors. For purposes of
this paragraph, a Permitted Assignee shall not be deemed to be a contractor of Grantee solely
because (i) such Permitted Assignee holds a public utility franchise from Grantee; (ii) Grantee
participates in the cost of Permitted Facilities to be installed or constructed by such Permitted
Assignee under contracts to be awarded by such Permitted Assignee; or (iii) Grantee approves
plans and specifications for Permitted Facilities to be installed or constructed by such Permitted
Assignee under contracts to be awarded by such Permitted Assignee.
11. Parties Sound. The rights, duties and obligations created by this Agreement
shall constitute covenants running with the land, shall be binding on all subsequent owners of fee
simple title in and to the Easement Tract, and shall be binding upon and inure to the benefit of
Grantor, Grantee and their respective assignees as permitted by Paragraph 3 hereof.
12. Termination of Easement. The Easement shall automatically terminate upon
dedication of the Easement Tract (as evidenced by recordation of a dedication instrument by the
Town of Westlake), or if the Easement Tract is not used for the purposes contained herein for a
period of two years.
TO HAVE AND TO HOLD the above-described premises, together with all and
singular,the rights and appurtenances thereto in anywise belonging, unto Grantee, its successors
and permitted assigns, forever. Grantor does hereby bind itself, its successors and assigns, to
warrant and forever defend, all and singular, the said premises; subject to all matters now of
Page 2
record affecting said premises, unto Grantee. its successors and permitted assigns, against every
person whomsoever lawfully claiming or to claim the same or any part thereof, by, through or
under Grantor, but not otherwise.
EXECUTED to be effective as of the date first written above.
GRANTOR: HW 2421 LAND,LP,
a Texas limited partnership
By: HW 2421 Land GP, LLC,
a Texas limited liability company,
its general partner
Name. t i r\
Title:
ACKNOWLEDGEMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on WeWt , 2019, by L. RusseIl
Laughlin, Executive Vice President of HW 2421 Land GP, LLC, a Texas limited liability
company, on behalf of said limited liability company, in its capacity as general partner of HW
2421 Land, LP, a Texas limited partnership, on behalf of said limited partnership.
♦�`�SYRr�ri LORI BOWLING
?z° Nomry Public,State of Texas
Comm.Expires 10.17-2023 Notary Public, State o as
votary ID 124717681
Page 3
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN:
Grantee: Town of Westlake
By:
Town Manager
ATTEST:
APPROVED AS TO FORM:
Town Attorney
ACKNOWLEDGEMENT
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of
2019, by , the Town Manager of the Town of Westlake, Texas, a municipal
corporation, on behalf of the Town of Westlake, Texas.
Notary Public, State of Texas
GRANTEE'S ADDRESS: WITH COPY TO:
The Town of Westlake HW 2421 Land GP, LLC
3 Village Circle, Suite 207 9800 Hillwood Parkway, Suite 300
Westlake,TX 76262 Fort Worth, Texas 76177
Attention: Town Manager Attention: L. Russell Laughlin
Pap 4
Description of a
Pedestrian Access Easement
BEING a tract of land situated in the J. Sutton Survey, Abstract Number 1154,Town of Westlake,
Denton County,Texas,being a portion of that tract of land described by deed to HW 2421 Land,L.P.
recorded in Instrument Number 2009-55583,Real Property Records,Denton County,Texas and being
more particularly described by metes and bounds as follows:
COMMENCING at a 5/8 inch iron rod with plastic cap stamped "PELOTON"found at the northeast
comer of that tract(tract 2)of land described by deed to CS Kinross Lake Parkway,LLC., retarded in
Instrument Number 2016-64107, said Real Property Records,being the northwest corner of that tract of
land described by deed to Westlake Retail Associates,LTD.,recorded in Instrument Number 1998-
H 8649, said Real Property Records and being in the south right-of-way line of State Highway 114
(a variable width right-of-way), from which a Texas Department of Transportation monument bears
N 75°23'35"W, 33.32 feet;
THENCE S 75"23'3 5"E, with said south right-of-way line,at 9.47 feet the northeast comer of said
Westlake Retail Association tract,being the northwest corner of said HW 2421 Land tract, in all 147.00
feet;
THENCE S 17010'09"W, 51.58 feet, departing said right-of-way line over and across said HV4r 2421
Land tract the following bearings and distances;
THENCE S 27034'41"W, 19.63 feet,to the POINT OF BEGMDONG;
THENCE S 1990'00"W, 137.73 feet;
THENCE S 300 14'43"W, 50.34 feet;
THENCE S 40°5926"W, 136,43 feet;
THENCE S 44°49'03"W, 26.03 feet;
THENCE S 48°381407'W, 25.59 feet;
THENCE S 63035'39"W, 52.92 feet, to the west lute of said HW 2421 Land tract, being the east line of
aforementioned Westlake Retail Association tract;
THENCE N 17025'20"E, 17.62 feet,with said common line,to the beginning of a curve to the left;
THENCE departing said common line with said curve to the left, an arc distance of 263.84 feet,through
a central angle of 29°1 1'26", having a radius of 517.88 feet, the long chord which bears N 42°10'23"E,
261.00 feet;
THENCE N 27034'41"E, 140.98 feet to the Point of Beginning and containing 5,774 square feet or
0.133 acres of land more or less.
"Integral Pans of this document"
1.Description
2.Exhibit
Peloton Job No_HWA16013 Tracking No.ACF#7548
Westlake July 18,2019
C:VOB\HWA16013_CTR_WESTLAKE_INFRAISURIEASEMI NTSiL,EGAI,SIHWA16013_EA26.DOCX Page I of
m
. I475e 2 3'3 5 w State High way 114
rxanr 33.32' Point of (C variable width right-of-wcy)
._ Commencing C4-
rRF TxDOF
0 6 0 12 0 !�9 g 7g a �' irarnrmenr
z
�iEC SCRI_� 1N FEET
�3 147�a35,•� �,I-- ------_-
GRAPHIC
_ f � .
Basis of Scaring s the S17010•Q9"W ���� •
Texos Coordinate System I
North CenlralZone 4202.
IRF • Iran Rqe Found I! Point of `T—� A
r �' Water Line Esmt,
II Begm' nmg S27034'41 .w _lost.' 2018-5913
ujA j,� 19.63'r' !Y P.P.R.D.C.T.
03
r �
I1 VL
O
1,1 - -
CS Kinross Lake
Porkwoy, L1.C. Il -
(tract 2) Utility Easement
lnst.• 2016-64107 ; �}� inst." D278014505
R.P.R.D.C.T. n C_R.T.C.T.
5'anitory Sewer Fsmt.
I Inst." 201$-5914
R.P.R,D C T. , r�
❑ - 29° 11' 26" �� S30° 14'43"W
R - 517.88' a�^"' 50.34' HW 2421 LAND, L .P.
LC- N42,io, 23" //I,'� INST.# 2009-55583
261.00' R.P_R.D.C.T.
i! / �y`°.
Westlake RCetod
Assoc.. LTD
Inst.s 1998-118649! �Q � o
R.P.R.D.C.T. ; �`
17.62' 1 / S440 49'03"W
! 26.03' tE o r
"'0 S48 3840W 4 Q
� i
/� ISRIDGFS
-'S63° 35'39"W ... .,..4 �a �.
i! 52.92' G PY E�
a ! ° °
i Jj
Exhibit of a
n
Pedestrian Access Easement
P E LOTO N Situoted in the J. Sutton Survey, Abs[roct Nwmber 1154,
Town of Westlake, Denton County, Texas
lAHC SQL471GHS ACF7548
SW vo4a wOMpsARKA a ?KAS17 see ssfl ]dB#HWA1�D13 DRAWN 6Y: D.Freenlon CHECKED BY:T.Bridges DATE: D7•D8 19 PAGE#2 of 2
G+1JOH\1•W Ai p1 -C7R_WpSSlpke_1n}rp\ �r1 psrm Mls\YWAi6R1 _ 6.61;n DOmdt :I11:IQQt9 -i2=4C Py
PEDESTRIAN ACCESS EASEMENT
This PEDESTRIAN ACCE S EASEMENT AGREEMENT (this "Agreement") is
entered into as of the _J_ day of 2019, between Westlake Retail Associates,
Ltd., a Texas limited partnership ("Grantor"), and the Town of Westlake, Texas, a municipal
corporation of Tarrant and Denton Counties, Texas ("Grantee").
For and in consideration of$10.00 and other good and valuable consideration, the receipt
and sufficiency of which are hereby acknowledged, and in consideration of the mutual covenants
contained herein. Grantor and Grantee agree as follows:
1. Grant of Easement. Subject to the terms and conditions of this Agreement,
Grantor hereby grants and conveys to Grantee an easement (the "Easement") over, under and
across the property described in Exhibit "A" attached hereto (the "Easement Tract"). This grant
and conveyance is made subject to all matters of record affecting the Easement Tract as of the
date shown above.
2. Purpose of Easement. The Easement shall only be used for the purpose of
providing public pedestrian and non-motorized vehicle ingress and egress to all property that is
adjacent to the Easement Tract.
3, Permitted Assignment. Except as provided in this Paragraph 3, Grantee shall
not convey, transfer, ,pledge, encumber or assign any of its rights under this Agreement without
the prior written consent of Grantor. Notwithstanding the foregoing, however, Grantee may
assign all or any of its rights under this Agreement without the consent of Grantor provided that
all of the following conditions are satisfied: (a) the assignee must be an entity acceptable to
Grantor; (b) Grantee must give written notice of the assignment and franchise to Grantor; and (c)
Grantee must deliver to Grantor a written agreement signed by the assignee in which the
assignee agrees to be bound by all the terms and conditions of this Agreement. Any purported
assignment that does not satisfy all of the foregoing conditions shall be void. Any pennitted
assignee of the rights of Grantee pursuant to this Paragraph 3 shaIl hereinafter be referred to as a
"Permitted Assignee." Grantor shall have the right to assign the Easement and this Agreement
without the consent of Grantee or any Permitted Assignee; provided, however, such
assignment(s) shall be limited to assignees that own fee simple title to the property burdened by
the Easement.
4. Other Easements. Grantor reserves the right to grant other rights and easements
across, over or under the Easement Tract to such other persons as Grantor deems proper,
provided such other grants do not interfere with the use of the Easement by Grantee for the
purposes set forth herein.
5. Relocation. Grantor reserves the right, at Grantor's expense, to relocate the
Easement or any of the Permitted Facilities (to locations inside or outside of the Easement Tract)
provided Grantor executes and delivers to Grantee an easement agreement in the same form as
this Agreement for the new location.
6. Repairs. Grantee shall repair any damage to the Easement Tract and surrounding
property (including any improvements located thereon) resulting from Grantee's use thereof.
7. Prohibited Substances. Grantee shall not use the Easement Tract in a manner
which violates any federal, state, or local law, regulation, rule or ordinance or which constitutes a
public or private nuisance. Except for the normal use of fuels and lubricants (but excluding the
Page I
storage of any such fuels or lubricants), Grantee shall not locate, place, generate, store,
manufacture, use or dispose of on or about the Easement Tract any chemical, pollutant, toxic
substance, hazardous material, waste or other substance that is the subject of any federal, state or
local law, regulation, rule or ordinance pertaining to public health, safety or to the protection or
conservation of the environment.
8. Intentionally Deleted.
9. Notices. All notices given pursuant to or in connection with this Agreement shall
be in writing and shall be effective when deposited in the U.S, mail, postage prepaid, certified or
registered delivery with return receipt requested or, if delivered by some other manner, when
actually received, Notices to the parties shall be addressed as follows:
To Grantor: Westlake Retail Associates, Ltd,
9800 HiIlwood Parkway, Suite 300
Fort Worth, TX 76177
Attention: L. Russell Laughlin
To Grantee: Town of Westlake,Texas
3 Village Circle, Suite 207
Westlake, TX 76262
Attention: Town Manager
From time: to time a party may designate a new address for the purpose of receiving
notices hereunder by giving notice of its new address to the other party in the manner provided
above.
10, Limitation on Liability. Grantee shall only be liable under this Agreement for
the acts, omissions, and breaches of Grantee and its officers, employees, duly authorized agents,
duty authorized representatives, contractors, and subcontractors. Each Permitted Assignee shall
only be liable under this Agreement for the acts, omissions, and breaches of its directors,
officers, employees, agents, representatives, contractors, and subcontractors. For purposes of
this paragraph, a Permitted Assignee shall not be deemed to be a contractor of Grantee solely
because (i) such Permitted Assignee holds a public utility franchise from Grantee; (ii) Grantee
participates in the cost of Permitted Facilities to be installed or constructed by such Permitted
Assignee under contracts to be awarded by such Permitted Assignee; or (iii) Grantee approves
plans and specifications for Pennitted Facilities to be installed or constructed by such Permitted
Assignee under contracts to be awarded by such Permitted Assignee.
11. Parties Bound. The rights, duties and obligations created by this Agreement
shall constitute covenants running with the land, shall be binding on all subsequent owners of fee
simple title in and to the Easement Tract, and shall be binding upon and inure to the benefit of
Grantor, Grantee and their respective assignees as permitted by Paragraph 3 hereof.
12. Termination of Easement. The Easement shall automatically terminate upon
dedication of the Easement Tract (as evidenced by recordation of a dedication instrument by the
Town of Westlake), or if the Easement Tract is not used for the purposes contained herein for a
period of two years.
TO HAVE AND TO HOLD the above-described premises, together with all and
singular, the rights and appurtenances thereto in anywise belonging, unto Grantee, its successors
and permitted assigns, forever, Grantor does hereby bind itself, its successors and assigns, to
warrant and forever defend, all and singular, the said premises, subject to all matters now of
Page I
record affecting said premises, unto Grantee, its successors and permitted assigns, against every
person whomsoever lawfully claiming or to claim the same or any part thereof, by, through or
under Grantor,but not otherwise.
EXECUTED to be effective as of the date first written above.
GRANTOR: Westlake Retail Associates, Ltd.,
a Texas limited partnership
By: HW WRA GP, LLC,
a Texas limited liability company,
its general partner
Name: I n
Title i y L tc
ACKNOWLEDGEMENT
STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on , 2019, by L. Russell
Laughlin, Executive Vice President of HWWRA GP, LLC, a Texas limited liability company, on
behalf of said limited liability company, in its capacity as general partner of Westlake Retail
Associates, Ltd., a Texas limited partnership, on behalf of said limited partnership.
Pub4ic,State of Texas
Notary Public State of as
o; Notary o-17.2023 '
Comm.ExP+"I 1
'�''•' �• �
Notary yp 1247t7S8t
--
Page 3
ACCEPTED ON THE TERMS AND
CONDITIONS CONTAINED HEREIN:
Grantee: Town of Westlake
By:
Town Manager
ATTEST:
APPROVED AS TO FORM:
Town Attorney
ACKNOWLEDGEMENT
THE STATE OF TEXAS §
COUNTY OF TARRANT §
This instrument was acknowledged before me on this day of
2019, by , the Town Manager of the Town of Westlake, Texas, a municipal
corporation, on behalf of the Town of Westlake, Texas_
Notary Public, State of Texas
GRANTEE'S ADDRESS: WITH COPY TO:
The Town of West]ake Westlake Retail Associates, Ltd,
3 Village Circle, Suite 207 9800 Hiliwood Parkway, Suite 300
Westlake, TX 76262 Fort Worth, Texas 76177
Attention: Town Manager Attention: L. Russell Laughlin
Page d
Description of a
Pedestrian Access Easement
BEING a tract of land situated in the Jesse Sutton Survey,Abstract Number 1154 and the
Richard Eads Survey,Abstract Number 393,Town of Westlake, Denton County, Texas and
being a portion of that tract of land described by deed to Westlake Retail Associates,LTD.,
recorded in Instrument Number 98-RO 118649, Real Property Records, Denton County,Texas
and being more particularly described by metes and bounds as follows:
COMMENCING at a Texas Department of Transportation monument found at the northeast
corner of said Westlake Retail Associates tract, being the northwest corner of that tract(Tract 2)
of land described by deed to CS Kinross Lake Parkway, LLC., recorded in Instrument Number
2016-64107, said Real Property Records and being in the south right-of-way 1 inc of State
Highway 114 (a variable width right-of-way);
THENCE S 00011'03"E, 575.57 feet, with the east line of said Westlake Retail Associates tract
and the west line of said Tract 2 to the POINT OF BEGINNING;
THENCE S 00011'03"E, 6.12 feet,continuing with said common line to a 5/8 inch iron rod with
plastic cap stamped "PELOTON"found at an ell corner of said Westlake Retail Associates tract,
being the south corner of said Tract 2,the beginning of a non-tangent curve to the right;
THENCE departing said common line over and across said Westlake Retail Associates tract the
following courses and distances:
With said non-tangent curve to the right,an arc distance of 83.30 feet, through a central
angle of 11'34'24",having a radius of 412.38 feet,the long chord which bears
S 84012'37"W, 83.15 feet,to a 5/8 inch iron rod'with plastic cap stamped "PELOTON"
found;
S 89°59'49"W, 1513.64 feet,to a 5/8 inch iron rod with plastic cap stamped
"PELOTON"found at the beginning of a curve to the left;
With said curve to the left, an arc distance of 1304.10 feet, through a central angle of
56°49'15", having a radius of 1315.00 feet,the long chord which bears S 61°35'1253W,
1251.31 feet, to a 5/8 inch iron rod with plastic cap stamped"PELOTON" found;
S 33°10'34"W, 369.74 feet;
N 56049'26"W, 6.00 feet;
N 33010'34"E,369.74 feet, to the beginning of a curve to the right;
Peloton Job No.HWA16013 Tracking No.ACF#7549
Westlake October 04,2019
QUOMWA 16013_CTR_WESTLAKE_INFRA\SUR1EASEMENTSILEGALSIHWA16013_EA27.DOCX Page I of 6
With said curve to the right, an arc distance of 1310.05 feet,through a central angle of
56'49'15",having a radius of 1321.00 feet,the long chord which. bears N 61°35,12"E,
1257.02 feet;
N 89059'49"E, 1513.64 feet,to the beginning of a curve to the left;
THENCE with said curve to the Ieft, an arc distance of 83.29 feet, through a central angle of
11'44'37", having a radius of 406.38 feet, the long chord which bears N 84107'31"E, 83.15 feet
to the Point of Beginning and containing 19,643 square feet or 0.451 acres of land more or less.
"Integral parts of this document"
1.Description
2.Exhibit
Peloton Job No.HWA 16013 Tracking No.ACF#7549
Westlake October 04,2019
G:VOBIHWA]6013_CTR WESTLAKE_INFRAISURIEASEMENTSILEGALSIHWA16013_EA27.DOCX Page 2of6
Basis of Bearing is the Texas Coordinate System CO T
North Central Zone 4207,NAD 83 _Mariument �e
a ac
IRF • Iron Rod Found Io ¢ w .
Point of 1 S Yor,4b1� J�h
���o Wid(h ay��
Cormmencing I 31�7p 2r r`9''r ❑r_ �
,,,5 wd,, 6 100 200
o
DOT
GRAPHIC SCALE IN FEET � s
I p ••integral ports c l this d❑current"on
a
1 1.Description - 2 rages rj
2. Exhibit 4 Pages
1 S
� c"
CS Kirrass Lake I —f L
Parkway.LLC �j ce n
llrpel2J z
Q r"- Insl.•2016-64107
'" RPR11C.1 II
WESTLAKE RETAIL
j ASSOCIATES, LTD. m
INS7. 98-RO118649 { �1
`` R.P.R.D.C.T. M Ij HW 2421 Lava,LP o
G, I II !NS T 4 2009.55583 z
II` ❑ - 110 44' 37,, 01 !
R = 406.38' Ln I r I ����
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p7 0.45t Acres c
.64'
U� J SO6° 11'Q3"E z ?
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❑ - 110 34' 24" I �•-^ ,
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R = 412.38' �• 0 a
L - 83.30` ---- Exhibit of a
l LC- S84" 12' 37"W - o
-- - - - - w � ��
83.15' Pedestrian Access Easement z ° v
f CS Xfr ass Lake Parhvay.LLC
11racl 11 Situated in the Jesse Sutton Surrey, Abstract Number 1154, #
Inst=2016.649T and the Richard Eads Survey, Abstract Number 393,
RPR.Oc.r. Town of Westtake, Denton County, Texas.
TBPLS Firrn_Req No. 10177700 Copyright Copyrighto 2019 Peloton Land Solutions,Inc.
Basis of Bearing is the Texas Coordinate System
North Central Zone 4202,NAD 83 LL v n
U 4L
IRF - Iran Rod Found ¢ LU
7��,� 0 100 200 q
t r�L c
GRAPHIC SCALE IN FEET 'ed n
�Z��9B t9Z 'integral ports of this document" ¢
1III`" 1, Description - 2 Pages ❑
b� WESTLAKE RETAIL ASSOCIATES, LTD. 2.Exhibit - 4 Pages
1NST.0 98-RO118649
m
R-P.R.O.C.T.
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1513.6 4'
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Exhibit of a
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Pedestrian Access Easement a
ig
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Situated in the Jesse Sutton Survey, Abstract Number 1154,
and the Richard Eads Survey, Abstract Number 393, s
Town of Westlake, Denton County, Texas. =-r N
TBPLS Firm Re No. 10177700 Copyright 2019 Pelolon Land Solutions,Inc. �'T4 �
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North Central tone 4202,NAQ 83 r-
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Q lOQ 200 WESTLAKE RETAIL ASSOCIATES, LTD.
INST.4, 98-RO118649
GRAPHIC SCALE IN FEET R-P.R-D.C.T. N890 59'49"E -
"Integral ports of this document" 1513- 4 4 m
1. Description - 2 Pages a
2.Exhibit - 4 Pages (1)
o
IRF �m
� u �
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❑ - 560 49' 15"
0,451 ACres R 1315.00' r
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Exhibit of a It-11
J P ♦ti'i
Pedestrian Access Easement w
Situated in the Jesse Sutton Survey, Abstract Number 1154, L1 f and the Richard Eads Survey, Abstract Number 393, $�z
Town of Westlake, Denton County, Texas. ` .
TBPLS Firm Res Na. 10177700 Cop ri ht 2019 Pelaton Land Solutions.Inc. t`'
H
b Basis of Bearing is the Texas Coordinate System
n North Central Zone 42C2,NAD 63at
ch s�• IRF • Iron Rod Found
° ' o 100 200
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� GRAPHIC SCAE-E ��l FEET
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f "Integro[ports of this document"
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2.Exhibit - 4 Pages
6 - 560 49' 15" a �
R - 1321.00' ,r
L . 1.310.05'
LC- N610 35' 12"E J,���
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WESTLAKE RETAIL
ASSOCIATES, LTD.
INST.* 98-RO118649
R.P.R.D.C.T.
N CS A'lr,'Oss Lake Fprhray,tL0
� +'tract IJ
rnS4•M16-6,4107
RPROC.T.
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ott
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O
N Exhibit of a
Pedestrian Access Easement
' 1i Situated in the Jesse Sutton Survey, Abstract Number 1154.
l-
E LO + V N and the Richard Ends Survey, Abstract Number 393,
II� LAND SOLUTION$ Town of Westlake, Denton County, Texas. AGF 7549
11 9800 HILLw000 PARKWAY.SVFE 250 JOB�HWA16013 DRAWN 8Y; p-Freeman CHECKED BY:T.Brid es t]A7E: a7-o8.79 PAGE 0 6 of 6
FORT(NORTH.TEXAS 7B177 M-1 17S52.3 11 9
G-1JOB 1,HW Also -C I R-Wes poke slieel al 57/1 I i4 &2
TOWN OF WESTLAKE
RESOLUTION NO. 20-09
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS
ACCPETING THE DEDICATION OF RIGHT-OF-WAY AND PEDESTRIAN ACCESS
EASEMENTS FOR SCHWAB WAY.
WHEREAS, Ordinance 747, adopting the 2015 Forging Westlake Comprehensive Plan,
was approved by the Town Council March 2, 2015; and
WHEREAS, the 2015 Forging Westlake Comprehensive Plan includes the Thoroughfare
Plan,which shows a future roadway where Schwab Way is currently located; and
WHEREAS, the Town Council approved Ordinance 870 on October 29, 2018, which
approved a PD concept plan providing for the alignment and construction of Schwab Way; and
WHEREAS, the Town Council finds 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: The Town Council of the Town of Westlake, Texas hereby accepts the
dedication of right-of-way for Schwab Way as described and depicted in the attached Exhibit"A".
SECTION 2: The Town Council of the Town of Westlake, Texas hereby accepts the
dedication of pedestrian access easements along Schwab Way as described and depicted in the
attached Exhibit`B".
SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid
by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions
hereof and the Council hereby determines that it would have adopted this Resolution without the
invalid provision.
SECTION 4: That this Resolution shall become effective from and after its date of
passage.
PASSED AND APPROVED ON THIS 24TH DAY OF FEBRUARY 2020.
Resolution 20-09
Page 1 of 3
ATTEST: Laura Wheat, Mayor
Todd Wood, Town Secretary Amanda DeGan, Town Manager
APPROVED AS TO FORM:
L. Stanton Lowry, Town Attorney
Resolution 20-09
Page 2 of 3
EXHIBITS
Dedication Deeds
Exhibit "A" - Schwab Way Right-of-Way Land Descriptions
Exhibit "B" - Schwab Right of Way (ROW) Easements Reserved
Schwab Right-of-Way(ROW) Pedestrian Access Easements
Resolution 20-09
Page 3 of 3
Westlake Town Council
TYPE OF ACTION T x E T D W N O F
WESTLAKE
Regular Meeting - Consent DISTINCTIVE BY DESIGN
Westlake Town Council Meeting
Monday, February 24, 2020
Topic: Consider approval of an Ordinance canceling the May 2, 2020,
General Election and declaring each unopposed candidate elected to
office.
STAFF CONTACT: Todd Wood, Town Secretary
Strategic Alignment
Vision, iPerspectiveemeOutcome
ObLective
Transparent/Integrity- Citizen,Student& Natural Oasis-Preserve& Increase CSS
driven Government Stakeholder Maintain a Perfect Blend of the Satisfaction
Community's Natural Beauty
StrateMic
Outside the Scope of Identified Strategic Initiatives
Time Line - Start Date: January 6, 2020 Completion Date: May 2, 2020
Funding Amount: $14,000 Status - ❑Not Funded Source - General Fund
EXECUTIVE SUMMARY(INCLUDING APPLICABLE ORGANIZATIONAL HISTORY)
The General Election for expiring terms is scheduled for May 2, 2020, for the election of one (1)
Mayor and two (2) Council Members for two(2)year terms. As of the filing deadline on February
14, 2020, there were no opposed candidates or propositions to appear on the ballot. In addition,
there were no write-in candidates as of the February 18, 2020 deadline. Pursuant to the Texas
Election Code, the Town may cancel the May General Election.
The first step in the process to cancel is acceptance of the certification of unopposed candidates
from the authority responsible for preparing the ballot.
Page 1 of 2
RECOMMENDATION
If the Town Council chooses to cancel the May 2, 2020 election, the following actions are
required:
1. Accept the Certification of Unopposed Candidates.
2. Approve Ordinance 907 canceling the May 2020 election.
ATTACHMENTS
Exhibit "A"- Certification of Unopposed Candidates
Ordinance 907 with Order of Cancellation attachments
Page 2 of 2
Prescribed by Secretary of Stale Exhibit "A"- Ordinance 907
Section 2.051—2.053,Texas Election Code
2/14
CERTIFICATION OF UNOPPOSED CANDIDATES FOR
OTHER POLITICAL SUBDIVISIONS (NOT COUNTY)
CERTWICAcON DE CANDIDATOS ONICOS
PARA OTRAS SUBDIVISIONES POLITICAS (NO EL CONDADO)
To: Presiding Officer of Governing Body
Al: Presidenle de la entidad gobernante
As the authority responsible for having the official ballot prepared, I hereby certify that
the following candidates are unopposed for election to office for the election scheduled to be
held on May 21 2020.
Como autoridad a cargo de lac preparacion de la boleta de votaci6n ofrcial,par la presente
certifico que los siguientes candidates son candidatos unicos para elecci6n pars un cargo en
la elecci6n que se llevara a cabo el 2 de Mayo del 2020.
List offices and names of candidates:
t ista de cargos y nombres de los candidalos:
Offices) Cargo(s) Candidate(s) Candidato(s)
Mayor Laura Wheat
Council Member Alesa Belvedere
Council Member Rajiv Trivedi
eno
.��Signature(Firma)
0.
Printed Name(Hombre en tetra de molde) y}
QW� �C 4rtiy "' .••.
Title(Puesto) X A$
211412020
Date of Signing (Fecha de firma)
(Seal) (Sella)
Exhibit 'A" - Ordinance 907
Page I of 2
CAP GIAV CHUNG NHAN MA OG C[x VltN
TOi. Chu tri can bo cua ca quan chu Yuan
La co' quan chiu trach nhiem ve viec co ba phieu chinh thine chuan bi, toi An xac
nhan rang cac u�ng Vie ho" du,o'c ma c cuo'c bau ci'r rep van phong cha cuoc bAu cir
du- kie"o sE dtroc to cha'c vao ogay 2 thArog 5 nAm 2020.
Danh sack cac van phung va ten errs cac fmg cu-vien:
Office(s) Candidate(s)
Thi tru&ng Laura Wheat
Hoi gong thanh vien Alesa Belvedere
,
Hoi gang ftknh vien Rajiv Trivedi
;,ZO4 4!--<
CKr ky
v_Waed T
In ten
x �p ,.
Tigu de"
Nggy ky
Exhibit "A"- Ordinance 907
Page 2 of 2
TOWN OF WESTLAKE
ORDINANCE NO. 907
AN ORDINANCE OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE,
TEXAS CANCELING THE MAY 2, 2020, GENERAL ELECTION AND DECLARING
EACH UNOPPOSED CANDIDATE ELECTED TO OFFICE; PROVIDING THAT THIS
ORDINANCE SHALL BE CUMULATIVE OF ALL ORDINANCES; PROVIDING A
SEVERABILITY CLAUSE AND PROVIDING AN EFFECTIVE DATE.
WHEREAS, the Town of Westlake, Texas, is a General Law municipality located in
Tarrant and Denton Counties, created in accordance with the provisions of the Local
Government Code and operating pursuant to the enabling legislation of the State of Texas; and
WHEREAS, in accordance with law a general election has been ordered for May 2,
2020, for the purpose of electing one (1) Mayor and two (2) Council Members to serve two (2)
year terms on the Town Council in the Town of Westlake; and
WHEREAS,no proposition is to appear on the ballot; and
WHEREAS, the Town Secretary has certified in writing that each candidate on the ballot
is unopposed for election to office and delivered this certification to the Town Council on
February 19, 2020; and
WHEREAS, the filing deadlines for placement on the ballot and declaration of write-in
candidacy have passed; and
WHEREAS, in these circumstances Chapter 2, Subchapter C of the Texas Election Code
authorizes a governing body to declare each unopposed candidate elected to office and cancel the
election.
NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE
TOWN OF WESTLAKE, TEXAS, THAT:
SECTION 1: The following candidates, who are unopposed in the May 2, 2020 general
election, are hereby declared elected to office, and shall be issued a certificate of election:
Laura Wheat Mayor
Alesa Belvedere Council Member
Rajiv Trivedi Council Member
SECTION 2: The Town secretary is directed to post a copy of the Order of Cancellation
attached as Exhibit "A", at each designated polling place on May 2, 2020.
Ordinance 907
Page 1 of 2
SECTION 3: This ordinance shall be cumulative of all provisions of ordinances of the
Town of Westlake, Texas, except where the provisions of this ordinance are in direct conflict
with the provisions of such ordinances, in which event the conflicting provisions of such
ordinances are hereby repealed.
SECTION 4: It is hereby declared to be the intention of the Town Council that the
phrases, clauses, sentences, paragraphs and sections of this ordinance are severable, and if any
phrase, clause, sentence, paragraph or section of this ordinance shall be declared unconstitutional
by the valid judgment or decree of any court of competent jurisdiction, such unconstitutionality
shall not affect any of the remaining phrases, clauses, sentences, paragraphs and sections of this
ordinance, since the same would have been enacted by the Town Council without the
incorporation in this ordinance of any such unconstitutional phrase, clause, sentence, paragraph
or section.
SECTION 5: This ordinance shall be in full force and effect from and after its passage,
and it is so ordained.
PASSED AND APPROVED BY THE TOWN COUNCIL OF THE TOWN OF
WESTLAKE, TEXAS, ON THIS 24th DAY OF FEBRUARY 2020.
ATTEST: Laura Wheat, Mayor
Todd Wood, Town Secretary Amanda DeGan, Town Manager
APPROVED AS TO FORM:
L. Stanton Lowry, Town Attorney
Ordinance 907
Page 2 of 2
ORDER OF CANCELLATION
ORDEN DE CANCELACION
The Town of Westlake hereby cancels the election scheduled to be held on(official name
of governing body)
May 2, 2020 in accordance with Section 2.053(a)of the Texas(date on which
election was scheduled to be held)
Election Code. The following candidates have been certified as unopposed and are hereby elected as
follows:
El Town of Westlake por la presente cancela la eleccion que, de to contrario,
(nombre official de la entidad gobernante)
se hubiera celebrado el May 2, 2020, de conformidad, con la Seccion 2.053(a)
(fecha en que se hubiera celebrado la eleccion)
del Codigo de Elecciones de Texas. Los siguientes candidatos han sido certificados como candidatos
unicos y por la presente quedan elegidos como se haya indicado a continuacion:
Office Sought (Cargo al que presenta candidatura) Candidate (Candidato)
Mayor Laura Wheat
Council Member Alesa Belvedere
Council Member Rajiv Trivedi
A copy of this order will be posted on Election Day at each polling place that would have been used in
the election.El Dia de las Elecciones se exhibirk una copia de esta orden en todas las mesas electorales
que se hubieran utilizado en la eleccion.
President (Presidente)
Secretary(secretario)
Date of adoption (Fecha de adopcion)
(seal) (sello)
Ordinance 907
Page 1 of 2
LENH HUY BO
Thi xa Westlake huong huy bo cac cuoc bau cir du kien se duoc to chirc vao ngay 2 thang 5 nam 2020,
phii hop vai phan 2.053(a) cua luat bau cir Texas. Cac ung vien da chimg nhan la unopposed va huong
duoc bau lam nhu sau:
Van phong tim kiem fmg vien
Tong thong Laura Wheat
Hoi dong thanh vien Alesa Belvedere
Hoi dong thanh vien Rajiv Trivedi
Mot ban sao cua lenh nay se dugc gang vao ngay bau cu tai moi dia diem phong phieu nao da dugc sir
dung trong cuoc bau cir.
Tong thong
Thu ky
Ngay nhan con nuoi
Ordinance 907
Page 2 of 2
Westlake Town Council
TYPE OF ACTION T x E T D W N O F
WESTLAKE
Regular Meeting - Action Item DISTINCTIVE BY DESIGN
Westlake Town Counil Meeting
Monday, February 24, 2020
Topic: Conduct a public hearing and consider a Resolution approving a
Preliminary Site Evaluation for Parish Lane.
STAFF CONTACT: Ron Ruthven, Planning and Development Director
Strategic Alignment
Vision,Value,Mission Perspective Strate2ic Theme&Results Outcome
ObLective
High Quality Planning, Design &
Planned/Responsible Citizen, Student& Development-We are a desirable well preserve Desirability
Development Stakeholder planned,high-quality community that &Quality of Life
is distinguished by exemplary design
standards.
Time Line-Start Date: February 24, 2020 Completion Date: February 24,2020
Funding Amount: N/A Status - N/A Source-N/A
Contract: No Forms: N/A
EXECUTIVE SUMMARY(INCLUDING APPLICABLE ORGANIZATIONAL HISTORY)
170 Retail Associates, Ltd., is requesting a preliminary site evaluation as the first step in
constructing an approximate 1,400 foot extension of Parish Lane between State Highway 170 and
the City of Roanoke/Town of Westlake corporate boundary. The proposed preliminary site
evaluation contains only proposed roadway right-of-way and does not include the adjacent
property. Following approval of the preliminary site evaluation, the developer will bring forward
a final plat depicting the final roadway right-of-way dimensions.
The property is zoned Planned Development District 3, Planning Area 9 (PD3-9). The proposed
roadway alignment shown in the preliminary site evaluation complies with the approved PD3-9
Concept Plan. The proposed roadway right-of-way shown on the preliminary site evaluation
generally complies with the right-of-way requirements of the zoning(134 foot width)as the width
Page 1 of 2
is reduced as the roadway approached Roanoke in order to match the Parish Lane right-of-way in
Roanoke. However, upon development of the adjacent properties, additional right-of-way
dedication may be required.
SUMMARY AND RECOMMENDATION
Staff recommends approval. The final plat will include the final right-of-way dimensions in
accordance with the PD3-9 regulations and Comprehensive Plan.
ATTACHMENTS
Resolution 20-10
Exhibit"A"—Parish Lane Preliminary Site Evaluation
Page 2 of 2
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DATE OCTOBER, 2019 9800 HILLWOOD PARKWAY 9800 HILLWOOD PARKWAY I�III LAN D SOLUTIONS BEING A 3.9 ACRE TRACT OF LAND LOCATED IN THE J. GIBBON a,
DATE REVISIONS o 150' Sao' 45o' SUITE 300 SUITE 300
FORT WORTH, TEXAS 76177 FORT WORTH, TEXAS 76177 9800 HILLWOOD PARKWAY SURVERY, ABSTRACT NUMBER 493;
SUITE 250 SITUATED IN THE TOWN OF WESTLAKE, DENTON COUNTY, TEXASCD
Q
o GRAPHIC SCALE FORT WORTH, TX 76177 =
PHONE: 817-562-3350 0
TOWN OF WESTLAKE
RESOLUTION NO. 20-10
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS
APPROVING A PRELIMINARY SITE EVALUATION FOR PARISH LANE
WHEREAS, the Planning and Zoning Commission held a public on February 24, 2020
and voted unanimously to recommend approval of the preliminary site evaluation; and,
WHEREAS, the Town Council finds 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 of Westlake Town Council of Westlake, Texas, after
considering the recommendation for approval from the Planning and Zoning Commission on
February 24, 2020, does hereby approve the plat as found in the attached document as Exhibit
"A,
SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid
by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions
hereof and the Council hereby determines that it would have adopted this Resolution without the
invalid provision.
SECTION 4: That this resolution shall become effective from and after its date of
passage.
PASSED AND APPROVED ON THIS 24TH DAY OF FEBRUARY 2020.
ATTEST: Laura Wheat, Mayor
Todd Wood, Town Secretary Amanda DeGan, Town Manager
APPROVED AS TO FORM:
L. Stanton Lowry, Town Attorney
Resolution 20-10
Page 1 of 2
EXHIBITS
EXHIBIT A Parish Lane Preliminary Site Evaluation
Resolution 20-10
Page 2 of 2
Town Council
Item # 5 — Executive
Session
EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations (1) to
discuss or deliberate regarding commercial or financial information that the
governmental body has received from a business prospect that the governmental body
seeks to have locate, stay, or expand in or near the territory of the governmental body
and with which the governmental body is conducting economic development
negotiations; or (2) to deliberate the offer of a financial or other incentive to a
business prospect described by Subdivision (1) for the following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters — to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or
employee:
- Town Manager evaluation
c. Section 551.071(2) — Consultation with City Attorney on a matter in which the duty of
the attorney to the governmental body under the Texas Disciplinary Rules of
Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development Corporation
Concerning the Design Engineering and Construction of the West Side Pump Station
and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney — to seek advice of counsel on matters
in which the duty of the Town Attorney under the Texas Disciplinary Rules of
Professional Conduct of the State Bar of Texas clearly conflicts with Chapter 551 of the
Texas Government Code - FM 1938 access for proposed Southlake development.
e. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other legal
matters not related directly to litigation or settlement. Pending or contemplated
litigation and settlement offers include but are not limited to the following: Cause No.
236-304811-18 - Builder Recovery Services, LLC v The Town of Westlake.
f. Section 552.072 Deliberation Regarding the purchase, sale, lease, or exchange of real
property regarding Highway 114 easements at Lot 1R1-1, Block 2 of the
Westlake/Southlake Park Addition No. 1 to the Town of Westlake in Tarrant County,
Texas.
Town Council
Item # 6 — Reconvene
Council Meeting
Town Council
Item # 7 — Necessary Action
NECESSARY ACTION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087 Deliberation Regarding Economic Development Negotiations
(1) to discuss or deliberate regarding commercial or financial information that
the governmental body has received from a business prospect that the
governmental body seeks to have locate, stay, or expand in or near the territory
of the governmental body and with which the governmental body is conducting
economic development negotiations; or (2) to deliberate the offer of a financial
or other incentive to a business prospect described by Subdivision (1) for the
following:
- Entrada
- Front 44
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters —to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee:
- Town Manager evaluation
c. Section 551.071(2) — Consultation with City Attorney on a matter in which the
duty of the attorney to the governmental body under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with this
chapter: Resolution No. 00-19, a Contract with Hillwood Development
Corporation Concerning the Design Engineering and Construction of the West
Side Pump Station and the Dove Road Waterline.
d. Section 551.071(2) Consultation with Attorney — to seek advice of counsel on
matters in which the duty of the Town Attorney under the Texas Disciplinary
Rules of Professional Conduct of the State Bar of Texas clearly conflicts with
Chapter 551 of the Texas Government Code - FM 1938 access for proposed
Southlake development.
e. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other
legal matters not related directly to litigation or settlement. Pending or
contemplated litigation and settlement offers include but are not limited to the
following: Cause No. 236-304811-18 - Builder Recovery Services, LLC v The
Town of Westlake.
f. Section 552.072 Deliberation Regarding the purchase, sale, lease, or exchange of
real property regarding Highway 114 easements at Lot 1R1-1, Block 2 of the
Westlake/Southlake Park Addition No. 1 to the Town of Westlake in Tarrant
County, Texas.
Town Council
Item # 8 — Future Agenda
Items
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
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.
Town Council
Item # 9 — Council Recap /
Staff Direction
COUNCIL RECAP / STAFF DIRECTION
Town Council
Item # 10 — Adjournment
Regular Session