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HomeMy WebLinkAbout04-25-2022 Agenda Packet r4 T n r i u w N O F WESTLAKE TOWN COUNCIL AGENDA TOWN COUNCIL & WESTLAKE ACADEMY 1500 SOLANA BLVD, BUILDING 7, SUITE 7100, COUNCIL CHAMBER WESTLAKE, TX 76262 April 25, 2022 5:00 P.M. REGULAR MEETING The Town Council of the Town of Westlake serves as the governing Board for Westlake Academy. This agenda may contain both municipal and Westlake Academy items, which will be clearly identified. The open portion of the meeting will begin at 5:00 p.m. on Monday, April 25, 2022. In order to advance the public health goal of promoting "social distancing" to slow the spread of the Coronavirus (COVID-19), there will be limited public access to the physical location described above. A recording of this meeting will be made and will be available to the public in accordance with the Open Meetings Act. 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. Mission Statement Westlake is a unique community blending preservation of our natural environment and viewscapes, while serving our residents with superior municipal and academic services that are accessible, efficient, cost-effective, and transparent. 1. CALL TO ORDER 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees 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. 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. S. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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. TC/BOT Agenda - 04/25/2022 Page 1 of 3 a. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 12-13-2021. b. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 01-19-2022. c. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 01-24-2022 d. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 02-07-2022 e. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 04-04-2022 f. Municipal Services: Consider approval of Resolution 22-19 authorizing the Town Manager to execute an Interlocal Agreement with the City of Plano for cooperative purchasing. g. Consider approval of Resolution 22-20 authorizing participation in the Opioid Settlement Negotiated by the Texas Attorney General. h. Consider approval of Resolution 22-21 authorizing the Town Manager to amend the 2017 office lease agreement with BRE Solana, LLC, now SOL Westlake, LP in regards to parking and signage. i. Westlake Academy: Consider approval of Resolution WA-22-04, adding French Language Immersion Trip to Canada to Westlake Academy's Residential Trip Program. j. Westlake Academy: Consider approval of Resolution WA-22-05 authorizing the Town Manager/Superintendent to execute an Interlocal Agreement with the Education Service Center Region 11 for the Employee Benefits Cooperative Program for Academic staff. 6. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) There will be no separate discussion unless a Town Council Member requests that report be removed and considered separately a. Municipal Quarterly Financial Dashboard and Analysis for the quarter ended March 31, 2022. b. Westlake Academy Residential Trip Program. MUNICIPAL SERVICES 7. Conduct a Public Hearing and consider approval of Ordinance 946, an ordinance approving the Town's participation in the Texas Enterprise Zone program and nominating Charles Schwab & CO., Inc. to the Office of the Governor Economic & Tourism through the Economic Development Bank as an Enterprise Project. 8. Conduct a Public Hearing and approve Resolution 22-22, approving a Final Plat for the Vaquero Golf Club Addition. 9. Update and discussion regarding a Cost Recovery and Fiscal Impact Tool to be utilized for the review of proposed development requests. 10. Discussion of Community Engagement Opportunities for Town Boards and Committees: Focus on the Planning and Zoning Commission. 11. Presentation and Discussion on Term Limits for Town Council Positions. 12. Update from Entrada architect regarding current and future projects. TC/BOT Agenda — 04/25/2022 Page 2 of 3 WESTLAKE ACADEMY No items scheduled for this meeting 13.000NCIL RECAP/STAFF DIRECTION. 14.FUTURE AGENDA ITEMS: These items have been discussed by Town Council and scheduled to be placed on future Council Agendas allowing for adequate time for staff preparation on the agenda item. Future Agenda Items to be discussed: a. No items are scheduled for this meeting Future Agenda Items Already Discussed and Scheduled: a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/20) ➢ Scheduled to be placed on agenda in May (1119122) b. Social media policy as it relates to bullying. (Wheat 11/15/21) ➢ Scheduled for Fall 2022 agenda (1124122) c. Social media education policy for K-12. (Wheat 11/15/21) ➢ Scheduled for Fall 2022 agenda (1124122) d. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) ➢ Scheduled for May 2022 agenda (1119122) e. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. (White 12/13/21) ➢ Scheduled for April 2022 agenda f. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). g . Scheduled for August 2022 agenda h. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) ➢ Scheduled April 2022 agenda (1124122) 15.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 551.07187 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, April 22, 2022, by 5:00 p.m. under the Open Meetings Act, Chapter 551 of the Texas Government Code. Mary J. Kay r, terim T n 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. TC/BOT Agenda — 04/25/2022 Page 3 of 3 Town Council/Board of Trustees Item # 2 — Pledge of Allegiance United States Pledge 'I pledge allegiance to the flag of the United States of America, and to the republic for which it stands, one nation under God, indivisible, with liberty and justice for all. " Texas Pledge "Honor the Texas flag; I pledge allegiance to the, Texas, one state under God, one and indivisible. " Town Council/Board of Trustees Item #3 — Citizen Comments CITIZEN COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council or Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council or Board of Trustees will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. ITEMS OF COMMUNITY INTEREST: Town Council/Board of Trustees Reports on Items of Community Interest, pursuant to Texas Government Code Section 551.0415, the Town Council/ Board of Trustees 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. Calendar of Meetings/Events: Town Council Meeting* Monday, April 25, 2022; 5:00 pm Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100 Early Voting Begins Monday, April 25, 2022 Election Day May 7, 2022 Planning & Zoning Meeting* Monday, May 9, 2022; 5:00 pm Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100 Town Council Meeting/Special meeting to Canvas* Monday, May 16, 2022; 5:00 pm Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100 Town Council Meeting* Monday, May 23, 2022; 5:00 pm Westlake Town Hall, Solana Terrace-Bldg.7, Suite 7100 Last Day of School/Westlake Academy Thursday, May 26, 2022 Town of Westlake/Municipal Court Closed for Memorial Day Monday, May 30, 2022 Town Council/Board of Trustees Item # 4 — Items of Community Interest *Reminder. Agendas for all municipal/academic meetings are posted a minim um of72 hours before the meeting begins and can be found on our Town s website under the tab "Government/Agendas & Minutes. " **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/Board of Trustees Item # 5 — 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 Joint Town Council/Board of Trustees meeting minutes from 12-13- 2021. b. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 01-19- 2022. C. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 01-24- 2022 d. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 02-07- 2022 e. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from 04-04- 2022 f. Municipal Services: Consider approval of Resolution 22-19 authorizing the Town Manager to execute an Interlocal Agreement with the City of Plano for cooperative purchasing. g. Consider approval of Resolution 22-20 authorizing participation in the Opioid Settlement Negotiated by the Texas Attorney General h. Consider approval of Resolution 22-21 authorizing the Town Manager to amend the 2017 office lease agreement with BRE Solana, LLC, now SOL Westlake, LP in regards to parking and signage i. Westlake Academy: Consider approval of Resolution WA-22-04, adding French Language Immersion Trip to Canada to Westlake Academy's Residential Trip Program. j. Westlake Academy: Consider approval of Resolution WA-22-05 authorizing the Town Manager/Superintendent to execute an Interlocal Agreement with the Education Service Center Region 11 for the Employee Benefits Cooperative Program for Academic staff. T H E T 0 W H O F WESTLAKE MINUTES OF THE JOINT TOWN OF WESTLAKE TOWN COUNCIL AND WESTLAKE ACADEMY BOARD OF TRUSTEES MEETING December 13, 2021 PRESENT: Mayor/President Laura Wheat and Council/Board of Trustee Members Chandrika Dasgupta, Alesa Belvedere, Carol Langdon, Rajiv Trivedi, and Anna White. ABSENT: OTHERS PRESENT: Town Manager/Superintendent Amanda DeGan, Deputy Town Manager, Noah Simon, Assistant Town Manager, Jarrod Greenwood, and Town Attorney Stan Lowry. Executive Session Motion was made by Council Member Trivedi and second Council Member Langdon to approve a pay raise of 10% for the Town Manager effective January 1, 2022. Motion passed 5-0. Regular Session 1. CALL TO ORDER The regular meeting was called to order at 6:40 pm by Mayor/President Laura Wheat. 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Steven Bernard addressed the Council/Board on his opposition to the hosting of a vaccine clinic at Westlake Academy. TC/BOT Minutes—12/13/2021 Page 1 of 5 4. 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. Director of Community Engagement, Jon Sasser provided an update on upcoming and recent events and activities in Westlake: Westlake Academy Closed for the holidays — December 20 — January 4 Town Hall and Municipal Court Closed for the holidays — December 14, 27 and 31 Recycling Drop off January 8, 2022, at loam Coffee and Conversation January 10, 2022, 8-9:30am at Sip Stir Coffee S. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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 Resolution 21-46, approving the 2022 Meeting calendar. b. Consider approval of Resolution 21-47, authorizing the Town Manager to execute a lease with Southwestern Bell Telephone Company d/b/a AT&T Texas, to utilize Town owned telecommunications conduit (duct bank) to serve the Knolls residential development. c. Consider approval of Resolution 21-48, authorizing the addition of Juneteenth as an officially recognized holiday, and its inclusion in the Town of Westlake Personnel Manual. d. Consider approval of Resolution 21-49, appointing a member to the Westlake Academy Foundation Board of Directors. e. Consider approval of WA Resolution WA 21-28, Approving Updates to Special Education Evaluation Procedures. f. Consider approval of Resolution 21-50, approving the design guidelines for Aspen Ranch. Motion was made by Council Member Belvedere and second by Council Member White to approve Items 5a, 5b, 5c, 5d, 5e, and 5f on the Consent Agenda. Motion passed 5-0. 6. CONSIDER APPROVAL OF RESOLUTION WA 21-29, APPROVING THE FY 2020-2021 ANNUAL AUDIT REPORT FROM WEAVER AND TIDWELL, L.L.P. John DeBurro with Weaver and Tidwell, L.L.P., presented the audit report. Motion was made by Council Member Langdon and second by Council Member Trivedi to approve Resolution WA 21-29, approving the FY 2020-2021 annual audit report form Weaver and Tidwell, L.L.P. Motion passed 5-0. TC/BOT Minutes—12/13/2021 Page 2 of 5 7. CONDUCT A PUBLIC HEARING TO DISCUSS CHARTER 2021 RATING BASED ON SCHOOL YEAR 2020-2021 DATA AND ANNUAL FINANCIAL MANAGEMENT REPORT. Marlene Rutledge, Academic Finance Manager, presented the Charter FIRST 2021 rating based on School Year 2019-2020 Data and Annual Financial Management Report. Mayor Wheat opened the Public Hearing on the Charter FIRST 2021 rating based on School Year 2019-2020 Data and Annual Financial Management Report. There being no one wishing to speak on the report the Public Hearing was closed. 8. PRESENTATION/DISCUSSION OF THE DRAFT QUESTIONS FOR THE RESIDENTIAL SURVEY, INCLUDING SPECIAL INTEREST QUESTION REGARDING THE ISSUANCE OF DEBT FOR FUTURE FACILITIES. Town Manager DeGan reviewed the draft of the residential survey questions based on previous discussions with the Town Council. Questions related to communications and facilities will be added. 9. CONSIDERATION OF RESOLUTION 21-51, APPROVING THE TOWN TO CAST ONE (1) VOTE FOR NOMINEES FOR THE DENTON CENTRAL APPRAISAL DISTRICT BOARD OF DIRECTORS AS ESTABLISHED BY THE PROPERTY TAX CODE. The Council took no action on this item. 10. CONSIDERATION OF RESOLUTION 21-52, APPROVING THE TOWN TO CAST (2) VOTES FOR NOMINEES FOR THE TARRANT APPRAISAL DISTRICT BOARD OF DIRECTORS AS ESTABLISHED BY THE PROPERTY TAX CODE. Motion was made by Council Member Trivedi and second by Council Member White to approve Resolution 21-52 casting Westlake's five (5) votes for Jim Griffin for the Tarrant Appraisal District Board of Directors. Motion passed 5-0. 11. PRESENTATION AND DISCUSSION REGARDING THE COUNCIL RELATIONS POLICY AND HOW CITIES ADDRESS ADMINISTRATIVE REQUESTS. Town Manager DeGan presented updates to the Governance and Ethics Policy to address future agenda requests, council inquiry, and/or workshop items. She also discussed adding workshop items to the agenda on a more regular basis. 12. EXECUTIVE SESSION: Executive Session was not needed. The Town Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. 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 TC/BOT Minutes—12/13/2021 Page 3of5 the Texas Government Code - FM 1938 access for proposed Southlake development. b. Section 551.071(2) — Consultation with Town 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. c. 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 d. Section 551.071(2) - Consultation with Attorney — to seek advice of counsel on matters of bankruptcy proceedings by the Texas Student Housing Authority. 13. RECONVENE MEETING. Not needed 14. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. Not needed 15. COUNCIL RECAP/STAFF DIRECTION. Survey questions will be updated as discussed Retool the facility questions on the survey Changes to the governance policy as discusses 16. FUTURE AGENDA ITEMS: Any Town Council/Board of Trustees Member may request at a workshop and or Town Council/Board of Trustees meeting, under "Future Agenda Item Requests", an agenda item for a future Town Council/Board of Trustees meeting. The Town Council/Board of Trustees Member making the request will contact the Town Manager/Superintendent with the requested item and the Town Manager/Superintendent will list it on the agenda. At the meeting, the requesting Town Council/Board of Trustees Member will explain the item, the need for Town Council/Board of Trustees discussion of the item, the item's relationship to the Town Council/Board of Trustees strategic priorities, and the amount of estimated staff time necessary to prepare for Town Council/Board of Trustees discussion. If the requesting Town Council/Board of Trustees Member receives a second, the Town Manager/Superintendent will place the item on the Town Council/Board of Trustees agenda calendar allowing for adequate time for staff preparation on the agenda item. a. Approved by Council for Discussion i. Historical Designations for various properties in Westlake (Mayor Wheat 5/24) ii.Quarterly HOA Board Meeting Discussions (Councilmember Dasgupta 8/23) iii Form a committee to explore finance options regarding building permanent buildings to replace the portables at Westlake Academy: options to build partnerships without Town's biggest stakeholders, so that the expense does not fall entirely on taxpayers. (Councilmember White 11/15) iv. Amend the Town Ordinance(s) such that the Executive Director of Westlake Academy is selected by a final approval by the Westlake Academy Board of Trustees. (Councilmember White 11/15) V. Amend the Town Ordinance(s) such that we require the Superintendent of Westlake Academy hold a minimum level of credentials as noted below Councilmember White 11/15): a. Hold a Master's degree or higher in Education. TC/BOT Minutes—12/13/2021 Page 4 of 5 b. Be enrolled in or have graduated from a Superintendent Certification Program. vi. Amend the Town Ordinance(s) to separate the positions of Town Manager and Superintendent. (Councilmember White 11/15) vii. Discussion regarding governance enrichment as a follow up to our Council retreat on May 24t" with Mike Conduff. (Mayor Wheat 11/15) viii. Social media policy as it relates to bullying. (Mayor Wheat 11/15) ix. Social media education policy for K-12. (Mayor Wheat 11/15) b. Submitted for Review — the following items will be brought forward to a future workshop i. Council discuss and consider live -streaming Council meetings. ii. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. iii. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. iv. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. 17. ADJOURNMENT Motion was made by Council Member Belvedere and seconded by Council Member Dagupta that the meeting be adjourned. Motion passed 5-0. Mayor Wheat adjourned the meeting at 8:52 p.m. APPROVED BY THE TOWN COUNCIL ON , 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary TC/BOT Minutes—12/13/2021 Page 5 of 5 T H I T 0 W N O F WESTLAKE MINUTES OF THE JOINT TOWN OF WESTLAKE TOWN COUNCIL AND WESTLAKE ACADEMY BOARD OF TRUSTEES MEETING JANUARY 19, 2022 PRESENT: Mayor/President Laura Wheat and Council/Board of Trustee Members Chandrika Dasgupta, Alesa Belvedere, Carol Langdon, Rajiv Trivedi, and Anna White. ABSENT: Council/Board of Trustee Member Alesa Belvedere. OTHERS PRESENT: Town Manager/Superintendent Amanda DeGan, Deputy Town Manager Jarrod Greenwood, Executive Director Dr. Mechelle Bryson and Academic Attorney, Janet Bubert. 1. CALL TO ORDER The meeting was called to order at 6:50 p.m. by Mayor Wheat. 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. Victor Sansone addressed the Council related to transparency and governance. Dyan Colby addressed the Council related to progress and how to judge it, holding Council accountable and communication. Kim Greaves addressed the Council related to donations and meeting protocols and transparency. 4. 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 TC/BOT Minutes — 1/19/2022 Page 1 of 5 upcoming Town Council events; (5) information about community events; and (6) announcements involving imminent threat to public health and safety. Director of Community Engagement, Jon Sasser provided an update on upcoming ad recent events in Westlake. S. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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 Joint Town Council/Board of Trustees meeting minutes from August 9, 2021. b. b. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from August 23, 2021. c. Municipal Services: Consider approval of Resolution 22-01, accepting a generous donation to be used exclusively for the addition to the Sam and Margaret Lee Arts and Sciences Center located at 2600 J.T. Ottinger Road. d. Municipal Services: Consider approval of Resolution 22-02, authorizing the Town Manager to negotiate and execute an agreement with PowerSchool Group, LLC to provide a hosted software solution for the Student Information System, Enrollment system, and Finance/HR system for Westlake Academy, and authorize the Town Manager to make funding changes not to exceed $50,000 on this project f. Westlake Academy: Consider approval of WA Resolution 22-01, adopting the 2022- 2023 Academic Calendar Motion was made by Council Member Langdon and second by Council Member Trivedi to approve Items 5a, 5b., 5c., 5d., and 5f. on the Consent agenda. Motion passed 4-0. Belvedere absent. e. Municipal Services: Consider approval of Resolution 22-03 adopting the update to the Town Council Member (Board of Trustees) Governance and Ethics Policy which was updated in December of 2021. Motion was made by Council Member Trivedi and second by Council Member Langdon to approve Resolution 22-03 adopting the update to the Town Council Member (Board of Trustees) Governance and Ethics Policy which was updated in December 2021. Motion passed 3-1. White opposed. Belvedere absent. 6. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) There will be no separate discussion unless a Town Council Member requests that report be removed and considered separately. No items are scheduled for this meeting. TC/130T Minutes — 1/19/2022 Page 2 of 5 WORKSHOP ITEMS Workshop items are for discussion only. No action may be taken on items listed under this portion of the agenda, other than to provide general direction to staff or to direct staff to place such items on a future agenda for action. 7. COUNCIL AGENDA ITEM REQUESTS Items listed under this section have been approved by Town Council to be placed on the Workshop for further discussion and potential direction to staff. a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/) — bring this back at the first meeting in April. b. Quarterly HOA Board Meeting Discussions. (Dasgupta 8/23/21) c. Form a committee to explore finance options regarding building permanent buildings to replace the portables at Westlake Academy: options to build partnerships without Town's biggest stakeholders, so that the expense does not fall entirely on taxpayers. (White 11/15/21) d. Amend the Town Ordinance(s) such that the Executive Director of Westlake Academy is selected by a final approval by the Westlake Academy Board of Trustees. (White 11/15/21) e. Amend the Town Ordinance(s) such that we require the Superintendent of Westlake Academy hold a minimum level of credentials as noted below. (White 11/15/21): 1. Hold a Master's degree or higher in Education. 2. Be enrolled in or have graduated from a Superintendent Certification Program. f. Amend the Town Ordinance(s) to separate the positions of Town Manager and Superintendent. (White 11/15/21) g. Discussion regarding governance enrichment as a follow up to our Council retreat on May 24t" with Mike Conduff. (Wheat 11/15/21) h. Social media policy as it relates to bullying. (Wheat 11/15/21) i. Social media education policy for K-12. (Wheat 11/15/21) j. Council discuss and consider live -streaming Council meetings. (White 12/13/21) k. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) May 23rd I. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. (White 12/13/21) Bring back at the end of April m. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). MUNICIPAL SERVICES No items scheduled for this meeting. TC/BOT Minutes — 1/19/2022 Page 3 of 5 WESTLAKE ACADEMY S. PRESENTATION AND DISCUSSION OF THE CHARTER DOCUMENT FOR WESTLAKE ACADEMY. Janet Bubert, Academic Attorney gave the update and presentation on the Charter document for Westlake Academy. The Town of Westlake is the Charter holder for Westlake Academy. There will be a more in-depth discussion on the relationship between the Town and the Academy coming in March. 9. PRESENTATION AND DISCUSSION OF THE PROCESSES, INCLUDING THE USE OF A PROFESSIONAL SEARCH FIRM, THE TYPE OF SELECTION COMMITTEES, AND THE REVIEW STEPS, FOR SELECTING THE NEXT EXECUTIVE DIRECTOR AT WESTLAKE ACADEMY. Town Manager Amanda DeGan presented processes for the selection of the next Executive Director. 10. PRESENTATION AND DISCUSSION OF THE HEALTHY CAMPUS PROTOCOLS AND RECOMMENDATIONS BY STAFF RELATIVE TO VISITORS ON CAMPUS, CLEANING PROTOCOLS, THE NUMBER OF AVAILABLE SUBSTITUTE TEACHERS, AND INFORMATION FROM PUBLIC HEALTH AND SUPERINTENDENT MEETINGS. Dr. Mechelle Bryson, Executive Director and Amanda DeGan, Town Manager provided the update on the health of campus staff and students and navigating TEA guidelines. GOVERNANCE/POLICY ACTION ITEMS Governance/Policy Action Items are items that require Town Council action (approving Ordinances, Resolutions, Contracts, Purchase, etc.). MUNICIPAL SERVICES No items are scheduled for this meeting. WESTLAKE ACADEMY No items are scheduled for this meeting. 11. EXECUTIVE SESSION: This was not needed. The Town Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. 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. b. Section 551.071(2) — Consultation with Town 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 TC/BOT Minutes — 1/19/2022 Page 4 of 5 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. c. Section 551.071(2) - Consultation with Attorney — to seek advice of counsel on matters of bankruptcy proceedings by the Texas Student Housing Authority. 12. RECONVENE MEETING. 13. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 14. COUNCIL RECAP/STAFF DIRECTION. Historical Designations — bring back in April. Look at buildings, architecture and vistas and are there any unintended consequences. 15. FUTURE AGENDA ITEMS: Any Town Councilmember may request at a workshop and or Town Council meeting, under "Future Agenda Item Requests", an agenda item for a future Town Council meeting. The Town Councilmember making the request will contact the Town Manager/Superintendent with the requested item and the Town Manager/Superintendent will list it on the agenda. At the meeting, the requesting Town Councilmember will explain the item, the need for Town Council discussion of the item, the item's relationship to the Town Council strategic priorities, and the amount of estimated staff time necessary to prepare for Town Council discussion. If the requesting Town Councilmember receives a second, the Town Manager/Superintendent will place the item on the Town Council agenda calendar allowing for adequate time for staff preparation on the agenda item. Submitted for Review: a. Structural safety audit of the portables. (Dasgupta 1/19/22) — Discussion item of the safety audit — will be part of the facility update and a report on the report section for Council to review. b. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) — Look at opportunities for people to become engaged and the boards and commissions are kept relevant c. Update the Town's annual budget process, so that Council members will have more input. (White 1/19/22). — Last meeting in February have a detailed review of the annual budget process. 16. ADJOURNMENT Motion was made by Council Member Langdon and second by Council Member Trivedi to adjourn. Motion passed 4-0. Belvedere absent. Mayor Wheat adjourned the meeting at 10:26 p.m. APPROVED BY THE TOWN COUNCIL ON April 25, 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary TC/BOT Minutes — 1/19/2022 Page 5 of 5 T H I T 0 W N O F WESTLAKE MINUTES OF THE JOINT TOWN OF WESTLAKE TOWN COUNCIL AND WESTLAKE ACADEMY BOARD OF TRUSTEES MEETING January 24, 2022 PRESENT: Mayor/President Laura Wheat and Council/Board of Trustee Members Chandrika Dasgupta, Alesa Belvedere (arrived at 5:30 pm), Carol Langdon and Anna White. ABSENT: Council/Board of Trustee Member Rajiv Trivedi. OTHERS PRESENT: Deputy Town Manager Jarrod Greenwood, Town Secretary Todd Wood, Executive Director Dr. Mechelle Bryson 1. CALL TO ORDER The meeting was called to order at 5:17 p.m. by Mayor Wheat. 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. There were no comments. 4. 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. TC/BOT minutes — 1/24/2022 Page 1 of 5 Director of Community Engagement, Jon Sasser provided an update on upcoming and recent events and activities in Westlake. S. A PROCLAMATION OF THE TOWN OF WESTLAKE, TEXAS, DESIGNATING JANUARY 24-30 AS SCHOOL CHOICE WEEK. 6. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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 Resolution 22-04, approving an Inter -Local Agreement with Tarrant County for the reconstruction of Roanoke Road and Pearson Lane, authorizing the Town Manager to execute the agreement and authorizing Town staff to make funding changes not to exceed $25,000 on this project. Motion was made by Council Member Langdon and second by Council Member White to approve Item 5a. on the consent agenda. Motion passed 3-0. Belvedere and Trivedi absent. 7. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) There will be no separate discussion unless a Town Council Member requests that report be removed and considered separately. No items scheduled for this meeting. WORKSHOP ITEMS Workshop items are for discussion only. No action may be taken on items listed under this portion of the agenda, other than to provide general direction to staff or to direct staff to place such items on a future agenda for action. 8. COUNCIL AGENDA ITEM REQUESTS Council Member Belvedere arrived at 5:30 p.m. Items listed under this section have been approved by Town Council to be placed on the Workshop for further discussion and potential direction to staff. a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/20) 1. Scheduled to be placed on agenda in April (1/19/22) b. Quarterly HOA Board Meeting Discussions. (Dasgupta 8/23/21) c. Form a committee to explore finance options regarding building permanent buildings to replace the portables at Westlake Academy: options to build partnerships without Town's biggest stakeholders, so that the expense does not fall entirely on taxpayers. (White 11/15/21) Possible presentation at the end of February d. Amend the Town Ordinance(s) such that the Executive Director of Westlake Academy is selected by a final approval by the Westlake Academy Board of Trustees. (White 11/15/21) TC/130T minutes — 1/24/2022 Page 2 of 5 e. Amend the Town Ordinance(s) such that we require the Superintendent of Westlake Academy hold a minimum level of credentials as noted below. (White 11/15/21): 1. Hold a Master's degree or higher in Education. 2. Be enrolled in or have graduated from a Superintendent Certification Program. f. Amend the Town Ordinance(s) to separate the positions of Town Manager and Superintendent. (White 11/15/21) g. Discussion regarding governance enrichment as a follow up to our Council retreat on May 24th with Mike Conduff. (Wheat 11/15/21) h. Social media policy as it relates to bullying. (Wheat 11/15/21) i. Social media education policy for K-12. (Wheat 11/15/21) j. Council discuss and consider live -streaming Council meetings. (White 12/13/21) k. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) 1. Scheduled to be placed on agenda in May (1/19/22) I. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. (White 12/13/21) 1. Scheduled to be placed on agenda no later than April (1/19/22) m. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). n. Structural safety audit of the portables. (Dasgupta 1/19/22) 1. Report from staff scheduled to be placed on agenda in February (1/19/22) o. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) p. Review of the Town's Annual budget process. (White 1/19/22). 1. Scheduled to be placed on agenda in February (1/19/22) MUNICIPAL SERVICES 9. COMMUNICATIONS REPORT FROM COOKSEY. Director of Community Engagement and representative from Cooksey provided the report on the comprehensive communication audit of the Town and the Academy. Highlights included: Provided benchmark peer and aspirational cities (Bay Side Wisconsin and Round Rock Texas) and schools (Meridian World School and Leander ISD) Dedicated Communications Specialist for the Academy reporting to the Director of Community Engagement Reformatting the Westlake Communique Live streaming the Town Council meetings or making the video available after the meeting or both Unified communication voice from both the Town and the Academy. New website vendor TC/BOT minutes — 1/24/2022 Page 3 of 5 10. PRESENTATION AND DISCUSSION REGARDING A PROPOSED COMMUNICATION TOWER AT THE FIRESTATION SITE. Director of Facilities and Public Works, Troy Meyer presented this item. The tower will be located at the Fire Station site and the corner of Dove and Davis. The tower will be built to the Town standards. The tower will help to boost cell reception in that area. The Town will be able to utilize the tower for Town communication equipment. There will be revenue from the carriers on the tower. The contractor will be responsible for the maintenance of the tower. This will require a zoning change for this use. WESTLAKE ACADEMY No items are scheduled for this meeting. GOVERNANCE/POLICY ACTION ITEMS Governance/Policy Action Items are items that require Town Council action (approving Ordinances, Resolutions, Contracts, Purchase, etc.). MUNICIPAL SERVICES 11. CONSIDER APPROVAL OF RESOLUTION 22-05, AUTHORIZING THE TOWN MANAGER TO EXECUTE A LEASE WITH VERTICAL BRIDGE DEVELOPMENT, LLC, TO UTILIZE TOWN OWNED PROPERTY FOR THE PURPOSE OF ERECTING, INSTALLING, OPERATING AND MAINTAINING, REPAIRING AND REPLACING A RADIO OR COMMUNICATION TOWER. Motion was made by Council Member White and second by Council Member Belvedere to approve Resolution 22-05, authorizing the Town Manager to execute a lease with Vertical Bridge Development, LLC, to utilize town owned property for the purpose of erecting, installing, operating and maintaining, repairing and replacing a radio or communication tower. Motion passed 4-0. Trivedi absent. WESTLAKE ACADEMY No items are scheduled for this meeting. 12. EXECUTIVE SESSION: This was not needed. The Town Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. 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. b. Section 551.071(2) — Consultation with Town 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 TC/BOT minutes — 1/24/2022 Page 4 of 5 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. c. Section 551.071(2) - Consultation with Attorney — to seek advice of counsel on matters of bankruptcy proceedings by the Texas Student Housing Authority. 13. RECONVENE MEETING. 14. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 15. COUNCIL RECAP/STAFF DIRECTION. HOA discussion in April Creating a future agenda item category or ability to amend agenda language of future topics Items d, e, f brought back at a later date Find some dates for governance training Find out what other schools are doing as relates to bullying Include social media questions in the interviews with the Executive Director candidates Live Streaming will be coming back for discussion Come back with the propagation study, zoning change request. 16. FUTURE AGENDA ITEMS: Any Town Councilmember may request at a workshop and or Town Council meeting, under "Future Agenda Item Requests", an agenda item for a future Town Council meeting. The Town Councilmember making the request will contact the Town Manager/Superintendent with the requested item and the Town Manager/Superintendent will list it on the agenda. At the meeting, the requesting Town Councilmember will explain the item, the need for Town Council discussion of the item, the item's relationship to the Town Council strategic priorities, and the amount of estimated staff time necessary to prepare for Town Council discussion. If the requesting Town Councilmember receives a second, the Town Manager/Superintendent will place the item on the Town Council agenda calendar allowing for adequate time for staff preparation on the agenda item. Submitted for Review: No items submitted for review 17. ADJOURNMENT Motion was made by Council Member Langdon and second by Council Member Belvedere to adjourn. Motion passed 4-0 Trivedi absent. Mayor Wheat adjourned the meeting at 8:09 p.m. APPROVED BY THE TOWN COUNCIL ON April 25, 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary TC/BOT minutes — 1/24/2022 Page 5 of 5 T H i T 0 W N O F WESTLAKE MINUTES OF THE JOINT TOWN OF WESTLAKE TOWN COUNCIL AND WESTLAKE ACADEMY BOARD OF TRUSTEES MEETING FEBRUARY 7, 2022 PRESENT: Mayor/President Laura Wheat and Council/Board of Trustee Members Carol Langdon, Rajiv Trivedi, Chandrika Dasgupta, Alesa Belvedere, and Anna White. ABSENT: None OTHERS PRESENT: Town Manager/Superintendent Amanda DeGan, Deputy Town Manager Jarrod Greenwood, Town Secretary Todd Wood, Executive Director Dr. Mechelle Bryson 1. CALL TO ORDER The meeting was called to order at 6:01 p.m. by Mayor Wheat. 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees 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. 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. TC/BOT Minutes — 2/07/2022 Page 1 of 6 S. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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 Joint Town September 13, 2021. b. Consider approval of the Joint Town September 27, 2021. Council/Board of Trustees meeting minutes from Council/Board of Trustees meeting minutes from Motion was made by Council Member Dasgupta and second by Council Member Langdon to approve Items 5a and 5b. Motion passed 5-0. 6. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) There will be no separate discussion unless a Town Council Member requests that report be removed and considered separately. a. Report on the condition of the six portable buildings located on the Westlake Academy Campus at 2600 JT Ottinger. 7. Consider approval of Ordinance 944, Calling and Ordering an Election for the purpose of Electing One (1) Mayor and Two (2) Council Members to be held on May 7, 2022, in accordance with the provisions of Section 23.023, Texas Local Government Code. Motion was made by Council Member Trivedi and second by Council Member Belvedere to approve Resolution 944 calling and ordering a general election for the purpose of electing one (1) Mayor and Two (2) Council Members to be held on May 7, 2022. Motion passed 5- 0. s. WORKSHOP ITEMS Workshop items are for discussion only. No action may be taken on items listed under this portion of the agenda, other than to provide general direction to staff or to direct staff to place such items on a future agenda for action. COUNCIL AGENDA ITEM REQUESTS Items listed under this section have been approved by Town Council to be placed on the Workshop for further discussion and potential direction to staff. a. Amend the Town Ordinance(s) such that the Executive Director of Westlake Academy is selected by a final approval by the Westlake Academy Board of Trustees. (White 11/15/21) ➢ On hold, date uncertain b. Amend the Town Ordinance(s) such that we require the Superintendent of Westlake Academy hold a minimum level of credentials as noted below. (White 11/15/21): Hold a Master's degree or higher in Education. TC/130T Minutes — 2/07/2022 Page 2 of 6 2. Be enrolled in or have graduated from a Superintendent Certification Program. ➢ On hold, date uncertain c. Amend the Town Ordinance(s) to separate the positions of Town Manager and Superintendent. (White 11/15/21) On hold, date uncertain MUNICIPAL SERVICES 9. COMMUNICATIONS REPORT FOLLOW-UP DISCUSSION. Update on budget impact of hiring a Communications Specialist for Westlake Academy. This would be a shared service. Brief update on the Communications report presented at the January 24, 2022, meeting. This will be a standing item on the agenda going forward. There will be a presentation on the Communications Report on the February 28, 2022, Council Meeting. 10. DEVELOPMENT UPDATE a. UPDATE FROM ENTRADA ARCHITECT REGARDING CURRENT AND FUTURE PROJECTS b. RESIDENTIAL UPDATE Ralph Bush, Managing Partner with Bush Architects provided the update. WESTLAKE ACADEMY 12. PRESENTATION AND DISCUSSION OF PYP STEM AND READING SPECIALIST SUPPORT PROGRAMS. Rod Harding, Primary Principal, Monica Pulis and Missy DeMoss provided an update on the PYP STEM and Reading Specialist programs. 13. PRESENTATION AND DISCUSSION REGARDING WESTLAKE ACADEMY ATHLETICS INCLUDING FOOTBALL PROGRAM. Executive Director Mechelle Bryson and Director of Athletics Gary Ponder provided and Athletics update. Included was a report on 6-man vs 12-man football and other athletic programs at the Academy. TC/BOT Minutes — 2/07/2022 Page 3 of 6 11. CONDUCT A PUBLIC HEARING REGARDING THE ACCOUNTABILITY REPORT FOR THE 2020-2021 SCHOOL YEAR. Executive Director Mechelle Bryson presented the annual Accountability Report and reviewed some of the key indicators. The purpose of this Public Hearing is to inform the Town Council (Board of Trustees) and the greater community on the overall academic health of the Academy and to provide an opportunity to gain an understanding of the status of Westlake Academy's academic progress. Mayor Wheat opened a public hearing on the report at 9:03 pm. There being no one wishing to be heard the public hearing was closed at 9:03 pm. 14. PRESENTATION AND DISCUSSION OF RETENTION EFFORTS FOR ACADEMIC STAFF MEMBERS. Town Manager DeGan reviewed current compensation and other efforts to retain qualified staff. The recommendation is for retention pay of $2000 for full time staff and $1,000 for part time staff. GOVERNANCE/POLICY ACTION ITEMS Governance/Policy Action Items are items that require formal Town Council action (approving Ordinances, Resolutions, Contracts, Purchase, etc.). MUNICIPAL SERVICES No items are scheduled for this meeting. WESTLAKE ACADEMY No items are scheduled for this meeting. 15. EXECUTIVE SESSION: This was not needed. The Town Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. 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. b. Section 551.071(2) — Consultation with of the attorney to the governmental Professional Conduct of the State Town Attorney on a matter in which the duty )ody under the Texas Disciplinary Rules of 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. c. Section 551.071(2) - Consultation with Attorney — to seek advice of counsel on matters of bankruptcy proceedings by the Texas Student Housing Authority. TC/BOT Minutes — 2/07/2022 Page 4of6 16. RECONVENE MEETING. 17. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 18. COUNCIL RECAP/STAFF DIRECTION. Dr. Bryson will bring back the Math principles Entrada update Campus invitations Continue pursuing football leagues Retention for Academy staff in August. 19. FUTURE AGENDA ITEMS: These items have been discussed by Town Council and scheduled to be placed on future Council Agendas allowing for adequate time for staff preparation on the agenda item. Future Agenda Items Scheduled: a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/20) ➢ Scheduled to be placed on agenda in April (1119122) b. Quarterly HOA Board Meeting Discussions. (Dasgupta 8/23/21) ➢ Scheduled to be placed on agenda in April (1124122) c. Explore finance options regarding building permanent buildings to replace the portables at Westlake Academy: options to build partnerships with Town's biggest stakeholders, so that the expense does not fall entirely on taxpayers. (White 11/15/21) ➢ Scheduled to provide update in February (1/24/22) d. Discussion regarding governance enrichment as a follow up to our Council retreat on May 24th with Mike Conduff. (Wheat 11/15/21) ➢ Half day governance retreats scheduled to be placed on TC meeting dates in February -April as necessary (1124122) e. Social media policy as it relates to bullying. (Wheat 11/15/21) ➢ Scheduled to be placed on agenda in Fall of 2022 (1124122) f. Social media education policy for K-12. (Wheat 11/15/21) ➢ Scheduled to be placed on agenda in April (1124122) g. Council discuss and consider live -streaming Council meetings. (White 12/13/21) ➢ Cooksey Communication Report will be placed on the Agenda as a Standing Item that will include live streaming of Council Meetings, among other items (1124122) h. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) ➢ Scheduled to be placed on agenda in May (1119122) i. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6-year limits. (White 12/13/21) ➢ Scheduled to be placed on agenda no later than April (1119122) j. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). ➢ Scheduled to be placed on agenda in August (1124122) TC/BOT Minutes — 2/07/2022 Page 5 of 6 k. Structural safety audit of the portables. (Dasgupta 1/19/22) ➢ Report from staff scheduled to be placed on agenda in February (1119122) I. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) ➢ Scheduled to be placed on agenda in April (1124122) m. Review of the Town's Annual budget process. (White 1/19/22). ➢ Scheduled to be placed on agenda in February (1119122) 20. ADJOURNMENT Motion was made by Council Member Langdon and second by Council Member Belvedere to adjourn. Motion passed 5-0. Mayor Wheat adjourned the meeting at 9:45 p.m. APPROVED BY THE TOWN COUNCIL ON April 25, 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary TC/BOT Minutes — 2/07/2022 Page 6 of 6 T H I T 0 W N O F WESTLAKE MINUTES OF THE JOINT TOWN OF WESTLAKE TOWN COUNCIL AND WESTLAKE ACADEMY BOARD OF TRUSTEES MEETING APRIL 4, 2022 PRESENT: Mayor/President Laura Wheat and Council/Board of Trustee Members Chandrika Dasgupta, Alesa Belvedere, and Anna White. ABSENT: Council/Board of Trustee Members Carol Langdon and Rajiv Trivedi. OTHERS PRESENT: Town Manager/Superintendent Amanda DeGan, Deputy Town Manager Jarrod Greenwood, Interim Town Secretary Mary J. Kayser, Executive Director Dr. Mechelle Bryson Regular Session 1. CALL TO ORDER The meeting was called to order at 5:02 by Mayor/President Laura Wheat. 2. PLEDGE OF ALLEGIANCE 3. CITIZEN/PARENT COMMENTS: This is an opportunity for citizens to address the Town Council or Board of Trustees on any matter, whether or not it is posted on the agenda. 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 Town Council and Board of Trustees cannot by law take action nor have any discussion or deliberations on any presentation made at this time concerning an item not listed on the agenda. The Town Council and Board of Trustees will receive the information, ask staff to review the matter, or an item may be noticed on a future agenda for deliberation or action. There were no comments. 4. 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. TC/BOT Minutes — 04/04/2022 Page 1 of 4 Communications Manager Erin Spicer provided an update on upcoming and recent events and activities in Westlake. S. CONSENT AGENDA: All items listed below are considered routine by the Town Council and/or Board of Trustees and will be enacted with one motion. There will be no separate discussion of items unless a Council/Board 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 Joint Town Council/Board of Trustees meeting minutes from February 28, 2022. b. Consider approval of the Joint Town Council/Board of Trustees meeting minutes from March 28, 2022. c. Municipal Services: Consider approval of Resolution 22-16 authorizing the Town Manager to execute an agreement with Bennet Partners to provide Town Architectural services. d. Municipal Services: Consider approval of Resolution 22-17 authorizing the Town Manager/Superintendent-CEO to execute an agreement with Zachry Construction Corporation for the construction of Parish Lane from Roanoke Road to SH 170. e. Municipal Services: Consider approval of Resolution 22-18 authorizing the Town Manager to enter into a lease agreement with CSI Leasing, Inc. Motion was made by Council Member Dasgupta and second by Council Member White to approve items 5a, 5b, 5c, 5d, and 5e. Motion passed 3-0. Langdon and Trivedi absent. 6. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) There will be no separate discussion unless a Town Council Member requests that report be removed and considered separately. a. No reports are scheduled for this meeting. WESTLAKE ACADEMY 10. PRESENTATION AND DISCUSSION OF INTERNATIONAL CULTURAL AND LANGUAGE IMMERSION PROGRAMS. Executive Director Mechelle Bryson and Maria A. Busico-Flight presented an update on the status of international experiences for the Westlake Academy Students. 9. PRESENTATION AND DISCUSSION OF FRENCH LANGUAGE IMMERSION TRIP TO CANADA. Executive Director Mechelle Bryson, Christine King, and Ingrid Thebault presented a proposed French immersion experience for students to Quebec for Carnaval in 2023. Next steps will be bringing a resolution for the trip to the Council for approval. MUNICIPAL SERVICES 7. DISCUSSION REGARDING A COST RECOVERY AND FISCAL IMPACT TOOL TO BE UTILIZED FOR THE REVIEW OF PROPOSED DEVELOPMENT REQUESTS. TC/BOT Minutes — 04/04/2022 Page 2 of 4 This item will be presented at the April 25, 2022, meeting. 8. PRESENTATION/DISCUSSION OF WESTLAKE ACADEMY EXPANSION OF THE SAM & MARGARETE LEE ARTS AND SCIENCES CENTER. Public Works/Facilities Director Troy Meyer and representatives from Bennet Partners presented a Two -Story and Three-story option for the Arts and Sciences Center Expansion. Break from 6:25 - 6:30. Next steps will be bringing the Programs Agreement with Bennett Partners to move forward with the two-story building to the April 25, 2022, meeting. 11. EXECUTIVE SESSION: The Town Council will conduct a closed session pursuant to Texas Government Code, annotated, Chapter 551, Subchapter D for the following: a. 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. b. Section 551.071(2) - Consultation with Attorney - to seek advice of counsel on matters of bankruptcy proceedings by the Texas Student Housing Authority. 12. RECONVENE MEETING. 13. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS. 14. COUNCIL RECAP/STAFF DIRECTION. Resolution on the Canada trip for the students. Schedule of all trips that are part of the comprehensive trips policy. Program agreement for the two-story building. Feasibility study with the foundation for possible fund-raising opportunities. Further information on a phased approach with input from the bond counsel and financial advisor. 15. FUTURE AGENDA ITEMS: These items have been discussed by Town Council and scheduled to be placed on future Council Agendas allowing for adequate time for staff preparation on the agenda item. Future Agenda Items to be discussed: a. No items are scheduled for this meeting Future Agenda Items Already Discussed and Scheduled: (list updated as requested by Council at the April 4, 20212 meeting) a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/20) ➢ Scheduled for EMay 2022 agenda b. Social media policy as it relates to bullying. (Wheat 11/15/21) TC/BOT Minutes — 04/04/2022 Page 3 of 4 ➢ Scheduled for Fall of 2022 c. Social media education policy for K-12. (Wheat 11/15/21) ➢ Scheduled for ApriEFall 2022 agenda d. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) ➢ Scheduled for May 2022 agenda e. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. (White 12/13/21) ➢ Scheduled for April 2022 agenda f. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). ➢ Scheduled for August 2022 agenda g. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) ➢ Scheduled for April 2022 agenda 16. ADJOURNMENT Motion was made by Council Member Belvedere and second by Council Member White to adjourn. Motion passed 3-0. Langdon and Trivedi absent. Mayor Wheat adjourned the meeting at 7:05 p.m. APPROVED BY THE TOWN COUNCIL ON April 25, 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary TC/BOT Minutes — 04/04/2022 Page 4 of 4 4 T H E T 0 w H O F WESTLAKE DISTINCTIVE BY DESIGN TOWN COUNCIL AGENDA ITEM Regular Meeting - Consent Monday, April 25, 2022 TOPIC: Consider a Resolution authorizing the Town Manager to execute an Interlocal Agreement with the City of Plano for cooperative purchasing. STAFF: Troy Meyer, Facilities and Public Works Director STRATEGIC ALIGNMENT Vision,1n Perspective Strategic; Results � Outcome Obiectiv High Quality Planning, Design & People, Facilities, & Development - We are a desirable Maximize Efficiencies Fiscal Responsibility Technology well planned, high -quality &Effectiveness community that is distinguished by exemplary design standards. SUMMARY The proposed Interlocal Agreement with the City of Plano will provide Westlake with cooperative purchasing that leverages favorable pricing for products and services that were secured through the competitive bidding process. Any contracts secured through the proposed Interlocal Agreement will still be brought to Council for consideration and approval. COUNCIL ACTION/OPTIONS Council may approve Council may deny STAFF RECOMMENDATION Staff recommends approval. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: $0 Funding Source: Utility Fund Contract: Yes Forms: N/A DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A Page 1 of 2 Comprehensive Plan: N/A Cost Recovery Analysis: N/A Traffic Impact: N/A ATTACHMENTS Exhibit "A" — Interlocal Purchasing Agreement Page 2 of 2 TOWN OF WESTLAKE RESOLUTION NO. 22-19 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING AN INTERLOCAL AGREEMENT WITH THE CITY OF PLANO FOR COOPERATIVE PURCHASING, AUTHORIZING THE TOWN MANAGER TO EXECUTE THE AGREEMENT AND, AUTHORIZING THE EXTENSION OF A CONTRACT WITH LEGACY CONTRACTING, LP DB/A CONTROL SPECIALIST SERVICES, LP AND AUTHORIZE THE TOWN MANAGER TO MAKE FUNDING CHANGES NOT TO EXCEED $25,000 ON THIS PROJECT. WHEREAS, The City of Plano and the Town of Westlake are both governmental entities engaged in the purchase of goods and services, which is a recognized governmental function; and WHEREAS, the City of Plano and the Town of Westlake wish to enter into this Agreement pursuant to Chapter 791 of the Texas Government Code (hereinafter, "Interlocal Cooperation Act") to set forth the terms and conditions upon which City of Plano and the Town of Westlake may purchase various goods and services commonly utilized by each party; and WHEREAS, the Town Council finds that the Interlocal Agreement benefits the public; 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 Council of the Town of Westlake hereby approves the City of Plano Interlocal agreement, attached as Exhibit "A", and authorizes the Town Manager to execute this agreement on behalf of the Town of Westlake. SECTION 3: That the Town Manager is hereby authorized to enter into a contract extension with Legacy Contracting, LP D/B/A Control Specialist Services, LP and authorize the Town Manager to make funding changes not to exceed $25,000 on this project. SECTION 4: 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 5: That this resolution shall become effective from and after its date of passage. Resolution 22-19 Page 1 of 2 PASSED AND APPROVED ON THIS 251" DAY OF APRIL 2022. ATTEST: Mary Kayser, Interim Town Secretary Laura L. Wheat, Mayor APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Amanda DeGan, Town Manager Resolution 22-19 Page 2 of 2 2021-0125-AC RFP for Water and Wastewater Pumping Equipment Repair and Maintenance INTERLOCAL AGREEMENT Contractor agrees to extend prices and terms to all entities who have entered into or will enter into joint purchasing interlocal cooperation agreements with the City of Plano. YES ❑ NO 1 ov CONTRACT BY AND BETWEEN CITY OF PLANO, TEXAS AND LEGACY CONTRACTING, LP DBA CONTROL SPECIALIST SERVICES, LP BID NO. 2021-0125-AC THIS CONTRACT is made and entered into by and between the CITY OF PLANO, TEXAS, a home -rule municipal corporation, hereinafter referred to as "City", and the LEGACY CONTRACTING, LP DBA CONTROL SPECIALIST SERVICES, LP, a Texas limited partnership, whose address is 4916 East Highway 380, Decatur, Texas 76234, hereinafter referred to as "Contractor". For and in consideration of the covenants and agreements contained herein, and for the mutual benefits to be obtained hereby, the parties agree as follows: I. SCOPE OF SERVICES Contractor shall provide all labor, supervision, materials and equipment necessary for RFP for Wastewater Pumping Equipment Repair and Maintenance. These services shall be provided in accordance with the Specifications for RFP 2021-0125-AC, Addendum 1, a copy of which is attached hereto and incorporated herein as Exhibit "A", and Contractor's Bid in response thereto, a copy of which is attached hereto and incorporated herein for all purposes as Exhibit "B". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) RFP 2021-0125-AC, Addendum 1, (Exhibit "A"); (b) Contractor's Bid (Exhibit "B"); (c) Insurance Requirements (Exhibit "C") (d) Performance Bond (Exhibit "D"); and (e) Certification Form (Exhibit "E"). These documents make up the Contract Documents and what is called for by one shall be as binding as if called for by all. In the event of an inconsistency or conflict in any of the provisions of the Contract Documents, the inconsistency or conflict shall be resolved by giving precedence first to this written agreement then to the Contract Documents in the order in which they are listed above. These documents shall be referred to collectively as the "Contract Documents." II. TERM OF CONTRACT The initial term of this Contract shall be a period of one (1) year commencing upon the effective date hereof; provided however, that the City shall have the right and option to extend the term hereof by up to four (4) additional one-year periods by giving written notice to Contractor of City's election to extend the term hereof, such notice to be CONTRACT PAGE1 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) given not more than ninety (90) days prior to the expiration of the initial term or the immediately preceding term. III. WARRANTY Contractor warrants and covenants to City that all goods and services delivered to City by Contractor, Contractor's subcontractors, and agents under the Contract shall be free of defects and produced and performed in a skillful and workmanlike manner and shall comply with the specifications for said goods and services set forth in this Contract and RFP 2021-0125-AC, Addendum 1, attached hereto and incorporated herein as Exhibit "A". Contractor warrants that the goods and services provided to City under this Contract shall be free from defects in material and workmanship, for a period of one (1) year commencing on the date that City issues final written acceptance of the project. IV. PAYMENT Contractor shall invoice City for products and services delivered, on a unit cost basis, in accordance with Contractor's bid attached hereto and incorporated herein as Exhibit "B". Payments hereunder shall be made to Contractor within thirty (30) days of receiving Contractor's invoice for the services performed. Total compensation under this Contract is estimated to be FIVE HUNDRED THOUSAND AND NO/100 DOLLARS ($500,000.00). Contractor recognizes that this Contract shall commence upon the effective date herein and continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Plano, which fiscal year ends on September 301" of each year, shall be subject to Plano City Council approval. In the event that the Plano City Council does not approve the appropriation of funds for this Contract, the Contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. V. PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC Contractor shall at all times exercise reasonable precautions for the safety of employees and others on or near the work and shall comply with all applicable provisions of Federal, State, and Municipal safety laws. The safety precautions actually taken and the adequacy thereof shall be the sole responsibility of the Contractor. Contractor shall indemnify City for any and all losses arising out of or related to a breach of this duty by Contractor pursuant to paragraph VII. INDEMNIFICATION and paragraph VIII. COMPLIANCE WITH APPLICABLE LAWS set forth herein. CONTRACT PAGE2 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) VI. LOSSES FROM NATURAL CAUSES Unless otherwise specified, all loss or damage to Contractor arising out of the nature of the work to be done, or from the action of the elements, or from any unforeseen circumstances in the prosecution of the same, or from unusual obstructions or difficulties which may be encountered in the prosecution of the work, shall be sustained and borne by the Contractor at Contractor's own cost and expense. VII. INDEMNIFICATION CONTRACTOR AGREES TO DEFEND, INDEMNIFY AND HOLD THE CITY AND ITS RESPECTIVE OFFICERS, AGENTS AND EMPLOYEES, HARMLESS AGAINST ANY AND ALL CLAIMS, LAWSUITS, JUDGMENTS, FINES, PENALTIES, COSTS AND EXPENSES FOR PERSONAL INJURY (INCLUDING DEATH), PROPERTY DAMAGE OR OTHER HARM OR VIOLATIONS FOR WHICH RECOVERY OF DAMAGES, FINES, OR PENALTIES IS SOUGHT, SUFFERED BY ANY PERSON OR PERSONS, THAT MAY ARISE OUT OF OR BE OCCASIONED BY CONTRACTOR'S BREACH OF ANY OF THE TERMS OR PROVISIONS OF THIS CONTRACT, VIOLATIONS OF LAW, OR BY ANY NEGLIGENT, GROSSLY NEGLIGENT, INTENTIONAL, OR STRICTLY LIABLE ACT OR OMISSION OF THE CONTRACTOR, ITS OFFICERS, AGENTS, EMPLOYEES, INVITEES, SUBCONTRACTORS, OR SUB -SUBCONTRACTORS AND THEIR RESPECTIVE OFFICERS, AGENTS, OR REPRESENTATIVES, OR ANY OTHER PERSONS OR ENTITIES FOR WHICH THE CONTRACTOR IS LEGALLY RESPONSIBLE IN THE PERFORMANCE OF THIS CONTRACT. THE INDEMNITY PROVIDED FOR IN THIS PARAGRAPH SHALL NOT APPLY TO ANY LIABILITY RESULTING FROM THE SOLE NEGLIGENCE OF THE CITY, AND ITS OFFICERS, AGENTS, EMPLOYEES OR SEPARATE CONTRACTORS. THE CITY DOES NOT WAIVE ANY GOVERNMENTAL IMMUNITY OR OTHER DEFENSES AVAILABLE TO IT UNDER TEXAS OR FEDERAL LAW. THE PROVISIONS OF THIS PARAGRAPH ARE SOLELY FOR THE BENEFIT OF THE PARTIES HERETO AND ARE NOT INTENDED TO CREATE OR GRANT ANY RIGHTS, CONTRACTUAL OR OTHERWISE, TO ANY OTHER PERSON OR ENTITY. CONTRACTOR AT ITS OWN EXPENSE IS EXPRESSLY REQUIRED TO DEFEND CITY AGAINST ALL SUCH CLAIMS. CITY RESERVES THE RIGHT TO PROVIDE A PORTION OR ALL OF ITS OWN DEFENSE; HOWEVER, CITY IS UNDER NO OBLIGATION TO DO SO. ANY SUCH ACTION BY CITY IS NOT TO BE CONSTRUED AS A WAIVER OF CONTRACTOR'S OBLIGATION TO DEFEND CITY OR AS A WAIVER OF CONTRACTOR'S OBLIGATION TO INDEMNIFY CITY PURSUANT TO THIS CONTRACT. CONTRACTOR SHALL RETAIN DEFENSE COUNSEL WITHIN SEVEN (7) BUSINESS DAYS OF CITY'S WRITTEN NOTICE THAT CITY IS INVOKING ITS RIGHT TO INDEMNIFICATION UNDER THIS CONTRACT. IF CONTRACTOR FAILS TO RETAIN COUNSEL WITHIN THE REQUIRED TIME PERIOD, CITY SHALL HAVE THE RIGHT TO RETAIN DEFENSE COUNSEL ON ITS CONTRACT PAGE3 Z:\CONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) OWN BEHALF AND CONTRACTOR SHALL BE LIABLE FOR ALL COSTS INCURRED BY THE CITY. VIII. COMPLIANCE WITH APPLICABLE LAWS Contractor shall at all times observe and comply with all Federal, State and local laws, ordinances and regulations including all amendments and revisions thereto, which in any manner affect Contractor or the work, and SHALL INDEMNIFY AND SAVE HARMLESS CITY AGAINST ANY CLAIM RELATED TO OR ARISING FROM THE VIOLATION OF ANY SUCH LAWS, ORDINANCES AND REGULATIONS WHETHER BY CONTRACTOR, ITS EMPLOYEES, OFFICERS, AGENTS, SUBCONTRACTORS, OR REPRESENTATIVES. If Contractor observes that the work is at variance therewith, Contractor shall promptly notify City in writing. IX. VENUE The laws of the State of Texas shall govern the interpretation, validity, performance and enforcement of this Contract. The parties agree that this Contract is performable in Collin County, Texas, and that exclusive venue shall lie in Collin County, Texas. X. ASSIGNMENT Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, that this Contract shall not be assigned without the prior written consent of City, and that no part or feature of the work will be assigned to anyone objectionable to City. Contractor further agrees that subcontracting any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. Failure to obtain City's written consent prior to assignment of this Contract as set forth herein, may result in termination of this Contract at the City's discretion, without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract. If the City elects to terminate this Contract, the Contractor shall provide the City refund of any prepaid, unused portion of the fees, calculated from the date of termination to the end of the then -current term. XI. INDEPENDENT CONTRACTOR Contractor covenants and agrees that Contractor is an independent contractor and not an officer, agent, servant or employee of City; that Contractor shall have exclusive control of and exclusive right to control the details of the work performed hereunder and all persons performing same, and shall be responsible for the acts and omissions of its officers, agents, employees, contractors, subcontractors and consultants; that the doctrine of respondeat superior shall not apply as between City and CONTRACT PAGE4 Z:\CONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) Contractor, its officers, agents, employees, contractors, subcontractors and consultants, and nothing herein shall be construed as creating a partnership or joint enterprise between City and Contractor. XII. INSURANCE AND CERTIFICATES OF INSURANCE Contractor shall procure and maintain for the duration of the Contract insurance coverage as set forth in the Insurance Requirements marked Exhibit "C" attached hereto and incorporated herein by reference. Contractor shall provide a signed insurance certificate verifying that they have obtained the required insurance coverage prior to the effective date of this Contract. XIII. PERFORMANCE BOND In the event this Contract amount exceeds $100,000, a Performance Bond in the amount of not less than one hundred and fifteen percent (115%) of the Contract amount, conditioned upon the faithful performance of the Contract, is required upon a form provided by City. The bonds are attached hereto and incorporated herein as Exhibit «D,) XIV. HINDRANCES AND DELAYS No claims shall be made by Contractor for damages resulting from hindrances or delays from any cause during the progress of any portion of the work embraced in this Contract. XV. NO PROHIBITED INTEREST AND EQUAL RIGHTS COMPLIANCE Contractor acknowledges and represents it is aware of all applicable laws, City Charter, and City Code of Conduct regarding prohibited interests and that the existence of a prohibited interest at any time will render the Contract voidable. A. No Prohibited Interest By entering into this Contract, Contractor confirms that it has made a reasonable inquiry and, to the best of Contractor's knowledge, no person or officer of its company is employed by the City of Plano or is an elected or appointed official of the City of Plano within the restrictions of the Plano City Charter. Contractor is aware that Section 11.02 of the City Charter states: "No officer or employee of the city shall have a financial interest, direct or indirect, in any contract with the city, nor shall be financially interested, directly or indirectly, in the sale to the city of any land, or rights or interest in any land, materials, supplies or service. The above provision CONTRACT PAGE5 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) shall not apply where the interest is represented by ownership of stock in a corporation involved, provided such stock ownership amounts to less than one (1) per cent of the corporation stock. Any violation of this section shall constitute malfeasance in office, and any officer or employee of the city found guilty thereof shall thereby forfeit his office or position. Any violation of this section with the knowledge, express or implied, of the persons or corporation contracting with the city shall render the contract voidable by the city manager or the city council." B. Equal Rights Compliance Section 2-11(F) of the City Code of Ordinances reads as follows: "It shall be unlawful for an employer to discriminate against any person on the basis of race, color, sex, religion, age, national origin, genetic information, sexual orientation, gender identity, disability status or United States military/veteran status by the following actions or inactions: (a) for an employer to fail or refuse to hire, or to discharge, any person; (b) for an employer to discriminate against any person with respect to compensation, terms, conditions or privileges, of employment; (c) for an employer to limit, segregate or classify employees or applicants for employment in any way that would deprive or tend to deprive a person of employment or employment opportunities, or that would otherwise adversely affect a person's status as an employee; (d) for an employment agency to fail or refuse to refer for employment, or to otherwise discriminate against, any person because of a protected employment characteristic; (e) for an employment agency to classify or refer for employment any person, on the basis of a protected employment characteristic; (f) for a labor organization to exclude or expel from its membership, or to otherwise discriminate against, any person because of a protected employment characteristic; (g) for a labor organization to fail or refuse to refer for employment any person because of a protected employment characteristic; (h) for a labor organization to limit, segregate or classify its members or applicants for membership, in any way that would deprive or tend to deprive a person of employment or employment opportunities, or that would otherwise adversely affect a person's status as an employee or as an applicant for employment; or (i) for a labor organization to cause or attempt to cause an employer to discriminate against a person in violation of this subsection; (j) for an employer, a labor organization or a joint labor-management committee, to discriminate against any person because of a protected employment characteristic in the admission to, or employment in, any program established to provide CONTRACT PAGE6 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) apprenticeship or other training; (k) for an employer to print or publish, or cause to be printed or published, any notice or advertisement relating to employment by the employer that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic; (1) for an employment agency to print or publish, or cause to be printed or published, any notice or advertisement relating to membership in or any classification or referral for employment by the employment agency that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic; or (m) for a joint labor-management committee to print or publish, or cause to be printed or published, any notice or advertisement relating to admission to, or employment in, any program established to provide apprenticeship or other training by the joint labor-management committee that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic." 2. Contractor is aware that its company, its directors, officers and employees must comply with Section 2-11(F) of the City Code of Ordinances unless an exclusion applies. Further, Contractor understands that if Section 2-11(F) applies, Contractor is entitled to apply to the City Manager for a waiver based on a conflict with state or federal law. The Contract will not be executed prior to the waiver issue being resolved. Having made reasonable inquiry, Contractor affirms that its company, its directors, officers and employees agree to comply with Section 2-11(F); or Contractor's company is excluded from this Ordinance based on an exclusion identified in the City Code of Ordinances. XVI. CERTIFICATION Contractor certifies that it does not and will not boycott Israel during the term of this Contract. Contractor has executed the Certification, attached and incorporated herein as Exhibit "E". XVII. WORK FORCE The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they will perform under the Contract. The Contractor, its employees, subcontractors, and subcontractor's employees may not while in the course and scope of delivering goods or services under a City of Plano contract on the City's property; CONTRACT PAGE? ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) a. use or possess a firearm, including a handgun that is licensed under state law, except as required by the terms of the contract; who hold a license to carry a handgun or who otherwise lawfully possess a firearm and ammunition may keep such items in their locked personal vehicle while parked on City Property; or b. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and must not employ such worker again on Contract services without the City's prior written consent. XVIII. SEVERABILITY The provisions of this Contract are severable. If any paragraph, section, subdivision, sentence, clause, or phrase of this Contract is for any reason held to be contrary to the law or contrary to any rule or regulation having the force and effect of the law, such decisions shall not affect the remaining portions of the Contract. However, upon the occurrence of such event, either party may terminate this Contract by giving the other party thirty (30) days written notice. XIX. TERMINATION City may, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate further work under this Contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received unless otherwise indicated in writing by the City. If the City elects to terminate this Contract, the Contractor shall provide the City refund of any prepaid, unused portion of the fees, calculated from the date of termination to the end of the then -current term. Contractor shall be entitled to compensation for any and all work completed to the satisfaction of City in accordance with the provisions of this Contract prior to termination. XX. SURVIVAL Provisions of this Contract which by their nature should apply beyond their terms will remain in full force and effect after any termination or expiration of this Contract including, but not limited to, the following provisions: Compliance with Applicable Laws, CONTRACT PAGE8 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) Indemnification, Venue/Governing Law, and Survival, and any remedies for the breach thereof. XXI. ENTIRE AGREEMENT This Contract and its attachments embody the entire agreement between the parties and may only be modified in writing if executed by both parties. XXII. MAILING OF NOTICES Unless instructed otherwise in writing, Contractor agrees that all notices or communications to City permitted or required under this Contract shall be addressed to City at the following address: City of Plano, Texas Public Works Department Attn: Dan Prendergast, P.E. P.O. Box 860358 Plano, TX 75086-0358 City agrees that all notices or communications to Contractor permitted or required under this Contract shall be addressed to Contractor at the following address: Legacy Contracting, LP dba Control Specialist Services, LP Attn: George Brown, President PO Box 1479 Decatur, TX 76234 All notices or communications required to be given in writing by one party or the other shall be considered as having been given to the addressee on the date such notice or communication is posted by the sending party. XXIII. REPRESENTATION ON AUTHORITY OF PARTIES/SIGNATORIES Each person signing this Contract represents and warrants that he or she is duly authorized and has legal capacity to execute and deliver this Contract. Each party represents and warrants to the other that the execution and delivery of the Contract and the performance of such party's obligations hereunder have been duly authorized and that the Contract is a valid and legal agreement binding on such party and enforceable in accordance with its terms. XXIV. CONTRACT INTERPRETATION Although this Contract is drafted by City, should any part be in dispute, the parties agree that the Contract shall not be construed more favorably for either party. CONTRACT PAGE9 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125-AC.docx (8/20/21 IF) XXV. SUCCESSORS AND ASSIGNS This Contracit shall be binding upon the parties hereto, their successors, heirs, personal representahives and assigns. XXVI. HEADINGS The headings of this Contract are for the convenience of reference only and shall not affect in any manner any of the terms and conditions hereof. XXVII. EFFECTIVE DATE This Contract shall be effective from and after the date of execution by the last signatory hereto as evidenced below. below. IN WITNESS WHEREOF, the parties have executed this Contract by signing LEGACY CONTRACTING, LP DBA CONTROL SPECIALIST SERVICES, LP, a Texas limited partnership By: BROWN & WARD, L.L.C. a Texas limited liability company, its General Partner Date: 6) By: 4 Name: Title: r_e_ "r CITY OF PLANO, TEXAS Date: _September 10, 2021 By:_ 1" ark D. Israelson CITY MANAGER Paige Mims, CITY ATTOR6tY CONTRACT PAGE 10 ZACONTRACTS\Service Agreements\Legacy Contracting, LP dba Control Specialist Services, LP - 2021-0125- AC\Legacy Contracting, LPidba Control Specialist Services, LP - 2021-0125-AC.docx (8/20121 IF) Rik� Plano City of Excellence 2021-0125-AC Addendum 1 RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Issue Date: 5/30/2021 Questions Deadline: 6/18/2021 12:00 PM (CT) Response Deadline: 6/28/2021 01:00 PM (CT) Contact Information Contact: Nancy Corwin Address: 1520 K Avenue Plano, TX 75074 Email: nancyc@plano.gov Page 1 of 6 pages Deadline: 6/28/2021 01:00 PM (CT) 2021-0125-AC Addendum 1 Event Information Number: 2021-0125-AC Addendum 1 Title: RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Type: Request for Proposal Issue Date: 5/30/2021 Question Deadline: 6/18/2021 12:00 PM (CT) Response Deadline: 6/28/2021 01:00 PM (CT) Notes: The City of Plano is soliciting proposals for Water and Wastewater Pumping Equipment Repair and Maintenance for City of Plano Pumping Facilities. Questions must be submitted electronically through IonWave at https:Hplanotx.ionwave.net. No questions will be answered over the phone or through email. The preferred method for proposal submission is electronically through IonWave. If you choose to submit your bid/proposal in person, Purchasing personnel will be available Mondays and Wednesdays between the hours of 10 a.m. and 1 p.m. The person delivering the bid/proposal must call (972) 941-7557 upon arrival during those hours and wait in the lobby for someone to meet them to receive their bid/proposal. Responses delivered in person are to be delivered in a sealed envelope to the Purchasing Department at: City of Plano Purchasing Department 1520 K Avenue Plano, TX 75074 Ph: (972) 941-7557 All responses are due prior to the published closing date and time. No late responses will be accepted. Bids/Proposals will be opened, and the names of offerors read, on Tuesday, June 29, 2021, at 2:00 PM CT. The reading will now be broadcast live by Plano TV and available for viewing at the time of opening by tuning into the City of Plano's Government Access Channel online or through your cable provider. Broadcast information and viewing by stream may be accessed by this link: www.plano.gov/1565/Plano-TV. Tabulations for these solicitations should be available on lonwave within 48 hours of the opening. In some cases, they may be Page 2 of 6 pages Deadline: 6/28/2021 01:00 PM (CT) 2021-0125-AC Addendum 1 available earlier. We ask that you limit exposure by watching the live broadcast of the bid/proposal opening or viewing tabulations electronically through IonWave, rather than attending at City Hall. Time Critical Bid/Proposal Deliveries: The City of Plano cannot guarantee, due to internal procedures, that any bids/proposals sent Priority Mail will be picked up and delivered by the closing date and time. It is recommended that critical bid/proposal deliveries be made either electronically through IonWave or in person as described above. Bid Bonds may be submitted by uploading a scanned copy into lonwave. The apparent low bidder will be required to furnish the original bid bond within 24 hours of the request by the Purchasing Department. Ship To Information Address: 1520 K Avenue Plano, TX 75074 Bid Activities Billing Information Contact: City of Plano- Accounts Payable Address: PO Box 860279 Plano, TX 75086-0279 Phone: 972 (941) 5221 Email: AP@Plano.gov Pre -Bid Meeting 6/7/2021 9:00:00 AM (CT) A Pre -Bid Meeting is scheduled for June 7, 2020, at 9:00 AM. The pre -bid meeting is optional and is being held via skype conference call 972-941-5885 conference code 775161. Mandatory Site Visit 1 6/9/2021 7:00:00 AM (CT) A site visit to all City of Plano Pumping Faculties is mandatory. Site Visits will start at Ridgeview Pump Station 2501 Ridgeview Dr., Plano, TX 75025. Site Visits can be scheduled as follows: • June 9, 2021 starting promptly at 7:00 a.m. In order to follow CDC guidelines on gatherings each vendor attending MUST register, space is limited. -If a date/time fills up you will be asked to pick from another available date /time -Vendors attending are encouraged to wear masks and gloves, however, they will not be provided. -No questions will be answered during the site visit please submit all questions through lonwave. To schedule a site visit follow the link nttps://www.sicinupcienius.com/go/409OA4BA9AE2EAl FE3-20210125ac Mandatory Site -Visit 2 6/15/2021 7:00:00 AM (CT) A site visit to all City of Plano Pumping Faculties is mandatory. Site Visits will start at Ridgeview Pump Station 2501 Ridgeview Dr., Plano, TX 75025. Site Visits can be scheduled as follows: • June 15, 2021 starting promptly at 7:00 a.m. In order to follow CDC guidelines on gatherings each vendor attending MUST register, space is limited. -If a date/time fills up you will be asked to pick from another available date /time -Vendors attending are encouraged to wear masks and gloves, however, they will not be provided. -No questions will be answered during the site visit please submit all questions through lonwave. To schedule a site visit follow the link .V of l41 IU %jGI IIUO. Bid Attachments Addendum 1.pdf Addendum 1 Page 3 of 6 pages Deadline: 6/28/2021 01:00 PM (CT) 2021-0125-AC Addendum 1 General Terms and Conditions Rev 5.1.20.pdf General Terms and Conditions SMWBE form.docx SMWBE Form Written Contract Verbiage.pdf Written Contract Verbiage Form 1295 Changes Effective 010118.pdf 1295 Instructions PAYMENT PERFORMANCE BONDS VERBIAGE.pdf Payment and Performance Bonds Insurance Verbiage.pdf Insurance Verbiage SOO - Water and Wastewater Pumping Equipment Repair and Maintenance V.1.0.pdf SOO Water and Wastewater Pumping Equipment Repair and Maintenance Motor Specifications. pdf Motor Specifications Water and Wastewater Cost Sheet. 2021-0125-AC.xlsx cost sheet Insurance Requirements for General - Maintenance.pdf Insurance Requirements Client Info Work History-5.pdf Client Work History INTERLOCAL AGREEMENT.pdf Interlocal Agreement Vendor Supplemental Information (Updated 7.18.19).pdf Vendor Supplemental Form Israel form (effective 05.21.21).pdf Israel form CIQ - Conflict of Interest Questionaire.pdf Conflict of Interest Questionaire Environmentally Preferable Purchasing Questionnaire Plano.pdf Environmentally Preferable Purchasing Questionnaire Vendor Acknowledgment Form.pdf Vendor Acknowledgment Form Requested Attachments Client Info Work History Vendor Supplemental Information Israel Form CIQ Environmentally Preferable Purchasing Questionnaire Vendor Acknowledgement Form Page 4 of 6 pages Deadline: 6/28/2021 01:00 PM (C1) 2021-0125-AC Addendum 1 RFP response Upload your proposal response. Cost Sheet Upload cost sheet Bid Lines 1 Cost Sheet Total (Response required) Quantity: _ Item Notes: 1 UOM: EA Supplier Notes: Enter the Cost Sheet Total Price: Total: 1 $ No bid Additional notes (Attach separate sheet) Page 5 of 6 pages Deadline: 6/28/2021 01:00 PM (CT) 2021-0125-AC Addendum 1 CITY OF PLANO GENERAL TERMS AND CONDITIONS 1. CITY OF PLANO GENERAL TERMS AND CONDITIONS APPLY TO ANY PROCUREMENT OF PRODUCTS OR SERVICES BY THE CITY OF PLANO (CITY). TAKING EXCEPTION TO THESE TERMS AND CONDITIONS MAY DEEM A RESPONSE AS NON -RESPONSIVE. 2. BID NOTIFICATION: City of Plano utilizes the following procedures for notification of bid opportunities: www.planotx.ionwave.net and the Dallas Morning News: www.dallasnews.com. These are the only forms of notification authorized by the City. City of Plano shall not be responsible for receipt of notification and information from any source other than those listed. It shall be the bidder's responsibility to verify the validity of all bid information received by sources other than those listed. 3. ELECTRONIC BIDS: the City of Plano uses lonwave to distribute and receive bids and proposals. Refer to www.planotx.ionwave.net for information. 4. REQUIRED INFORMATION: City of Plano bid/proposal packets contain various sections requiring completion. The bid form section of the bid packet must be completed prior to the date and time set for bid opening and included with the bid packet or the bidder may be found non -responsive. Vendors may be required to complete and supply all information contained in the "supplemental information" portion of the packet at a date after bid opening. Failure to complete "supplemental information" requirements in a timely manner, prior to council award, may be used by the City in determining a vendor's responsibility. 5. MINIMUM STANDARDS FOR RESPONSIBLE PROSPECTIVE BIDDERS: a prospective bidder must affirmatively demonstrate their responsibility. The City of Plano may request representation and other information sufficient to determine bidder's ability to meet these minimum standards including but not limited to: A. Have adequate financial resources, or the ability to obtain such resources as required; B. Be able to comply with the required or proposed delivery schedule; C. Have satisfactory record of performance; D. Have a satisfactory record of integrity and ethics; E. Otherwise qualified and eligible to receive an award. Failure to provide the requested information within 72 hours may result in a vendor being deemed non -responsive. 6. CORRESPONDENCE: the number of this bid packet must appear on all correspondence, or inquiries, pertaining to this quotation. 7. PREPARATION COST: the City will not be liable for any costs associated with the preparation, transmittal, or presentation of any bids or materials submitted in response to any bid, quotation, or proposal. 8. NOTICE OF PUBLIC DOCUMENTS: any and all materials initially or subsequently submitted as part of the bid process shall become the property of the City, and shall be treated as City documents subject to typical practice and applicable laws for public records. 9. TEXAS PUBLIC INFORMATION ACT: For an expenditure of at least $1 million in public funds for the purchase of goods or services by the City unless excepted by law, "The requirements of Subchapter J, Chapter 552, Government Code, may apply to this bid/contract (whichever is applicable) and the contractor or vendor agrees that the contract can be terminated if the contractor or vendor knowingly or intentionally fails to comply with a requirement of that subchapter." 10. ADDENDA: any interpretations, corrections or changes to this bid packet will be made by addenda. Sole issuing authority shall be vested in the City of Plano Procurement Department. Addenda will be sent to all who are known to have received a copy of this bid packet, if the addenda contain changes to the "specification" or "bid form", bidders shall acknowledge receipt of all addenda or they may be declared non -responsive. 11. REVISED BIDS: the bid that is submitted last will supersede any previous versions. 12. NONRESIDENT BIDDERS: Pursuant to Texas government code, chapter 2252, subchapter A: A bidder whose principal place of business, ultimate parent company or majority owner's principal place of business is not in Texas, is considered a nonresident bidder. A nonresident bidder must underbid the lowest responsible resident bidder by an amount that is equal to, or less than, the amount by which a Texas resident would be required to underbid in the nonresident bidder's state. This provision does not apply to a contract involving federal funds. Page 1 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS 13. INSURANCE: the City requires vendor(s) to carry the minimum insurance as required by state laws, and insurance requirements outlined in the bid/proposal documents. 14. NO PROHIBITED INTEREST/COMPLIANCE WITH EQUAL RIGHTS ORDINANCE: Bidder acknowledges and represents that they are aware of the laws, City Charter, and City Code of Conduct regarding conflicts of interest. The City Charter states that "no officer or employee of the City shall have a financial interest, direct or indirect, in any contract with the City, nor shall be financially interested, directly or indirectly, in the sale to the City of any land, or rights or interest in any land, materials, supplies or service.....". Bidder agrees to comply with Section 2-11(F) of the City Code of Ordinances, which reads as follows: "It shall be unlawful for an employer to discriminate against any person on the basis of race, color, sex, religion, age, national origin, genetic information, sexual orientation, gender identity, disability status or United States military/veteran status by the following actions or inactions: (a) for an employer to fail or refuse to hire, or to discharge, any person; (b) for an employer to discriminate against any person with respect to compensation, terms, conditions or privileges, of employment; (c) for an employer to limit, segregate or classify employees or applicants for employment in any way that would deprive or tend to deprive a person of employment or employment opportunities, or that would otherwise adversely affect a person's status as an employee; (d) for an employment agency to fail or refuse to refer for employment, or to otherwise discriminate against, any person because of a protected employment characteristic; (e) for an employment agency to classify or refer for employment any person, on the basis of a protected employment characteristic; (f) for a labor organization to exclude or expel from its membership, or to otherwise discriminate against, any person because of a protected employment characteristic; (g) for a labor organization to fail or refuse to refer for employment any person because of a protected employment characteristic; (h) for a labor organization to limit, segregate or classify its members or applicants for membership, in any way that would deprive or tend to deprive a person of employment or employment opportunities, or that would otherwise adversely affect a person's status as an employee or as an applicant for employment; or (i) for a labor organization to cause or attempt to cause an employer to discriminate against a person in violation of this subsection; (j) for an employer, a labor organization or a joint labor-management committee, to discriminate against any person because of a protected employment characteristic in the admission to, or employment in, any program established to provide apprenticeship or other training; (k) for an employer to print or publish, or cause to be printed or published, any notice or advertisement relating to employment by the employer that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic; (1) for an employment agency to print or publish, or cause to be printed or published, any notice or advertisement relating to membership in or any classification or referral for employment by the employment agency that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic; or (m) for a joint labor-management committee to print or publish, or cause to be printed or published, any notice or advertisement relating to admission to, or employment in, any program established to provide apprenticeship or other training by the joint labor-management committee that indicates any preference, limitation, specification or discrimination, based on a protected employment characteristic." I am aware that my company, its directors, officers and employees must comply with Section 2-11(F) of the City Code of Ordinances unless an exclusion applies, as indicated below. Further, I understand that if Section 2-11(F) applies, I am entitled to apply to the City Manager for a waiver from signing this section of the affidavit based on a conflict with state or federal law. The contract will not be executed prior to the waiver issue being resolved. Having made reasonable inquiry, I affirm that my company, its directors, officers and employees agree to comply with Section 2-11(F); or my company is excluded from this Ordinance because it is: 1) a religious organization; 2) a political organization; 3) an educational institution; 4) a branch or division of the United States government or any of its departments or agencies; 5) a branch or division of the State of Texas or any of its departments, agencies or political subdivisions; 6) a private club that is restricted to members of the club and guests and not open to the general public; 7) not an "employer" under Section 2-11(F) because it has not had 15 or more employees for each working day in each of 20 or more calendar weeks in the current or preceding calendar year. Page 2 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS 15. SILENCE OF SPECIFICATION: the apparent silence of these specifications as to any detail or to the apparent omission from it of a detailed description concerning any point, shall be regarded as meaning that only the best commercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement. 16. SAMPLES: any catalog, brand names, or manufacturer's reference in this bid packet is descriptive and not restrictive, and is used to indicate type and quality level desired for comparison purposes unless specifically excluded. Please quote as listed or give equal. If item offered is other than as indicated, bidder must state make, model, and part number of product quoted. Equality will be determined by the City, per the specifications. Samples, if required, shall be furnished free of expense to the City. Samples should not be enclosed with bid unless requested. 17. TESTING: testing may be performed at the request of the City or any participating entity, by an agent so designated, without expense to the City. 18. TAXES: the City of Plano is exempt from federal manufacturer's excise and state sales and use tax. Tax must not be included in bid. Tax exemption certificates will be executed by the City and furnished upon request. 19. PRICING: bid price(s) quoted, must be held firm for ninety (90) days to allow for evaluation unless otherwise stated in this document. 20. ERROR -QUANTITY: bid price must be submitted on units of quantity specified, extended, and total shown, in the event of discrepancies in extensions, the unit price shall govern. 21. WARRANTY/GUARANTEE LAWS AND REGULATIONS: By submittal of this bid, in addition to the guarantees and warranties provided by law, vendor expressly guarantees and warrants as follows: A. That the articles to be delivered hereunder will be in full conformity with the specifications or with the approved sample submitted, and agreed that this warranty shall survive acceptance of delivery and payment for the articles and that the vendor will bear the cost of inspecting and/or testing articles rejected. B. That the articles to be delivered hereunder will not infringe on any valid patent, trademark, trade name, or copyright, and that the vendor will, at vendor's own expense, defend any and all actions or suits charging such infringement and will save and hold harmless the City, its officers, employees, agents, and representatives from any and all claims, losses, liabilities and suits arising there from. C. That the articles to be delivered hereunder will be manufactured, sold and/or installed in compliance with the provisions of all applicable federal, state and local laws and regulations. D. That nothing contained herein shall exclude or affect the operation of any implied warranties otherwise arising in favor of the City. 22. PACKAGING: unless otherwise indicated, items will be new, unused, and in first rate condition in containers suitable for damage -free shipment and storage. 23. F.O.B./DAMAGE: quotations shall be bid F.O.B. delivered, designated location, and shall include all delivery and packaging costs. The City of Plano assumes no liability for goods delivered in damaged or unacceptable condition. The successful bidder shall handle all claims with carriers, and in case of damaged goods, shall ship replacement goods immediately upon notification by the City of damage. 24. DELIVERY PROMISE — PENALTIES: quotations must show the number of calendar days required to place the materials in the possession of the City. Do not quote shipping dates. When delivery delay can be foreseen, the bidder shall give prior notice to the purchasing division, who shall have the right to extend the delivery date if reasons for delay appear acceptable. Default in promised delivery, without acceptable reasons, or failure to meet specifications, authorizes the purchasing division to purchase goods elsewhere, and charge any increase in cost and handling to the defaulting bidder. 25. DELIVERY TIMES & INSTALLATION: Deliveries will be acceptable only during normal working hours at the designated location. Regarding installation services, the Contractor shall be responsible to remove from City property and dispose of all waste and packaging material in a lawful manner. 26. PAYMENT TERMS: payment terms are pursuant to the Texas Prompt Payment Act unless otherwise specified by the City. Upon receipt of a properly executed invoice from the vendor, payment will be processed for items or services delivered. Page 3 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS 27. ELECTRONIC SIGNATURE - UNIFORM ELECTRONIC TRANSACTION ACT: the City adopts Vernon Texas' Statutes and Codes, Annotated Business and Commerce Code Chapter 43. Uniform Electronic Transaction Act, allowing individuals, companies, and governmental entities to lawfully use and rely on electronic signatures. 28. PRESENTATION OF BIDS — PAPER SUBMISSION: complete bid packets must be presented to the Procurement Department in a sealed envelope unless otherwise indicated. 29. ALTERING BIDS — PAPER SUBMISSION: bid prices cannot be altered or amended after submission deadline. Any inter -lineation alteration, or erasure made before opening time must be initialed by the signer of the bid, guaranteeing authenticity. 30. LATE BIDS — PAPER SUBMISSION: bid packets received in the Procurement Department after submission deadline shall be returned unopened and will be considered void and unacceptable. The City of Plano is not responsible for the lateness of mail carrier, weather conditions, etc. 31. WITHDRAWAL OF BIDS: bidder agrees that a bid price may not be withdrawn or canceled by the bidder for a period of ninety (90) days following the date designated for the receipt of bids without written approval of the City. 32. BID OPENINGS: all bids submitted will be read at the City's regularly scheduled bid opening for the designated project. However, the reading of a bid at bid opening should not be construed as a comment on the responsiveness of such bid or as any indication that the City accepts such bid as responsive. The City will make a determination as to the responsiveness of bids submitted based upon compliance with all applicable laws, City of Plano purchasing guidelines, and project documents, including but not limited to the bid/proposal specifications and required submittal documents. The City will notify the successful bidder upon award of the contract and, according to state law all bids received will be available for inspection at that time. 33. BID SUMMARY SHEET: bid summary results will be made available forty-eight (48) hours after bid opening. Bidders desiring a copy of the bid summary sheet may view the results online forty-eight hours (48) hours after the bid opening at www.planotx,ionwave.net No results will be given over the telephone. 34. MINOR DEFECT: the City reserves the right to waive any minor defect, irregularity, or informality in any bid. The City may also reject any or all bids without cause prior to award. 35. EVALUATION: bids/proposals will be evaluated as outlined in the bid/proposal document. 36. AWARD: the City reserves the right to award: A. In whole or in part as determined to be in the best interest of the City; and/or B. A separate contract to separate vendors for each item/group or to award one contract for the entire bid. The City reserves the right to take into consideration contract administration costs for multiple award contracts when determining low bid. 37. PROTESTS: all protests regarding the bid solicitation process must be submitted in writing to the Purchasing Manager within five (5) working days following the opening of bids. This includes all protests relating to advertising of bid notices, deadlines, bid opening, and all other related procedures under the local government code, as well as any protests relating to alleged improprieties or ambiguities in the specifications. The limitation does not include protests relating to staff recommendations as to award of this bid. Protests relating to staff recommendations may be directed to the City council by contacting the City Secretary prior to council award. All staff recommendations will be made available for public review ninety-six (96) hours prior to consideration by the City council. 38. ADDITIONAL TERMS: Notwithstanding acceptance by the City of the goods or services ordered hereby, no additional terms or conditions of vendor, whether contained within vendor's proposal or otherwise, shall be accepted by City, unless agreed upon in writing through a proposal process. 39. CONFLICTS: In the event the terms and conditions herein expressed conflict with the terms and conditions of any specifications issued by the City in conjunction with this purchase, the specifications shall supersede these terms and conditions to the extent of the conflict. 40. AUTHORIZATION: The City of Plano will not accept or pay for articles delivered or services performed without a specific written Purchase Order. 41. CONFORMITY OF GOODS/SERVICES: All goods to be delivered or services to be performed shall conform in every respect to the specifications issued by the City in conjunction with its solicitation of bids or proposals. In the event no such Page 4 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS specifications were issued, the goods or services shall conform to the proposal submitted by the vendor. 42. PRICING: Unit pricing shall be in strict conformity with the bid or proposal submitted by vendor, unless a price increase is authorized by the City. 43. PRICE ESCALATION: Price escalations may be permitted by the City of Plano during the term of the contract. All requests for price escalation shall be in written form and shall demonstrate industry -wide or regional increases in the Contractor's costs. Include documents supporting the price escalation, such as manufacturer's direct cost, postage rates, railroad commission rates, federal/state minimum wage laws, federal/state unemployment taxes, FICA, etc. Increases will apply only to the products(s) and/or service(s) affected by an increase in raw material, labor, or another like cost factor. The City of Plano reserves the right to accept or reject any/all price escalations. 44. PRICE REDUCTION: If during the life of the contract, the Contractor's net prices to other customers for the same product(s) and/or service(s) are lower than the City of Plano's contracted prices, an equitable adjustment shall be made in the contract price. 45. TAXES: The City of Plano is exempt from federal manufacturer's excise and state sales and use tax. Contractor shall be responsible to furnish the appropriate forms required to the supplier(s). 46. INSPECTION, REJECTION, AND EXCESS SHIPMENT: In addition to other rights provided by law, the City reserves the right (a) to inspect articles delivered and to return those which do not meet specifications or reasonable standards of quality, (b) to reject articles shipped contrary to instructions or in containers which do not meet recognized standards, and (c) to cancel the order if not filled within the time specified. The City may return rejected articles or excess shipment on this order, or may hold the articles subject to the vendor's order and at vendor's risk and expense, and may in either event charge the vendor with the cost of shipping, unpacking, inspecting, repacking, reshipping and other like expenses. 47. INVOICES: Invoices must be submitted by the Contractor to the City of Plano, Accounting Department, P.O. Box 860279, Plano, TX, 75086-0279. The City Purchase Order number must appear on all invoices, delivery memoranda, bills of lading, packing and correspondence. 48. PATENT RIGHTS: The Contractor agrees to indemnify and hold the City harmless from any claim involving patent right infringement or copyrights on goods supplied. 49. FUNDING: The Contractor recognizes that any contract shall commence upon the effective date and continue in full force and effect until termination in accordance with its provisions. Contractor and City herein recognize that the continuation of any contract after the close of any given fiscal year of the City of Plano, which fiscal year ends on September 30th of each year, shall be subject to Plano City Council approval. In the event that the Plano City Council does not approve the appropriation of funds for the contract, the contract shall terminate at the end of the fiscal year for which funds were appropriated and the parties shall have no further obligations hereunder. 50. ASSIGNMENT: Contractor agrees to retain control and to give full attention to the fulfillment of this Contract, that this Contract shall not be assigned without the prior written consent of City, and that no part or feature of the work will be assigned to anyone objectionable to City. Contractor further agrees that subcontracting any portion or feature of the work, or materials required in the performance of this Contract, shall not relieve Contractor from its full obligations to City as provided by this Contract. Failure to obtain City's written consent prior to assignment of this Contract as set forth herein, may result in termination of this Contract at the City's discretion, without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract. If the City elects to terminate this Contract, the Contractor shall provide the City refund of any prepaid, unused portion of the fees, calculated from the date of termination to the end of the then -current term. 51.AUDIT: The City of Plano reserves the right to audit the records and performance of Contractor during the contract and for three years thereafter. 52. CHANGE ORDERS: No oral statement of any person shall modify or otherwise change, or affect the terms, conditions or specifications stated in this contract. All change orders to the contract will be made in writing by the City of Plano. 53. INDEMNIFICATION: Contractor agrees to defend, indemnify and hold the City and its respective officers, agents and employees, harmless against any and all claims, lawsuits, judgments, fines, penalties, costs and expenses for personal injury (including death), property damage, intellectual property infringement claims (including patent, copyright and trademark infringement) or other harm or violations for which recovery of damages, fines, or penalties Page 5 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS is sought, suffered by any person or persons that may arise out of or be occasioned by Contractor's breach of any of the terms or provisions of the contract, violations of law, or by any negligent, grossly negligent, intentional, or strictly liable act or omission of the Contractor, its officers, agents, employees, invitees, subcontractors, or sub- subcontractors and their respective officers, agents, or representatives, or any other persons or entities for which the Contractor is legally responsible in the performance of the contract. The indemnity provided for in this paragraph shall not apply to any liability resulting from the sole negligence of City, and its officers, agents, employees or separate Contractors. City does not waive any governmental immunity or other defenses available to it under Texas or federal law. The provisions of this paragraph are solely for the benefit of the parties hereto and are not intended to create or grant any rights, contractual or otherwise, to any other person or entity. Contractor, at its own expense, is expressly required to defend City against all such claims. City reserves the right to provide a portion or all of its own defense; however, City is under no obligation to do so. Any such action by City is not to be construed as a waiver of Contractor's obligation to defend City or as a waiver of Contractor's obligation to indemnify City pursuant to this agreement. Contractor shall retain defense counsel within seven (7) business days of City's written notice that City is invoking its right to indemnification under this agreement. If Contractor fails to retain counsel within the required time period, City shall have the right to retain defense counsel on its own behalf and Contractor shall be liable for all costs incurred by City. In addition to Contractor's intellectual property infringement indemnification and defense requirements herein, if an infringement claim occurs, or in Contractor's opinion is likely to occur, Contractor shall, at its expense: (a) procure for City the right to continue using the product; (b) replace or modify the product so that it becomes non - infringing while providing functionally equivalent performance; or (c) accept the return of the product and grant City a reimbursement for the product. Contractor will proceed under subsection (c) above only if subsections (a) and (b) prove to be commercially unreasonable. The intellectual property infringement indemnification herein applies to all products provided, supplied or sold under this agreement by Contractor to City whether manufactured by Contractor or a third party. Contractor represents that, to the best of its knowledge, City's use of products that are provided supplied, or sold by Contractor to City as part of this agreement does not constitute an infringement of any intellectual property rights and City has the legal right to use said products. City enters into this agreement relying on this representation. The indemnification herein survives the termination of the contract and/or dissolution of this agreement including any infringement cure provided by the Contractor. 54. TERMINATION: City may, at its option, with or without cause, and without penalty or prejudice to any other remedy it may be entitled to at law, or in equity or otherwise under this Contract, terminate further work under this Contract, in whole or in part by giving at least thirty (30) days prior written notice thereof to Contractor with the understanding that all services being terminated shall cease upon the date such notice is received unless otherwise indicated in writing by the City. If the City elects to terminate this Contract, the Contractor shall provide the City refund of any prepaid, unused portion of the fees, calculated from the date of termination to the end of the then -current term. Contractor shall be entitled to compensation for any and all work completed to the satisfaction of City in accordance with the provisions of this Contract prior to termination. 55. TERMINATION FOR DEFAULT: The City of Plano reserves the right to enforce the performance of the contract in any manner prescribed by law or deemed to be in the best interest of the City in the event of breach or default of the contract. The City reserves the right to terminate the contract immediately in the event the Contractor fails to 1) meet delivery schedules or, 2) otherwise perform in accordance with these specifications. Breach of contract or default authorizes the City to award contract to another Contractor, purchase elsewhere and charge the full increase in cost and handling to the defaulting Contractor. 56. REMEDIES: The Contractor and the City of Plano agree that each party has rights, duties, and remedies available as stated in the uniform commercial code and any other available remedy, whether in law or equity. 57. VENUE: This agreement will be governed and constructed according to the laws of the state of Texas. This agreement is performable in Collin/Denton County, Texas. Exclusive venue shall be in Collin County, Texas. 58. DELINQUENT TAXES: Section 2-2 of the City Code of Ordinances prohibits the payment of public funds to persons that owe delinquent taxes to the City of Plano. Therefore, payment to a Contractor for goods or services provided to the City under contract or Purchase Order may be withheld in the event the Contractor owes delinquent taxes to the City. 59. WORKFORCE: A. The Contractor shall employ only orderly and competent workers, skilled in the performance of the services which they Page 6 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS will perform under the Contract. B. The Contractor, its employees, subcontractors, and subcontractor's employees may not while in the course and scope of delivering goods or services under a City of Plano contract on the City's property; i. use or possess a firearm, including a handgun that is licensed under state law, except as required by the terms of the contract; who hold a license to carry a handgun or who otherwise lawfully possess a firearm and ammunition may keep such items in their locked personal vehicle while parked on City Property; or ii. use or possess alcoholic or other intoxicating beverages, illegal drugs or controlled substances, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. C. If the City or the City's representative notifies the Contractor that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the Contractor shall immediately remove such worker from Contract services, and must not employ such worker again on Contract services without the City's prior written consent. D. The immigration reform and control act of 1986 (IRCA) makes it illegal for employers to knowingly hire or recruit immigrants who do not possess lawful work authorization and requires employers to verify their employees' work eligibility on a U.S. department of justice form I-9. The Contractor warrants that Contractor is in compliance with IRCA and will maintain compliance with IRCA during the term of the contract with the City. Contractor warrants that Contractor has included or will include a similar provision in all written agreements with any subcontractors engaged to perform services under this contract. STATUTORY CONTRACTING REQUIREMENTS: The following terms apply when required by applicable Texas statute(s) or for purchases funded or reimbursed using Federal funds. 60. COMPLIANCE WITH TX GOVT CODE 2270: A. As required per Texas Government Code Section 2270.001, the Contractor certifies the following: i. Company does not boycott Israel; ii. Company will not boycott Israel during the term of the contract. 61. FEDERALLY FUNDED PROJECTS: For projects using Federal funds the following shall apply: The City of Plano, in accordance with the provisions of Title VI of the Civil Rights Act of 1964 (78 Stat. 252, 42 U.S.C. §§ 2000d to 2000d-4) and its Regulations, hereby notifies all bidders that it will affirmatively ensure that for any contract entered into pursuant to this advertisement, disadvantaged business enterprises will be afforded full and fair opportunity to submit bids in response to this invitation and will not be discriminated against on the grounds of race, color, or national origin in consideration for an award 62. COMPLIANCE WITH THE CONTRACT WORK HOURS AND SAFETY STANDARDS ACT f29 C.F.R. � 5.5(b)l: (1) Overtime requirements. No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers or mechanics shall require or permit any such laborer or mechanic in any workweek in which he or she is employed on such work to work in excess of forty hours in such workweek unless such laborer or mechanic receives compensation at a rate not less than one and one-half times the basic rate of pay for all hours worked in excess of forty hours in such workweek. (2) Violation; liability for unpaid wages; liquidated damages. In the event of any violation of the clause set forth in paragraph (b)(1) of this section the contractor and any subcontractor responsible therefor shall be liable for the unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory), for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer or mechanic, including watchmen and guards, employed in violation of the clause set forth in paragraph (b)(1) of this section, in the sum of $27 for each calendar day on which such individual was required or permitted to work in excess of the standard workweek of forty hours without payment of the overtime wages required by the clause set forth in paragraph (b)(1) of this section. (3) Withholding for unpaid wages and liquidated damages. The (the Federal agency or the loan or grant recipient, whichever is applicable) shall upon its own action or upon written request of an authorized representative of the Department of Labor withhold or cause to be withheld, from any moneys payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other federally -assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same Page 7 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph (b)(2) of this section. (4) Subcontracts. The contractor or subcontractor shall insert in any subcontracts the clauses set forth in paragraph (b)(1) through (4) of this section and also a clause requiring the subcontractors to include these clauses in any lower tier subcontracts. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set forth in paragraphs (b)(1) through (4) of this section. 63. CLEAN AIR ACT AND THE FEDERAL WATER POLLUTION CONTROL ACT: Clean Air Act 1. The contractor agrees to comply with all applicable standards, orders or regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C. § 7401 et seq. 2. The contractor agrees to report each violation to the (City of Plano or applicant, whichever is applicable, entering into the contract) and understands and agrees that the (City of Plano or applicant, whichever is applicable, entering into the contract) will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. 3. The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. Federal Water Pollution Control Act 1. The contractor agrees to comply with all applicable standards, orders, or regulations issued pursuant to the Federal Water Pollution Control Act, as amended, 33 U.S.C. 1251 et seq. 2. The contractor agrees to report each violation to the (City of Plano or applicant, whichever is applicable, entering into the contract) and understands and agrees that the (City of Plano or applicant, whichever is applicable, entering into the contract) will, in turn, report each violation as required to assure notification to the Federal Emergency Management Agency, and the appropriate Environmental Protection Agency Regional Office. 3. The contractor agrees to include these requirements in each subcontract exceeding $150,000 financed in whole or in part with Federal assistance provided by FEMA. 64. DEBARMENT AND SUSPENSION: (1) This contract is a covered transaction for purposes of 2 C.F.R. pt. 180 and 2 C.F.R. pt. 3000. As such, the contractor is required to verify that none of the contractor's principals (defined at 2 C.F.R. § 180.995) or its affiliates (defined at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified (defined at 2 C.F.R. § 180.935). (2) The contractor must comply with 2 C.F.R. pt. 180, subpart C and2 C.F.R. pt. 3000, subpart C, and must include a requirement to comply with these regulations in any lower tier covered transaction it enters into. (3) This certification is a material representation of fact relied upon by (the City of Plano, or recipient/subrecipient/applicant, whichever is applicable). If it is later determined that the contractor did not comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to (the City of Plano, or recipient/subrecipient/applicant, whichever is applicable), the Federal Government may pursue available remedies, including but not limited to suspension and/or debarment. (4) The bidder or proposer agrees to comply with the requirements of2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt. 3000, subpart C while this offer is valid and throughout the period of any contract that may arise from this offer. The bidder or proposer further agrees to include a provision requiring such compliance in its lower tier covered transactions. 65. BYRD ANTI -LOBBYING AMENDMENT, 31 U.S.C. & 1352 (as amended): Contractors who apply or bid for an award of $100,000 or more shall file the required certification. Each tier certifies to the tier above that it will not and has not used Federal appropriated funds to pay any person or organization for influencing or attempting to influence an officer or employee of any agency, a Member of Congress, officer or employee of Congress, or an employee of a Member of Congress in connection with obtaining any Federal contract, grant, or any other award covered by 31 U.S.C. § 1352. Each tier shall also disclose any lobbying with non -Federal funds that takes place in connection with obtaining any Federal award. Such disclosures are forwarded from tier to tier up to the recipient who in turn will forward the certification(s) to the awarding agency. Page 8 of 9 PPM Rev.5.1.20 CITY OF PLANO GENERAL TERMS AND CONDITIONS 66. PROCUREMENT OF RECOVERED MATERIALS: i. In the performance of this contract, the Contractor shall make maximum use of products containing recovered materials that are EPA -designated items unless the product cannot be acquired- 1. Competitively within a timeframe providing for compliance with the contract performance schedule; 2. Meeting contract performance requirements; or 3. At a reasonable price. ii. Information about this requirement, along with the list of EPA- designated items, is available at EPA's Comprehensive Procurement Guidelines web site, https://www.epa.gov/smm/comprehensive- procurement-guideline-cpg-program. iii. The Contractor also agrees to comply with all other applicable requirements of Section 6002 of the Solid Waste Disposal Act. 67. ACCESS TO RECORDS: The following access to records requirements apply to this contract: (1) The Contractor agrees to provide the City of Plano, (recipient, if applicable), the FEMA Administrator, the Comptroller General of the United States, or any of their authorized representatives access to any books, documents, papers, and records of the Contractor which are directly pertinent to this contract for the purposes of making audits, examinations, excerpts, and transcriptions. (2) The Contractor agrees to permit any of the foregoing parties to reproduce by any means whatsoever or to copy excerpts and transcriptions as reasonably needed. (3) The Contractor agrees to provide the FEMA Administrator or his authorized representatives access to construction or other work sites pertaining to the work being completed under the contract. (4) In compliance with the Disaster Recovery Act of 2018, the City of Plano and the Contractor acknowledge and agree that no language in this contract is intended to prohibit audits or internal reviews by the FEMA Administrator or the Comptroller General of the United States. Page 9 of 9 PPM Rev.5.1.20 June 25, 2021 Prospective Respondents Re: Addendum #1 i Plano City of Excellence Solicitation No. 2021-0125-AC RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Addendum #1 is issued. The following items take precedence over the initial specifications and documents, where supplemented here. The original requirements not affected by this addendum shall remain in effect. CHANGES ADD 1. 2016-0003-C BID TABULATION DELETE 1. Delete Response Attachments Bid Bond 2. Delete Response Attachments Vendor Compliance to State Law QUESTIONS AND ANSWERS FROM IONWAVE Question 1. Can we get a copy of the bid tabulation for the current contract? I am not finding RFP 2016- 0003 on Ionwave.? Answer 1. See ADD 1 above. Question 2. There are attachments provide in your RFQ I have identified for the 10 requests except for the following and need some guidance as to how to respond. They are: a. 1. Bid Bond ...........( what do I attach)? b. 5. Vendor compliance to State Law......... what do I attach ? c. 9. RFP response......... what do I attach ? Answer 2. a. See above Delete 1. b. See above Delete 2. c. Upload your proposal response. Vendors who may have already submitted a response and feel this addendum may change their submittal may pick up their response and return it prior to the due date and time. If you have any questions regarding this addendum, please contact the City of Plano Purchasing Division, (972) 941-7557. Acknowledge receipt of this addendum by initialing in the appropriate space on the Vendor Acknowledgment Page if you have not previously submitted a proposal. igo, Mi A O U 'y bA U 4 Q :. Wo0z d Fo-Io U Z w U zwv A �dAo ox A H Fw�d OHwo A W C7 �zoQ o°55 .agave �gOZU d � W�aw� 9 w0 F xUU0 �Uz 3a U F.F¢U q F U W � F d E-'OaF zFdw Fq�o W�wA wzQU An z Fo°� u�zA 0 a�xz A�Qo dO�U z'�Aw C7wWU wzHa O >cn H FzCA ti O En] P4 H W O H F W O �ozq �q�0a Plano City of Excellence 2021-0125-AC RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Statement of Objectives Public Works Version 1.0 . Plano Contents 2021-0125-AC RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Statement of Objectives 1. Background/Introduction...................................................................................................................1 2. Omitted 3. Omitted 4. Current Environment..........................................................................................................................1 5. Omitted 6. Constraints..........................................................................................................................................1 7. Tasks/Deliverables..............................................................................................................................1 8. Omitted 9. Omitted 10. Omitted 11. Omitted 12. Desired Skills and Knowledge.............................................................................................................2 13. Contractor Requirements...................................................................................................................3 14. Work History/Past Performance........................................................................................................3 15. Insurance............................................................................................................................................3 16. Omitted 17. Bonding Requirements.......................................................................................................................3 18. Omitted 19. Omitted 20. Omitted 21. Warranty.............................................................................................................................................3 22. Mandatory Site Visit...........................................................................................................................3 23. Travel..................................................................................................................................................4 24. Period of Performance.......................................................................................................................4 25. Place and Hours of Performance........................................................................................................4 26. Proposal Response Format.................................................................................................................5 27. Evaluation Criteria..............................................................................................................................6 28. Best and Final Offer............................................................................................................................6 1. i Plano Cily r j l-wellence 2021-0125-AC RFP for Water and Wastewater Pumping Equipment Repair and Maintenance Statement of Objectives BACKGROUND/INTRODUCTION The City of Plano is soliciting proposals to establish an annual fixed price contract for the Public Works Department water and wastewater pumping equipment repair and maintenance, as specified. The contract value will be up to $500,000.00 per year. This Statement of Objectives (SOO) identifies the broad, basic, top-level objectives of the acquisition and is used as a focusing tool for both the City of Plano and offerors. While requirements are listed, it is the City's intent to provide maximum flexibility to allow for each offeror to propose an innovative approach that it believes meets the requirements and should be considered by the City. 2. OMITTED 3. OMITTED 4. 5. 7 CURRENT ENVIRONMENT Currently, Pumping Facilities contracts for the repair and maintenance of all water and wastewater pumping equipment. All of the water and wastewater pumping equipment to be maintained under this contract is located on City owned property within or near the city limits of the City of Plano. Buildings are secured, and a City employee must be present to grant access to the facilities. OMITTED CONSTRAINTS 6.1 All equipment and parts provided under this proposal shall be free of liens and defects. 6.2 All equipment and parts shall be new and unused, unless otherwise approved by the city on a specialty case basis. 6.3 All existing motors, pumps, electrical switch gears, and other equipment which are replaced shall remain the property of the City and shall be stored at a location to be chosen by the City. 6.4 All Federal and State laws must be followed regarding disposal of hazardous material. 6.5 All equipment furnished and installed on this project shall be manufactured and installed in accordance with the Occupational Safety and Health Act of 1970 and its subsequent amendments and revisions. 6.6 All work on this project shall be performed in accordance with the regulations and requirements of the above Act, and its revisions and amendments. 6.7 When subcontractors are used, Contractor is required to have a representative on -site. TASKS/DELIVERABLES 7.1 Work to be performed under this proposal shall include, but not be limited to the repair, replacement, and calibration of the following: 7.1.1 Pumps 7.1.2 Motors 2021-0125-AC Statement of Objectives Page 1/6 7.1.3 Piping 7.1.4 Motor operated valves 7.1.5 Electrical wiring 7.1.6 Motor control electrical switch gear 7.1.7 Transformers 7.1.8 Auto control systems 7,1.9 Flow meters of various types 7,1.10 All types and sizes of valves 7.2 Calibrations are performed annually on some equipment and semi-annually on other equipment, as scheduled by the City. Response Time 7.3 Contractor must be capable of providing 24-hour equipment and personnel service 365 days a year. 7.4 Contractor must guarantee to provide proper resources and equipment within three hours of initial service call. Performance Testing 7.5 A performance test is required on all repaired or replaced equipment after installation. The performance test shall demonstrate that the equipment has been properly installed and will operate satisfactorily and meet the guarantees of the manufacturer. 7.6 The City shall furnish the electricity and lubricating oil necessary for performance testing. 7.7 Contractor shall furnish an orifice with manometer to measure the quantity of water pumped (when designated by Utility Pumping staff), ammeter, voltmeter and tachometer. 7.8 The test shall be carried out by operating each pumping unit throughout the range specified for a continuous period of at least two hours, or until city staff verifies that all of the equipment is in proper operating condition and will meet the warranty. 7.9 Throughout performance testing of pumping equipment, the motors and pumps must run smoothly without vibration and/or heating. If vibration and/or heating is observed, the contractor must stop the test until the unit is placed into a condition to comply with the requirements of smoothness of operation. 8. OMITTED 9. OMITTED 10. OMITTED 11. OMITTED 12. DESIRED SKILLS AND KNOWLEDGE Contractor must have employees with Master Electrician's licenses. Contractor must have an adequate number of qualified, licensed employees to accommodate the work assignments that will occur under this contract. 2021-0125-AC Statement of Objectives Page 2/6- 13 22 CONTRACTOR REQUIREMENTS 13.1 The contractor will assign only qualified, trained, competent, and reliable personnel to perform the services. 13.2 All contractor employees assigned to this project must be confined space certified. 13.3 All contractor employees assigned to this project must be fall protection certified. 13.4 At least one contractor representative who is able to communicate in English with City staff must be present on the job site at all times. 13.5 The contractor shall ensure that their employees shall observe all City codes and ordinance governing City employees when on City premises. 13.6 In the event that the City shall deem an employee unacceptable or unsatisfactory, contractor shall remove such employee from the job site and shall supply a suitable replacement. WORK HISTORY/PAST PERFORMANCE Work history should demonstrate experience successfully performing repair and/or replacement of motors, pumps, piping, motor -operated valves, electric switch gears, and other equipment as listed in the provided Locations and Equipment document. Experience with municipal clients is preferred. INSURANCE The successful offeror must submit proof of meeting necessary insurance requirements within ten (10) business days of request by the City. Failure to respond within ten business days may be grounds for declaring offer non -responsive to the specifications. OMITTED BONDING REQUIREMENTS A PERFORMANCE BOND in the amount of $500,000 is required. Performance bond must be submitted within (10) days of notice of award of contract to vendor. OMITTED OMITTED OMITTED WARRANTY 21.1 Contractor shall warrant the repaired or replaced equipment and the work performed under this contract against defective materials and workmanship for a period of one year from the date of acceptance by the City. Contractor agrees to make good any defects that may develop during this one-year period without cost to the City. 21.2 Because water supply pumping and wastewater pumping performance are critical to the City of Plano, all warranty work must be performed within 72 hours of notification of warrantyclaim. MANDATORY SITE VISIT Potential offerors must attend one of two scheduled site visits for this project. Attendance will be recorded on the sign -in sheet at the site visit. The City is not responsible for an offeror who attends the site visit and does not sign -in. 2021-0125-AC Statement of Objectives Page 3/6- 23. TRAVEL The City will not reimburse for travel. Billable time will begin at arrival at the job site and end at departure. 24. PERIOD OF PERFORMANCE Historically, the contract has been awarded for one year with four City -optional renewals, however the City is open to proposal of alternative contract terms to achieve cost savings. 25. PLACE AND HOURS OF PERFORMANCE Water Distribution System Locations 25.1 Pumping Stations 25.1.1 Ridgeview Pump Station 2501 Ridgeview Drive, Plano, TX 75025 25.1.2 Custer Pump Station, 1901 W 15th Street, Plano, TX 75023 25.1.3 Stadium Pump Station, 6601 Alma Drive, Plano, TX 75023 25.1.4 Shiloh Pump Station, 1405 Del Sol Drive, Plano, TX 75074 25.1.5 Bypass 2000 Hedgcoxe Road, Plano, TX 75025 25.2 Elevated Tanks 25.2.1 Southeast Elevated Tank, 940 Stewart Road, Plano, TX 75074 25.2.2 Jupiter Elevated Tank 4001 Jupiter Road, Plano, TX 75074 25.2.3 Parkwood Elevated Tank, 6100 Bishop Road, Plano, TX 75024 25.2.4 Preston Elevated Tank, 4301 W. Plano Parkway, Plano, TX 75093 25.2.5 Wentworth Elevated Tank, 2806 Browning Drive, Plano, TX 75093 25.2.E Tennyson Elevated Tank, 6825 Communications Parkway, Plano, TX 75024 25.2.7 Dallas North 2409 W Plano Parkway, Plano, TX 75075 25.2.8 Coit 3620 W. Spring Creek Parkway, Plano, TX 75023 25.2.9 Parker 830 Lexington Drive, Plano, TX 75023 25.2.10 Spring Creek 6405 Dodge Court, Plano, TX 75023 Wastewater Distribution System Locations 25.3 Lift Stations 25.3.1 Sherrye Lift Station, 2508A Sherrye Drive, Plano, TX 75074 25.3.2 Legacy Lift Station, 7803 Parkwood Boulevard, Plano, TX 75093 25.3.3 "J" Place Lift Station, 517 J Place, Plano, TX 75074 25.3.4 Billingsly Lift Station, 6500 International Parkway, Plano, TX 75093 25.3.5 Mapleshade Lift Station, 4310 Mapleshade Lane, Plano, TX 75024 25.3.6 Legacy West Lift Station, 8235 Dallas Parkway, Plano, TX 75024 25.4 Hours 2021-0125-AC Statement of Objectives Page 4/6- Work can occur between the hours of 6:30 a.m, and 3:00 p.m., unless other arrangements are made. 26. PROPOSAL RESPONSE FORMAT The preferred method of proposal submission is online through planotx.ionwave.net. If you elect not to submit your proposal online, provide one hardcopy and two soft copies on electronic media (e.g., USB drives or CDs). All pages should be numbered. Include the cost proposal in the hardcopy and as a separate electronic file, preferably in Excel format. The proposal should include all information requested in this RFP and should be in the format described in this section. Provide detailed descriptions of how you fulfill each requirement. Be as precise, accurate, and succinct as possible. Evaluators may take the clarity and completeness of a proposal into consideration. If you include exceptions in your proposal, clearly identify each exception it takes, noting the specific RFP section number and title and providing a detailed description of exception taken and your proposed replacement language. The offeror is solely responsible for thoroughly understanding the RFP and its attachments, exhibits, and forms. All issues or questions that might be advanced or addressed by way of assumption should be submitted as questions prior to the deadline for Questions and Answers. The City is prevented by the Texas Constitution (Article 11, Section S) from indemnifying vendors. Offerors are strongly discouraged from including terms in their proposals that require the City to indemnify them. Such terms may result in the proposal being rejected. SECTION I —EXECUTIVE SUMMARY Summary Provide a concise narrative summary of your proposal, including significant risks, and a highlight of any key or unique features, excluding cost/price. The highlighted features should tie in with the stated evaluation criteria. Summary material presented here does not meet the requirement for any portion for other sections of the proposal. Table of Contents Provide a master table of contents of the entire proposal. SECTION II —COMPANY PROFILE Overview Provide an overview of your company, including its structure, longevity, primary business, and an overview of relevant experience. Key Personnel Provide completed Certification/License Listing for staff that will perform work assignments under this contract. References Provide recent references most relevant in demonstrating your ability to successfully complete this project. For each reference, provide current contact information (name, phone number, and email) and a brief description of the work performed. Refer to the Work History section for guidance regarding the City's expectations. 2021-0125-AC Statement of Objectives Page 5/6- Offerors are cautioned that the City may use data obtained from other sources in addition to the information provided in this section when evaluating past and present performance. Subcontracting Plan If you plan to subcontract any or all portions of the work for this project, provide subcontractor information in this section. For each proposed subcontractor provide a company overview, certifications and licenses, and references as described above. Provide information regarding your firm's history working with the subcontractor. Detail what portion of the work you plan to subcontract to each subcontractor. SECTION III —CONTRACT TERM The City is interested in exploring alternative terms that offer cost savings. Propose the most cost effective contract term, including renewals, if any, that totals 5 years. Do not provide cost information in this section. SECTION IV —DOCUMENTATION Provide copies of Master Electrician Licenses. Provide copies of Confined Space Certifications. Provide copy of Fall Protection Certification. SECTION V—COST A cost proposal form in excel format has been provided for your use. 27. EVALUATION CRITERIA The City of Plano will select the proposal that is determined to be the best value for the City considering the relative importance of the following criteria and weights and any other facts considered relevant by the City. The City intends to award this contract to a single offeror. This award will not be split. The City reserves the right to request presentations or demonstrations from some or all offerors in order to further develop evaluation scores. The City reserves the right to award a contract without any negotiations and reserves the right not to make an award. CRITERION WEIGHT Site Visit Attendance Pass / Fail Staff Qualifications (Sections II and IV) 30% Work History and Experience (Section II) 30% Cost 40% Offerors should be aware that any information regarding sealed proposals cannot and will not be disclosed to the public prior to contract award. 28. BEST AND FINAL OFFER The City reserves the right to request best and final offers from any or all offerors. 2021-0125-AC Statement of Objectives Page 6/6- PUMP STATIONS CUSTER PUMP STATION 1901 W 151" St Rehabbed 2012 MOTOR #1: Z875 G.E. 300 H.P., 460 Volt, 3 Phase Vertical PUMP: Odessa, S/N595294-1. 3900 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size Altistart 48 CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2012 HRS 5,688 (as of 9/28/15) MOTOR 2: Z875 G.E., 300 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N595294-2, 3900 G.P.M.', Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size Altistart 48 CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2012 HRS 4,633 (as of 9/26/15) MOTOR #3: Z875 G.E., 200 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N595290, 2500 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 400 Amp. Starter Size Altistart 48 CONTROL VALVE: 14" Valvematic Surge Buster YEAR: 2012 HRS 10,117 (as of 9/28/15) MOTOR #4: Z875 G.E., 150 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N 595291, 2000 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 400 Amp. Starter Size Altistart 48 CONTROL VALVE: 12" Valvematic Surge Buster YEAR: 2012 HRS 8,345 (as of 9/28/15) MOTOR #5: Z795 G.E., 100 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa S/N 595292, 1700 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 250 Amp. Starter Size Altistart 48 CONTROL VALVE: 10" Valvematic Surge Buster YEAR: 2012 HRS 9,648 (as of 9/28/15) MOTOR #6: Z795 G.E., 200 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N 361DR-1, 3500 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size Altistart 48 CONTROL VALVE: 14" Valvematic Surge Buster YEAR: 2018 HRS 8,422 (as of 9/28/15) Motor replaced 10/4/2018 at 1156.0 hours on new scada MOTOR #7: Z795 G.E., 200 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N 3G1 DR-2, 3500 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size Altistart 48 CONTROL VALVE: 14" Valvematic Surge Buster YEAR: 2011 HRS 7,355 (as of 9/28/15) MOTOR #8: Z795 G.E., 250 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa, S/N 595293-1, 4300 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size Altistart 48 CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2012 HRS 2,809 (as of 9/28/15) MOTOR #9: Z795 G.E., 250 H.P., 460 Volts, 3 Phase Vertical PUMP: Odessa S/N 595293-2, 4300 G.P.M., Vertical Turbine MOTOR CONTROL: Square D, Breaker 600 Amp. Starter Size? CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2012 HRS 2,224 (as of 9/28/15) Surge Valves SURGE VALVE (875) 12" Clay Valve, Cat# 1252-03, Stock # 52-03-764C, Cod#E3 SURGE VALVE (795) 10" Clay Valve, Cat# 1052-03, Stock# 52-03-690K, Cod#E3 Generators GENERATOR#12721 Year 2011 Kohler s/n 3030627, Class R05DZOZZZ Model , 1000 kW HRS 62 (as of 9/28/15) GENERATOR#12722 Year 2011 Kohler s/n 3030418, Class R05DZDOZZZ Model 00000, 1000kw HRS 61 (as of 10/27/14) RIDGEVIEW PUMP STATION 2501 Ridgeview Drive MOTOR #1: Z875 General Electric 350 H.P., 3Phase 460 Volts PUMP Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D Size 6 CONTROL VALVE Crispin 16" Surge Buster YEAR: 1998 HRS 25,168 (as of 9/28/15) MOTOR #2: Z875 General Electric 350 H.P. 3 Phase 460 Volts PUMP: Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D Size 6 CONTROL VALVE: Val Matic 16" Hydraulic Swing Arm YEAR: 1998 HRS 30,788 (as of 9/28/15) MOTOR #3: Z875 General Electric 350 H.P. 3 Phase 460 Volts PUMP: Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D Size 6 CONTROL VALVE: Val Matic 16" Hydraulic Swing Arm YEAR: 1998 HRS 22,060 (as of 9/28/15) MOTOR #4: Z875 General Electric 350 H.P. 3 Phase 460 Volts PUMP: Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D size 6 CONTROL VALVE: Apco 16" Cushioned Swing Check Valve YEAR: 1998 HRS 26,534 (as of 9/28/15) MOTOR #5: Z875 General Electric 350 H.P. 3 Phase 460 Volts PUMP: Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D size 6 CONTROL VALVE: Bermad 12" Asco Controller YEAR: 1998 HRS 21,147 (as of 9/28/15) MOTOR #6: Z875 General Electric 350 H.P. 3 Phase 460 Volts PUMP: Simflo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D size 6 CONTROL VALVE: Bermad 12" Asco Controller YEAR: 1998 HRS 21,022 (as of 9/28/15) MOTOR #7: Z875 General Electric, 350 H.P., 3 Phase 460 Volts PUMP: SLM Flo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Bermad 10" YEAR: 1996 HRS 39,279 (as of 9/28/15) MOTOR #8: Z875 General Electric, 350 H.P., 3 Phase, and 460 Volts PUMP: SLM Flo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Bermad 10" YEAR: 1996 HRS 30,770 (as of 9/28/15) MOTOR #9: Z875 General Electric, 350 H.P., 3 Phase, and 460 Volts PUMP: SLM Flo Vertical Turbine 4500 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Bermad 10" YEAR: 1996 HRS 37,193 (as of 9/28/15) MOTOR #10 Z875 U.S. Motors, 250 H.P., 3 Phase, 460 Volts PUMP: Johnson Vertical Turbine, 2200 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Clay Valve, 6" YEAR: 1993 HRS 34,939 (as of 9/28/15) MOTOR #11: Z875 U.S. Motors, 350 H.P., 3 Phase, and 460 Volts PUMP: Johnson Vertical Turbine, 4500 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Clay Valve 10" YEAR: 1993 HRS 39,353 (as of 9/28/15) MOTOR #12: Z875 U.S. Motors, 350 H.P., 3 Phase, and 460 Volts PUMP: Johnson Vertical Turbine, 4500 G.P.M. MOTOR CONTROL: Square D, Size 6 CONTROL VALVE: Clay Valve, 10" YEAR: 1993 HRS 49,939 (as of 9/28/15) MOTOR # 13: Z875 U.S. Motor 700 H.P. 3 Phase 4160 Volts PUMP: Simflo Vertical Turbine 8958 G.P.M. MOTOR CONTROL: Benshaw Motor Controls CONTROL VALVES: Val Matic Surge Buster 24" and # 7224 Swing check YEAR: 1999 HRS 24,103 (as of 9/28/15) MOTOR #14: Z875 U.S. Motor 700 H.P. 3 Phase 4160 Volts PUMP: Simflo Vertical Turbine 8958 G.P.M. MOTOR CONTROLS: Benshaw Motor Controls CONTROL VALVES: Val Matic Surge Buster 24" and # 7224 Swing check YEAR: 1999 HRS 23,829 (as of 9/28/15) MOTOR #15: Z875 U.S. Motor 700 H.P. 3 Phase 4160 Volts PUMP: Simflo Vertical Turbine 8958 G.P.M. MOTOR CONTROLS: Benshaw Motor Controls CONTROL VALVE: Val Matic Surge Buster 24" and # 7224 Swing check YEAR: 1999 HRS 16,974 (as of 9/28/15) MOTOR #16: Z875 U.S. Motor 700 H.P. 3 Phase 4160 Volts PUMP: Simflo Vertical Turbine 8958 G.P.M. MOTOR CONTROL: Benshaw Motor Controls CONTROL VALVE: Val Matic Surge Buster 24" and #7224 Swing check YEAR: 1999 HRS 17,451 (as of 9/28/15) MOTOR #20: Z875 G.E. Motor 800 H.P. 3 Phase 4160 Volts PUMP: Johnston Vertical Turbine 8958 G.P.M. MOTOR CONTROL: Benshaw Motor Controls CONTROL VALVE: Crispin 24" Hydraulic Swing Arm YEAR: 2002 HRS 17,865 (as of 9/28/15) MOTOR #21: Z875 G.E. Motor 800 H.P. 3 Phase 4160 Volts PUMP: Johnston Vertical Turbine 8958 G.P.M. MOTOR CONTROL: Benshaw Motor Controls CONTROL VALVE: Crispin 24" Hydraulic Swing Arm YEAR: 2002 HRS 18,894 (as of 9/28/15) Surge Valves SURGE VALVE Bermad 18" Rebuilt 2014 SURGE VALVE Bermad 18" New 2015 (.PnPratnrc GENERATOR# 00705 Year 2000 s/n 6HN00411, Class R05DZDOZZZ, Model 3518B, 1750 kW HRS 192 (as of 9/28/15) GENERATOR#00706 Year 200 s/n 6HN00410, Class R05DZOZZZ, Model 3518B, 1750 kW HRS 1192 (as of 9/28/15) GENERATOR# 10768 Year 2010 Cummings s/n ISOC153868, HRS 398 Class RO5DZDOZZZ, Model DSFAE-5714105, 80 kW STADIUM PUMP STATION 6601 Alma Drive Rehabbed 2015 MOTOR #1: Z795 U.S., 100 H.P., 480 Volts, 3 Phase PUMP: Weir Floway #75372-1-1, 2100 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton KT3300T Breaker, 3 pole 300 Amp. CONTROL VALVE: 12" Valmatic Surge Buster YEAR: 2015 HRS MOTOR #2: Z795 U.S., 200 H.P., 480 Volts, 3 Phase PUMP: Weir Floway #75372-5-1, 3500 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +T30P35,95-304A Soft Starter BREAKER: Eaton LT3600T 3 pole 600 Amp CONTROL VALVE: 14" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #3: Z795 U.S., 250 H.P.,480 Volts, 3 Phase PUMP: Weir Floway #75372-9-1, 4900 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811+V42P35 131-420A, Soft Starter CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #4: Z795 250 H.P., 480 Volts, 3 Phase PUMP: Weir Floway #75372-9-2 4900 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811+V42P35 131-420A Soft Starter CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #5: Z795 U.S., 100 H.P., and 480 Volts, 3 Phase PUMP: Weir Floway # 75372-1-2, 2100 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +T18P35 56-180A Soft Starter CONTROL VALVE: 12" Valmatic Surge Buster YEAR: 2015 HRS MOTOR #6: Z875 U.S., 300 H.P., 480 Volts, 3 Phase Vertical PUMP: Weir Floway #75382-13-1, 3600 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811+V42P35 131-420a Soft Starter CONTROL VALVE: 16" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #7: Z875 U.S., 200 H.P., 480 Volts, 3 Phase PUMP: Weir Floway #75372-17-1, 2400 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +T30P35 95-304A Soft Starter BREAKER: Eaton LT3600T 3pole 600 amp CONTROL VALVE: 14" Clay Valve YEAR: 1984 HRS 77,341 (as of 5/21/13) MOTOR #8: Z875 300 H.P., 480 Volts, 3 Phase PUMP: Johnston 3500 G.P.M., Vertical Turbine Mech. Seal MOTOR CONTROL: G.E. Size 6 Starter - Breaker 1200 Amp CONTROL VALVE: 12" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #92875 U.S., 450 H.P., 480 Volts, 3 Phase PUMP: Weir Floway # 75372-21-1, 5400 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +V65P35 203-650A Soft Starter CONTROL VALVE: 18" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #10: Z875 U.S., 450 H.P. 480 Volts, 3 Phase PUMP: Weir Floway #75372-21-2, 5400 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +V65P35 203-650A Soft Starter CONTROL VALVE: 18" Valvematic Surge Buster YEAR: 2015 HRS MOTOR #11: Z875 U.S., 450 H.P., 480 Volts, 3 Phase PUMP: Weir Floway # 75372-21-3, 5400 G.P.M., Vertical Turbine MOTOR CONTROL: Eaton 5811 +V65P35 203-650A Soft Starter CONTROL VALVE: 18" Valvematic Surge Buster YEAR: 2015 HRS SURGE VALVE SURGE VALVE Surge Valve rpnprntnrc GENERATOR#15730 #2 Year 2015 Caterpillar, Ser# YBD00219 Model MX-250 277/480 volt 3 ph 1500 kw GENERATOR#15731 #1 Year 2015 Caterpillar, Ser# YBD00218 Model MX-250 277/480 volt 3 ph 1500kw SHILOH PUMP STATION 1405 Del Sole Dr Rehabbed 5/2010 MOTOR #1: Z795 US Motors, Model# 08698130-100, ID# P088698130 - 0001 M0001 125 H.P., 460Volt, 3 phase, 140 amps, 60 Hz PUMP:2148 gpm Aurora, s/n09-1857536-4, Split Case, Mech. Seals, size 5x6x17, Type 411 BF, head 175ft, rpm 1750 MOTOR CONTOL: G.E. Evolution series E9000, CK08CE300, 175amp, 600v ac max, 50/60 hz, 460 volt, 3phase CONTROL VALVE: Valmatic Swing -Flex, 8in, cwp 250psi YEAR: 2010 HRS 22,815 (as of 9/28/15) MOTOR #2: Z795 US Motors, Model# 08698131-100, ID# P088698131- 0001 M0002, 125 H.P., 460Volt, 3 phase, 140 amps, 60 Hz PUMP:2148 gpm Aurora, s/n09-1857536-3, Split Case, Mech. Seals, size 5x6x17, Type 411 BF, head 175ft, rpm 1750 MOTOR CONTOL: G.E. Evolution series E9000, CK08CE300, 175amp, 600v ac max, 50/60 Hz, 460 volt, 3phase CONTROL VALVE: Valmatic Swing -Flex, 8in, cwp 250psi YEAR: 2010 HRS 23,225 (as of 9/28/15) MOTOR #3: Z795 US Motors, Model# 08698131-100, ID# P088698131- 0001 M0001, 125 H.P., 460Volt, 3 phase, 140 amps, 60 Hz PUMP:2148 gpm Aurora, s/n09-1857536-2, Split Case, Mech. Seals, size 5x6x17, Type 411 BF, head 175ft, rpm 1750 MOTOR CONTOL: G.E. Evolution series E9000, CK08CE300, 175amp, 600v ac max, 50/60 Hz, 460 volt, 3phase CONTROL VALVE: Valmatic Swing -Flex, 8in, cwp 250psi YEAR: 2010 HRS 21,153 (as of 9/28/15) MOTOR #4: Z795 US Motors, Model# 08698131-100, ID# P088698131- 0001 M0003, 125 H.P., 460Volt, 3 phase, 140 amps, 60 Hz PUMP:2148 gpm Aurora, s/n09-1857536-1, Split Case, Mech. Seals, size 5x6x17, Type 411 BF, head 175ft, rpm 1750 MOTOR CONTOL: G.E. Evolution series E9000, CK08CE300, 175amp, 600v ac max, 50/60 Hz, 460 volt, 3phase CONTROL VALVE: Valmatic Swing -Flex, 8in, cwp 250psi YEAR: 2010 HRS 21,624 (as of 9/28/15) Surge Valve SURGE VALVE Watts ACV 8", Fig# MF116-52, Assem. # 5946859 Generator GENERATOR #1707 Caterpillar s/n 3FZ01912, class R05DZDOZZZ, 600 Kw YEAR: 2000 HRS 132 (as of 9/28/15) BY- PASS South By -Pass Clay valve 8", Cat# 980-0113SY, Stock# 90-01-559E, Cod#D12 2000 Hedgcoxe By -Pass Ross 24" Model# 40WWR-BP-SO,Serial# L00576, Inlet- 85psi, Outlet 55- 59psi, 40WR Pilot (reducing) setting-50psi, 50RWR Pilot (Back Pressure Sustaining) Setting -75psi, Solenoid- 8210G35 120v Rebuilt 2015 Ross 10" Model 40WR-BP-SO, Serial# L00577, Inlet-85psi, Outlet 55- 59psi, 40WR Pilot (Reducing) setting- 55psi, 50RWR Pilot (Back Pressure Sustaining) Setting-75psi, Solenoid- 8210G35 120v Rebuilt 2015 ELEVATED TANKS Preston Elevated Tank 4301 W. Plano Parkway Year 1982 VALVE: 24" Butterfly OPERATOR: Rotork Electric Motor operator SIZE: 2 mg ZONE: 875 Coit Elevated Tank 3620 Spring Creek Pkwy Year 1979 VALVE: 24" Butterfly Replaced 2014 OPERATOR: EIM Electric Motor Operator Replaced 2014 SIZE: 1.5 mg ZONE: 875 Dallas North Elevated Tank 2409 Plano Pkwy Year 1964 VALVE: 20" Butterfly Replaced 2012 OPERATOR: EIM Motor operator Replace 2012 SIZE: 1 mg ZONE: 795 Parker Elevated Tank 830 Lexington Dr Year 1970 VALVE: 24" Butterfly Replaced 2014 OPERATOR: EIM Electric Motor Operator Replaced 2014 SIZE: 1.5mg ZONE: 795 Spring Creek Elevated Tank 6405 Dodge Ct Year 1978 VALVE: 24" Butterfly Replaced 2011 OPERATOR: EIM Motor Operator SIZE: 1.5mg ZONE: 795 Replaced 2011 Southeast Elevated Tank 940 Stewart Ave Year 1978 VALVE: 24" Butterfly OPERATOR: EIM Electric Motor Operator 2008 SIZE: 2mg ZONE: 795 Jupiter Elevated Tank 4001 Jupiter Rd Year 1988 VALVE: 24" Butterfly OPERATOR: Limitorque Electric Motor Operator SIZE: 2mg ZONE: 795 Parkwood Elevated Tank 6100 Bishop Rd Year 1992 VALVE: 24" Butterfly OPERATOR: Limitorque Electric Motor Operator SIZE: 2mg ZONE: 875 Wentworth Elevated Tank 2806 Browning Dr Year 1999 VALVE 20" Butterfly BYPASS VALVE 12" Gate OPERATOR E.I.M. Electric Motor Operator BYPASS OPERATOR E.I.M. Electric Motor Operator SIZE: 2mg ZONE: 875 Tennyson Elevated Tank 6825 Communications Pkwy Year 1996 VALVE 24" Butterfly BYPASS VALVE 12"Butterfly OPERATOR Limitorque Electric Motor Operator BYPASS OPERATOR E.I.M. Electric Motor Operator SIZE: 2mg ZONE: 875 MOTOR #1: MOTOR CONTROL PUMP: YEAR: 2012 WASTE WATER LIFT STATIONS Sherrye Lift Station 3508A Sherrye Dr Rehabbed 7/2012 Baldor, spec 34AO63-0284 2 H.P., 240 Volts, 3 Phase, 3450 RPM ITE, 15 Amp. Hydromatic/grinder Model—PG200M, S/N-000133520 24GPM HRS 453 (9/28/15) MOTOR #2: Baldor, spec 34AO63-02842 H.P., 240 Volts, 3 Phase, 3450 RPM MOTOR CONTROL: ITE, 15 Amp. PUMP: YEAR: 2012 Hydromatic/grinder Model-PG200M, S/N 000133521 24GPM HRS (9/28/15) Legacy Lift Station 7803 Parkwood Blvd; Year2010 MOTOR #1: Baldor, 15HP, 208 Volt, 3 phase PUMP: Cornell, 525 GPM,Model 4NNT-V Ser # 1611303.5 MOTOR CONTROL: Cutler Hammer 100 Amps, 3 Phases, Starter size 3 CONTROL VALVE: Kennedy Clow 4 inch HRS 1,562 (as of 9/28/15) MOTOR #2: Baldor, 15HP, 208 Volt, 3 phase PUMP: Cornell, 525 GPM,Model 4NNT-V Ser # 1611303.5 MOTOR CONTROL: Cutler Hammer 100 Amps, 3 Phases, Starter size 3 CONTROL VALVE: Kennedy Clow 4 inch HRS 1,561 (as of 9/28/15) GENERATOR #10770 Year 2010 Kohler- John Deere, Model # 60REOZJC, SER# 2280536 3 phase, 230 Volts, 60 KW, 75 KVA, 71 AMPS HRS 86 (as of 9/28/15) "J" Place Lift Station 517 J Place Rehabbed 3/2014 MOTOR #1: Baldor 7.5 HP, 208 Volt, 3 Phase PUMP: 4 Inch, 650 GPM @ 30ft TDH, 10 Inch impeller HRS 800 (as of 9/28/15) Pump on: 4.31ft Pump off: 1.72ft 2nd Pump on 5.31ft High level 6.31ft Manhole top 25.5ft MOTOR #2: Baldor 7.5 HP, 208 Volt, 3 Phase PUMP: 4 Inch, 650 GPM @ 30ft TDH, 10 Inch impeller HRS 785 (as of 9/28/15) Generator: 40KW Diesel Cat Diesel HRS 28 (as of 9/28/15) Billingsly Lift Station 6500 International Dr Rehabbed 03/2019 MOTOR # 1 Baldor Reliance 1 HP 115/230 volts MOTOR # 2 Baldor Reliance 1 HP 115/230 volts PUMPS Oyeomans series 6000 model 4207 CONTROLLERS Primex 120/240 60HZ 1 phase 3 wire Mapleshade Lift Station 4310 Mapleshade Ln Year 2010 MOTOR # 1: U.S. 150 HP, 460 Volts 3 Phase HRS 1,556 (as of 9/28/15) PUMP: Paco, 2600 G.P.M. Mech Seal MOTOR CONTROL: Cutler Hammer, 250 Amp, Size 5 Starter CONTROL VALVE: Surge Buster 12 Inch, Header Pipe 18 Inch MOTOR #2: U.S. 150 HP, 460 Volts 3 Phase HRS 1,483 (as of 9/28/15) PUMP: Paco, 2600 G.P.M. Mech Seal MOTOR CONTROL: Cutler Hammer, 250 Amp, Size 5 Starter CONTROL VALVE: Surge Buster 12 Inch, Header Pipe 18 Inch MOTOR #3 U.S. 150 HP, 460 Volts 3 Phase HRS 1,727 (as of 9/28/15) PUMP: Paco, 2600 G.P.M. Mech Seal MOTOR CONTROL: Cutler Hammer, 250 Amp, Size 5 Starter CONTROL VALVE: Surge Buster 12 Inch, Header Pipe 18 Inch SURGE RELIEF G.A. Industries CO. # AN DY Fig. # 626DS, Shop # 093005, Ref. # 125 GENERATOR #10769 Year 2010 Cummins Model DFEJ-1110029, Ser #1090035322/spec F 3 phase, 450 KW, 562.5 KVA, 460 volt, 706 amps HRS 188 (as of 9/28/15) Legacy West Lift Station 8235 Dallas Pkwy Motor 1, 2 and 3 KSB Model KRT K150 80 HP 2300GPM Valves Surge Buster 10' Model 7210 2502 psi valve Matic Motor Control GE Evolution Series E9000 800 Amp 480 Volt # Phase 4 Wire 60 HZ Generator CAT 2017 KW 400 R R ? o a a a o R R R o 2 � q q 7 2 c § @ x 61) 61:� 60, 61:� 60, 61-:� w 60, 69- 69- 40 0 0 c»» 0 o c o o o- a q % S 0 w » 9 o mo t° a¥ o ± C) C ± g o = 2 § m q q q m A [ O « E E w w CL � 2 ' � ■ . � ' 000000 2 o k / 0- a- 0- IL 0- 0- a_ IL 0- \ m � E.E)vE �— a 2 2 2 0 CUCO k \ a)a) -0 coƒ CO / / co / k± �k§/ ou ¥ ¥ 0 a) L�k a o •-@ U cm 0 > m e o 2 E @ o g o co k j j § .0- ] ® @ § _ = > 2 = k > .g ¥ §\ w w ƒ k f . 2 § ) E � 0 § § , . ,.g.g = \ a) g © k 2 2 2 2 E \ E%> a 5 k k k D k Q 2 [ g q It o Q ¥ m @ 3 Fill in all mandatory fields on tab named "2021-0125-AC Cost Sheet", which are colored blue. The total cost will be calculated for you. Enter the total cost in IonWave on line item 1. Upload cost sheet in Response Instructions: Attachments or provide a copy with a paper submission. Legacy Contracting, LP dba K2�L.— CONMOL SPEMST Services L.P. PO Box 1479 * 4916 East Hwy 380 Phone: 940-626-1415 Decatur, TX 76234 FAX: 940-626-1486 July21, 2021 City of Plano Water and Wastewater Pumping Equipment Repair and Maintenance Additional Information BAFO for 2021-0125-AC Please include the below statement as part of our BAFO for the subject contract evaluation. • 115% Performance Bond Cost 9,250.00 plus 10% Markup = $10,175.00 Will provide copy of Invoice from Surety Company Thank you, George Brown, President Control Specialist Services georgeb@csi5.com �T 2 R 2 R R R E � � o � � � � ¢ \ 2 q co? 2 � 2 k w619. 619. 619. 6 c6 C2 4 4 2 k q S S E % -- LuJ 0 U S S S 04 0 k R k R d ? ƒ \ R / R ƒ n q n q o o / R / R ? 6 6 69 A � � 6 d z d z a) d z 0) d z a) d z a) d z a) 0- d z 0) 0- d z a) 0- m D a) 0- 0 a) 0- c § @ 0- 2 ) m & 2 o ƒ \ f E Cl) L) E k k 2 E a 2 0 [ 2 E o CL °a) w w , e C a § E a � § / \ 7 / E f 7 ._ e E @ @ ƒ ƒ % 2 � § % & 7 ) 2 k ƒ co \ v 3 Oa. .\ R E u U § Q @ m § m § E - (n � f / 0 / o v @ ± o ± m / / � @ U / _m / \ \ " o k 3 Lu j j'k / � % % E .- $ o \ > \ / / k � � LU / k / / § /� o k / k k � k 2 k^ m E 2) m u k k k k / 2 7 0 ) cu/ k 3 -i -i -i -i « « k @ ¥ � w o @ q n m to¥ co 7 o q $ \ % 2 Legacy Contracting, LP dba CONTROL SPBCIUS-T Services L.P. PO Box 1479 * 4916 East Hwy 380 Phone: 940-626-1415 Decatur, TX 76234 FAX: 940-626-1486 June 28,2021 City of Plano Water and Wastewater Pumping Equipment Repair and Maintenance PROPOSALRESPONSE Control Specialist Services, LP has been in the Water and Wastewater service and repair business since 1974. From 1974 to 2006 as Control Specialist, Inc. then Legacy Contracting, LP dba Control Specialist Services, LP since 2006. Same ownership and same people for many years. Over the years CSS has developed unique skills in the service business, being capable of more than a few areas of work that are typically specialized by individual companies. CSS employs and trains its employees for the unique tasks involved with emergency response work. CSS capabilities cover each requirement listed in proposal and more. Our inhouse capabilities include but not limited to: • Electrical control and power troubleshooting and repair • Electrical work of all types related to service and repairs • Instrument and Flow Meter Calibrations and reporting • Flow meter change outs • Valve work of all types. Omitting none • Pipe and valve work and change outs of all types • Pump service and repair of all types • Pump flow testing • Inhouse vibration testing of pumps and motors • Wastewater pump repairs • Confined Space trained • Fall protection trained • Competent Person excavation safety • Gas detection equipment, calibration • * Emergency Response Always* Key Personnel listed in Attachment References listed in proposal, many more available upon request. CSS subcontracts very little of its work. Typical subcontracted work includes. • Large motor rewinds and repair. We remove and install • Some machine shop work when needed. Legacy Contracting, LP dba CONTROL SPECIALIST Services L.P. PO Box 1479 * 4916 East Hwy 380 Phone: 940-626-1415 Decatur, TX 76234 FAX: 940-626-1486 City of Plano Water and Wastewater Pumping Equipment Repair and Maintenance Additional Information to proposal; Add line Item on Pricing sheet for after hours, weekends and Holidays. After hours will be after 5:00pm and before 7:00am, and weekends. Pricing for both Electrical and Mechanical crews After Hours Emergency 2-man crew= 240.00 per hour Holliday Hours Emergency 2-man crew= 320.00 per hour Add Line item: Transportation, Energy cost = 150.00 per day Jet vac truck pricing does not cover mobilization costs or disposal fees as they are unknown, only onsite costs per hour during regular business hours. Legacy Contracting, LP dba d�L_ CON*07L SPE�IAI,IST Services L.P. PO Box 1479 * 4916 East Hwy 380 Phone: 940-626-1415 Decatur, TX 76234 FAX: 940-626-1486 July 13, 2021 City of Plano Water and Wastewater Pumping Equipment Repair and Maintenance Key Personnel Relevant Work History The following is a list of key personnel for the Plano Service Contract. All technicians are certified Confined Space competent, Cla-Val certified, GA valve certified, certification documents, attached. Our crews conduct safety meetings at least weekly. George Brown, President: Mr. Brown grew up working at Control Specialist as a teen ager in the 70's. Learned thru practical experience how to rebuild pumps, valves and just about any equipment that moves or treats water or wastewater. George left Control Specialist in 1988 to work for a large contractor engaged in pipeline and treatment plant construction. George worked his way thru the ranks as Foreman all the way to head Project Manager and Estimator. George returned to Control Specialist in 1996 to purchase the company. Since then, the company has continued to nurture and improve its service and repair business. Control Specialist today is probably the most experienced service company around in all types of valve repairs, pump repairs, confined space entry, electrical controls and instruments, along with a host of services within water and wastewater industry. Our long history of continuous work with several cities speaks to our commitment to the service industry for our clients. Ray Reaves, Service Manager: Mr. Reaves has been with CSS since 1993, Service Manager since 2008. 1993-2008, Lead Service Technician. Oversee service projects at multiple sites across Dallas/Ft. Worth area. Primary responsibilities include: Starting -Up Pumps and Systems. Training end -users onsite as to the correct operation of their pumps and systems. Overnight travel to areas where installs and repairs are performed. Install motors, valves, actuators and submersible pumps. Order parts as necessary for repair work. Schedule, price and prioritize install and repair work. Custodian of company trucks, tools, equipment and supplies. Project bid support to company President. Ability to work closely with Control Technicians and Sales Representatives. Technical Skills: Over 28 years' experience with various pumps and control valves. Capable of performing maintenance and repairs on pumps and auxiliary equipment. Open and inspection of pumps an understanding of design and construction of all major pump manufacturers. Capable of using Micrometers, ID, OD and recording as found details and assembly details. Capable of inspection, estimating the cost of repair of the equipment back to OEM Standards. Troubleshooting of the electrical panels, starter, motors and valves. Capable of producing quality repairs and installation to exceed customers' expectations. Have machining capabilities i.e., engine lathe, vertical mill, drill press and welders. Aaron Holt, Senior Lead Technician: Mr. Holt has been with CSS since 2009 and has become our top lead technician for the company. Mr. Holt has a very high intelligence level and very capable of mastering anything thrown at him. Mr. Holt holds a Journeyman Electrician License (will get Masters) and is certified with every valve CSS works on. Mr. Holt is extremely reliable and knowledgeable on electrical, pumps, valves, confined space entries and anything related to hydraulics within a system. Mr. Holt has developed a reputation with just about every customer we have requesting his services, often. Arron is a very capable leader of the crews with a great disposition and clarity during difficult emergency repair situations. He has the ability asses and price all types of repair work on his own. Mr. Holt is in line to become our number one man at the company in the future. Copy of Aarons Journeyman license is attached. Greg Stutz, Master Electrician: Mr. Stutz has been with CSS since 2011, and holds a Master Electrician License, attached. Greg has been an electrician and working specifically on controls and instruments for over 21 years. He is our go to guy for difficult electrical control problems. He is adept at all brands of switchgear, instruments, meters and controls. Greg also is capable and willing to work on all valves when called upon. Greg helps teach the employees the proper techniques of basic electricity and how to wire motors and such. Greg has an impeccable safety record. He also is Confined Space competent. Greg performs most of our meter calibrations and reporting. He also is competent at motor, pump vibration analysis, reporting and correction, among other talents in the field. Dylan Vincent, Lead Service Tech.: Mr. Vincent has been with CSS since 2017. He was previously a Maintenance Supervisor for a concrete mix company. Since joining CSS, Dylan has coupled his talents learning how to work on various pumps, valves and mechanical equipment. He performs light electrical work. i.e., installing and wiring motors. Dylan has the ability to weld and fabricate metal with a high degree of competence. He is confined space trained and valve certified. David Robinson, Service Lead/Helper: Mr. Robinson has been with CSS since 2012. He was previously in the heavy equipment repair business. David is capable and versatile at being a lead technician for mechanical pump/valve repairs. He is in line for the next lead tech position when available. He has extensive knowledge in vertical turbine pumps, pump control valves, sewage pumps, sewage valves and confined space entries. Dustin Wright, Helper Service Technician: Mr. Wright has been with CSS just under one (1) year. He came from a diverse background of electrical, instrument and cellular business. Dustin is very talented at instrument piping, controls installation. He has proven to be quite capable and willing to work on anything needed. He has proven to be very mechanically inclined as well. We look forward to Dustin becoming a lead technician in the future. Cameron Robertson — Helper Service Technician Mr. Robertson has been with CSS just under one (1) year. He came to CSS as a diesel mechanic, where he was the Lead Mechanic in their shop. Cameron has proven capable of quickly learning the mechanical aspects of our work on pumps, valves and mechanical devices. He is interested in the service and repair business and shows capabilities to handle pressure and work well with others. CSS looks forward to Cameron's growth with company. Gary Brooks, Sales, Service Rep Mr. Brooks has been with CSS since 2017. Gary has more than 42 years in the pump business Previous relevant work history: Service Manager, Grundfos/Paco/Johnston Pump: 1992 - 2010 Service Manager, DXP Pump: 2010 — 2015 Service Sales, C & P Pump: 2016- 2017 Worked various jobs in the pump business prior to 1992 Gary works mostly on sales for the company, but helps with other aspects of the pump business like proper sizing and retrofits to existing pumps, best applications for certain types of pumps and anything pump related, Gary has seen a great deal in his career and we utilize his knowledge. Gary is a great guy to have when unusual pumping anomalies occur, his experience is worth a great deal. w r N in CD 00 cm LU *-� 2 mi O w Q z w ce LU CL LIJ LU U� LLJ r A w 0 C m OL 0 [U D E ' c CL� n CL p wWwW WWWLLfW y Nr MC%l_ r- cr Y 0 a f , W V �Y rx fh ` ycc 0yy /��� V/ 4/ � ��.�44 W W. 03 } M W a) 0 CL � J a: CQ CD m zm C -0 - L i4 w >N M M M G April 10, 2014 Val products in North Texas. BS-3493 - Fax 214-381-9579 Golden Anderson Valve Service Certification of Installtion/Service/Repairs As the Representative for Golden Anderson Valves in Texas, This letter certifies that: Legacy Contracting, LP dba Control Specialist Services, L.P. 940-626-1415 940-626-1486 Fax PO Box 1479 Decatur, TX 76234 www.csi5.com Are certified to perform installation(s)/service to Golden Anderson Valves. If there are any additional information needs and/or any further questions please contact: Environmental Improvements 517 N. Kealy Lewisville, Tx 75057 972-436-2536-ofc 214-422-4747- cell Regards, Jason Pittsinger 11412016 5rATE OF TE4CAS GLEN AARON HOLT JOURNEYMAN ELECTRICIAN f r LICENSE NUMBER W2342 EXPIRES O410612022 TEXAS p15PppTMSAfr aF L100AWNG e1VD ROIDU eTION r LICENSE NUMBER 289317 EXPIRES OVI V2022 0 0 c o c o 0 0 0 0 0 9 9 9 9 9 9 9 9 9 9 g g o q m c o 0 0 0 0 0 3 R0� N\C R r-* 7 ? 2\0 q \ K m 0) c � / @ ¢ x LU 61), 60- 64 64 60 6po- 64 x w � 60- 61) 64). u m 0 0 o m o 0 c o — §/ 0 'i 4 ± 7 2 �± 2 § ± q % % ® » R % o _ 0 0 Om ® m ® 2 q q ® c 2 o O « § 2 2 ; 3 2 2 § § CL/ w w 60)- 61) �2 7 2 0 0 0 0 0 0 + / E� E S Lo 0� 0 L6 6 \ 0 \ 2 ao 0 0 0 qtt c o■ % � £ q w/ 69- 6po- # _ k\ k k k k 0 Coz z z z z z a)/ = 0) a) b@ b@ G G a) § a) B a) om IL CL CL CL CL IL 0- CL � \ m e w k v _ _ / § E k k / ) ° c a)ƒ § R k ƒ a) m 2 k k / § 0 ' 7 ° ± o > P ¥ ® ƒ ƒ £ \ 2 § 0 c 2 / % / / ) ¢ } 2 CL\ LL e / 2 v e § 2 § E § E q m o (n \ E 2 �.a m g Q® a)a _ _ 2 I mo > � LO § Co§ ƒ k 2 k =3 CM CL \ \ % 2 n o ® § ' ' \ 2 k 2 2 2 2 d d f k\ CN© 0 0 k k a o-i-i-i-i k Q v k E— g m� o Q ¥ @ c 2 EXHIBIT A CLIENT WORK HISTORY City of Plan tr List all references for Qnas similar in scope. ep en ane 972-769-4277 Client Name: 5iave 1976, ^„ i„„„„s Se,-:iseGeRtFaGt Contact Name* PeaNN�,,an,,ehr wfer Dates of Service: Brief description of service provided: G ty of M d iethian Tlnn Walke" 214-399-5600 2. Client Name: 30-+ years eo.,tin e- s Sewi„, pContact NName: Wa?errand Wa. k9er Servoee, Ma'ntenanee and Repair Dates of Service: Brief description of service provided: 972-744-4100 Client Name: 30-+ years eont;,^aaas sefv ee Contact NName: VMenanij Wastewater Dates of Service: Brief description of service provided: City of Breckenridge SeettBolls 254-559-5891 4. Client Name: 35#years continuous service Contact �Name: V'Wenanij lkelter Dates of Service: Brief description of service provided: 972-370-2741 Client Name: pC�ontactNN�1a71me: Wa�enand Wasiw tiller Dates of Service: Brief description of service provided: x In the last three years, have you been released or removed from a job prior to the job being completed? YES NO If yes, give reason(s) Vendor Acknowledgment Form The undersigned hereby certifies that he/she understands the specifications, has read the document in its entirety and that the prices submitted in this bid/proposal have been carefully reviewed and are submitted as correct and final. Vendor further certifies and agrees to furnish any or all products/services upon which prices are extended at the price offered, and upon conditions in the specifications o thel Inv Aatio��od6adCon ro�aS ecialist Services, LP Legacy on rac ing, p The following information must be filppiS&�tsl4.il9ty for your proposal to be considered. Company Name: 4916 East Hwy 380, Decatur, TX 76234 Address of Principal Place of Business: 940-626-1415 (p); 940-626-1486 (f) Phone/Fax of Principal Place of Business: camp Address, Phone and Fax of Majority Owner Principal Place of Business: georgeb@csi5.com E-mail Address of Representative: President Authorized Representative: 0 6/2 5/2 0 2 1 Signature: George Brown Title: Date: Printed Name: ❑ ❑ ❑ ❑ ❑ ❑ Acknowledgement of Addenda: #1 #2 #3 #4 #5 #6 CITY OF PLANO GENERAL CONTRACTUAL INSURANCE REQUIREMENTS Vendors/Contractors performing work on City property for the City of Plano shall provide the City a certificate of insurance evidencing the coverage's and coverage provisions identified herein. Vendors/Contractors shall provide the City evidence that all subcontractors performing work on the project have the same types and amounts of insurance as required herein or that the subcontractors are included under the vendors/contractor's policy. The City, at its discretion, may require a certified copy of the policies, including all relevant endorsements. Listed on the following pages are the types and amounts of insurance required. General Requirements Applicable to All Insurance 1. The vendor/contractor shall obtain and maintain the minimum insurance coverage set forth in this section during the entire contract period. 2. The vendor/contractor agrees that the insurance requirements specified herein do not reduce the liability vendor/contractor has assumed in any indemnification/hold harmless section of the contract. 3. Coverage shall be on a primary basis and non-contributory with any other insurance coverage and/or self-insurance carried by City. 4. Vendor/contractor is responsible for providing the City a minimum of 30 days' notice of a material change or voluntary cancellation of insurance coverage required under this contract and notice within 10 days of any notice of termination no matter the cause. 5. Where indicated as required, "The City of Plano, the City Council and its members, the City's agents, officers, directors, and employees shall be included as an additional insured under all insurance coverage required." (This statement must be in the Description of Operations/Locations/Vehicles Section of the ACORD 25 Form). 6. Endorsements for certain coverages may be required, see the following pages for coverages requiring endorsements. Evidence of Insurance Required Prior to commencement of work, and thereafter upon renewal or replacement of coverage required by this contract, vendor/contractor shall furnish City a Certificate(s) of Insurance (COI) on a form approved by the Texas Department of Insurance and signed by an authorized representative of each insurer. The COI shall contain the following information and accompany required endorsements as identified (see #3, #5 and #6): • List each insurer's NAIC Number or FEIN • State the following in the Certificate Holder Section: The City of Plano Risk Management Division 1520 K Avenue, Suite 117 Plano, Texas, 75074 PPM Revised 01.27.2020 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 0 o W o 0 0 0 o W o o W o 0 0 0 0 0 0 0 0 0 Nas 03 O O O ti 0 y U N N O � � U U U cz ^U N N U N N T � T O O O U N N O O O U U U vi N N N U i—i i—i it O vi vi y it I—i Fr O U U U N N u y 0 y ° 2 a O d o to a d oto o p d 0 U Z a a o Q a a U A U one A U A o A a o o °? .O .� o o d o o a� a> °� o U �? p U lo U to U U U z ��pv d OadU 0 ry Z O�U a( U, 40U a y o a Ucn 0.0�F�. a :adaacnd�aa""� F" a dv�d�aa" Z L C O r C� � a a U a o � � x a O 3 .[.}.}.} 2777 / \ R� CERTIFICATE OF LIABILITY INSURANCE DATE (MM/DD/YYYY) 8/12/2021 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT NAME: Caitlin O'Grady Eustis Insurance & Benefits, PHONE FAX a Marsh & McLennan Agency LLC Company 'C No Ext: 504-586-3075 a/c No): 504-565-5219 110 Veterans Memorial Blvd. Ste 200 ADDRESS: caitlin.o'gradyamarshmma.com Metairie LA 70005 INSURERS AFFORDING COVERAGE NAIC# INSURED Legacy Contracting LP dba Control Specialist Services L.P. PO Box 1479 Decatur TX 76234 t) INSURER A: Aspen Speciality Insurance Co. INSURER B: Clear Blue Insurance Coml INSURER C : Aspen Specialty Insurance INSURERD: Texas Mutual Ins. Co. INSURERE: Travelers Llovds Insurance COVERAGES CERTIFICATE NUMBER, 97044Q4n4 REVISION NUMBER - 10717 28860 10717 22945 41262 THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR OF INSURANCE ADDLSUBRTYPE INSO WVD POLICY NUMBER MM/DDPOLICY EFF MM/DD POLICY EXP LIMITS A X COMMERCIALGENERALLIABILITY EROOLK921 4/13/2021 4/13/2022 EACH OCCURRENCE $1,000,000 CLAIMS -MADE � OCCUR DA AGE To PREM SES Ea occurrence) TEence $ 100,000 MED EXP (Any one person) $ 25,000 PERSONAL &ADV INJURY $ 1,000,000 AGGREGATE LIMIT APPLIES PER: GENERAL AGGREGATE $ 2,000,000 GEN'L POLICY ❑ PRO ❑ LOC JECT PRODUCTS - COMP/OP AGG $ 2,000,000 $ OTHER: B AUTOMOBILE LIABILITY AQ1YTX00069903 4/13/2021 4/13/2022 COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ AUTO IANY OWNED X SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ PROPERTY DAMAGE Per accident $ X HIRED X NON -OWNED AUTOS ONLY AUTOS ONLY C UMBRELLA LIAB HCLAIMS-MADE OCCUR EXOOLKA21 4/13/2021 4/13/2022 EACH OCCURRENCE $ 2,000,000 AGGREGATE $ 2,000,000 X EXCESS LIAB DED RETENTION $ $ D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETOR/PARTNER/EXECUTIVE 0001199687 4/13/2021 4/13/2022 X STATUTE EORH E.L. EACH ACCIDENT $ 1,000,000 OFFICER/MEMBEREXCLUDED? ❑ N/A E.L. DISEASE - EA EMPLOYEE $ 1,000,000 (Mandatoryin NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 E Equipment QT6602F264152TLC21 4/13/2021 4/13/2022 Rented/Leased 250,000 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached If more space Is required) Additional Insured form # ASPENV108 edition 09 17 applies to the General Liability policy. Additional Insured form # CA 20 01 edition 10 13 applies to the Automobile Liability policy. Additional Insured form # Q ADLIN-B edition 08 14 applies to the Automobile Liability policy. Waiver of subrogation form # Q WAIVER-B edition 0814 applies to the Automobile Liability policy. Waiver of subrogation form # WC 42 03 04 B applies to the Workers Compensation policy. Notice of Cancellation form # Q 30 DNOC edition 0814 applies to the Automobile Liability policy. The General Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between the See Attached... The City of Plano Risk Management Division 1520 K Avenue, Suite 117 Plano TX 75074 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016103) The ACORD name and logo are registered marks of ACORD AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE Page 1 of 1 AGENCY Eustis Insurance & Benefits, NAMED INSURED Legacy Contracting LP dba Control Specialist Services L.P. PO Box 1479 Decatur TX 76234 POLICY NUMBER CARRIER NAIC CODE EFFECTIVE DATE: ADDITIONAL REMARKS THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: 25 FORM TITLE: CERTIFICATE OF LIABILITY INSURANCE insured and the certificate holder that requires such status. Automobile Liability policy contains language that provides additional insured status to the certificate holder only when there is a written contract between named insured and the certificate holder that requires such status. Automobile liability policy includes waiver of subrogation wording that may apply only when there is a written contract between the named insured and the ficate holder that requires such wording. Worker's Compensation policy includes a waiver of subrogation endorsement that may apply only when there is a written contract between the named red and the certificate holder that requires such wording. Automobile Liability policy includes a (per schedule provided to carrier) notice of cancellation to the certificate holder endorsement, providing for (30) days' Ince written notice if the policy is canceled by the company, or 10 days' written notice before the policy is canceled for nonpayment of premium. Notice is to certificate holders with mailing addresses on file with the agent or the company. The endorsement does not provide for notice of cancellation to the ficate holder if the named insured requests cancellation. respects to the above Auto policy, the certificate holder will be considered a loss payee if required by written contract, subject to terms and conditions of 'age forms CA 20 01 10 13 & CA 99 44 10 13, available upon request. th respects to the above Equipment policy, the certificate holder will be considered a loss payee if required by written contract, subject to terms and conditions coverage form CM T5 60 0110, available upon request. holder includes: The City of Plano, the City Council and its members, the City's agents, officers, directors, and employees ACORD 101 (2008/01) © 2008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD I-. i eV1Z11046,>~'b7 PERFORMANCE BOND STATE OF TEXAS § § KNOW ALL MEN BY THESE PRESENTS: COUNTY OF COLLIN § That Legacy Contracting, LP dba Control Specialist Services, LP hereinafter called "Principal", and Merchants National Bonding. Inc. , a corporation organized and existing under the laws of the State of Iowa , and fully licensed to transact business in the State of Texas, hereinafter called "Surety", are held and firmly bound unto the CITY OF PLANO, TEXAS, a home -rule municipal corporation, hereinafter called "Beneficiary", in the penal sum of Five Hundred Thousand & 00/100 DOLLARS ($ 500,000.00 ) plus fifteen percent (15%) of the stated penal sum as an additional sum of money representing additional court expenses, attorneys' fees, and liquidated damages arising out of or connected with the below identified Contract in lawful money of the United States, to be paid in Collin County, Texas, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators and successors, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Plano City Council approved the expenditure for the Project described below on the 23rd day of August , 2021 , A.D. The Principal will enter into a certain written Contract with the Beneficiary, which will be made a part hereof by reference, for the construction of certain public improvements that are generally described as follows: Wastewater Pumping Eauipment Repair and Maintenance RFP 2021-0125-AC Bond Term: one year from contract execution NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertakings, covenants, terms, conditions and agreements of said Contract in accordance with the plans, specifications and contract documents during the original term thereof and any extension thereof which may be granted by the Beneficiary, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of two (2) years from the date of substantial completion in accordance with the Contract Documents in said Contract; and, if the Principal shall fully indemnify and save harmless the Beneficiary from all costs and damages which Beneficiary may suffer by reason of failure to so perform Exhibit D Page 1 of 3 herein and shall fully reimburse and repay Beneficiary all outlay and expense which the Beneficiary may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action be filed on this Bond, exclusive Venue shall lie in Collin County, Texas. PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the Work to be performed thereunder or the Specifications accompanying the same shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work or to the Specifications. This Bond is given pursuant to the provisions of Texas Government Code Section 2253.001, et seq., and any other applicable statutes of the State of Texas. The agent identified below is hereby designated by the Surety herein as the Resident Agent in Collin County or Denton County, Texas, or other Texas location as approved by Beneficiary, to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such suretyship, as provided by Texas Insurance Code Section 3503.003. IN WITNESS WHEREOF, this instrument is executed in counyterparts, each one of which shall be deemed an original, this the 23rd day of August , 2021. ATTES . s ATTEST: Connie Kregel, Witntbs Legacy Contracting, LP dba PRINCIPAL: Control Specialist Services: LP Address P❑ Box 1479, Decatur, TX 76234 Tel. No. (940) 626-1415 TITLE: y am Pre,,- \ C44v,-�,- SURETY: Merchants National Bonding, Inc Address PO Box 14498. Des Moines, IA 50306 Tel. No. (515) 243-8171 , SY: ` - ` k— Je rey . °odd McIntosh TITLE: Attorney -in -Fact Exhibit D Page 2 of 3 The Resident Agent of the Surety in Collin County or Denton County, Texas, or other Texas location as approved by Beneficiary, for delivery of notice and service of process is: NAME: Jeffrey Todd Mcintosh STREET ADDRESS: 5055 W Park Blvd.. Suite 400 CITY, STATE, ZIP: Plana, TX 75093 For additional information on the above named Surety company you may contact the Texas Department of Insurance at (800)578-4677. NOTE: date on Pagel of Performance Bond must foe same date that City Council a raved the Contract expenditure. Date on Pa-ge 2 of Performance Bond must be after the date that City Council approved the Contract ex enditure. If Resident Agent is not a corporation, give a person's name. Exhibit ❑ Page 3 of 3 .MERCHANTS BONDING COMPA.NY., POWER OF ATTORNEY Know All Persons By These Presents, that MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC., both being corporations of the State of Iowa (herein collectively called the `Companies) do hereby make, constitute and appoint, ind€v€dually, Connie Jean Kregel; Jeffrey Todd Mclntosh their true and lawful Attorneys) -in -Fact, to sign its name as surety(ies) and to execute, seal and acknowledge any and all bonds, undertakings contracts and other written instruments in the nature thereof, on behalf of the Companies In their business of guaranteeing the fidelity of persons, guaranteeing the performance of contracts and executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. This Power -of -Attorney is granted and is signed and sealed by facsimile under and by authority of the following By -Laws adopted by the Board of Directors of Merchants Bonding Company (Mutual) on April 237 2011 and amended August 14, 2015 and adopted by the Board of directors of Merchants National Bonding, Inc., on October 16, 2015. "The President, Secretary, Treasurer, or any Assistant Treasurer or any Assistant Secretary or any Vice President shall have power and authority to appoint Attorneys -In -Fact, and to authorize them to execute on behalf of the Company, and attach the seal of the Company thereto, bonds and undertakings, recognizances, contracts of Indemnity and other writings ohligatory in the nature thereof." "The signature of any authorized officer and the seal of the Company may be affixed by facsimile or electronic. transmission to any Power of Attorney or Certification thereof authorizing the execution and delivery of any bond, undertaking. recognizance, or other suretyship obligations of the Company, and such signature and seal when so used shall have the same farce and effect as though manually fixed." In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and aut horny hereby given to the Attorney -In -Fact includes any and all consents for the release of retained percentages and/or final estimates on englneering and construction contracts required 4y the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. In connection with obligations in favrrr of the Kentucky Department of Highways onlyt it is agreed that the power and authority hereby given to the Attorney -in -Fact cannot be modified or revoked unless prior wrltten personal notice of such intent has been given to the Commissioner - Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the mod If cation or revocation, In Witness Whereof, the Companies have caused this instrument to be signed and sealed this 11th day of February , 2020 ,.��gllaHgC -., •��H Cps•. pRPdR.q•@v's :04�aQ►PDf] •:Q9': 2003 1933 c: MERCHANTS BONDING COMPANY (MUTUALy MERCHANT NATIONAL BONDING, INC. By PfE57del7f STATE OF IOWA ' ...... •'•' COUNTY OF DALLAS ss. On this 111h day of February 2020 , betore me appeared Larry Taylor, to me personally known, who being by me duly sworn did say that he is President of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BONDING, INC.; and that the seats affixed to the foregoing instrument are the Corporate Seals of the Companles; arld that the said instrument was signed and sealed in behalf of the Companles by authority of their respective Boards of Directors, tAt s PO LLY MAST a Commission Num5er750576q_ My Commission Expires r ■Cwl- January 07, 2023 Notary Pub is (Expiration of notary's commission does not €nvalid ate this instrument) 1, William Wamer, Jf., Secretary of MERCHANTS BONDING COMPANY (MUTUAL) and MERCHANTS NATIONAL BANDING, INC., do hereby certify that the above and foregoing is a true and ccrrect copy of the POWER -OF -ATTORNEY executed by said Companies, which is sti11 in full force and effect and has not been amended or revoked_ In Witness Whereof, I (lave hereunto set my hand and Y' f flRPaR 0 2003 '- Pao 0018 (1 i20) •�...,.,�... affixed the seal of the Companies on this 23rd day of August 2021 aAPoy t9• ze T1933 v: c Secretary MERCHANTS BONDING COMPANY, NAEKCHA,NT5 BONaINIG COMPANY (MLTruAL) P.Q. BOX 14498, DES MOT jNFS, IOWA 50306-3498 PHONE: (800) 678-8171 FAX: (515) 243-3854 IMPORTANT NOTICE To obtain information or make a complaint: You may contact your insurance agent at the telephone number provided by your insurance agent You may call Merchants Bonding Company (Mutual) toll -free telephone number for information or to make a complaint at: 1-800-678-8171 You may contact the Texas Department of Insurance to obtain information on companies, coverages, rights or complaints at: 1-800-252-3439 You may write the Texas Department of Insurance at: P. 0. Box 149104 Austin, TX 78714-9104 Fax: (512) 490-1007 Web: www.tdi.texas. ov E-mail: ConsumerProtection@tdi.texas.gov PREMIUM AND CLAIM DISPUTES: Should you have a dispute concerning your premium or about a claim you should contact the agent first. If the dispute is not resolved, you may contact the Texas Department of Insurance. ATTACH THIS NOTICE TO YOUR POLICY: This notice is for information only and does not become a part or condition of the attached document. SUP 0032 TX (2115) MERCHAIITS, BONDING COMPANY,. MERCHANTS BONDING COMPANY (MUTUAL) • MERCHANTS NATIONAL BOND1NG, INC. R0, Box 14408 - DES MOINES, IOWA 50306-3493 - (800) 678-3171 • (515) 243-3854 FAX Please send all notices of claim on this bond to: Merchants Bonding Company (Mutual)/ Merchants National Bonding, Inc. P.O. Box 14498 Des Moines, Iowa 50306-3498 (515) 243-8171 (800) 678-8171 Physical Address: 6700 Westown Parkway, West Des Moines, Iowa 50266 SUP 0073 TX (2115) CERTIFICATION REQUIRED BY TEXAS GOVERNMENT CODE SECTION 2271.001 By signing below, Company hereby certifies the following: Company does not boycott Israel, and Company will not boycott Israel during the term of the contract. Company Name: Legacy Contracting, LP dba Control Specialist Services, LP slcNEo BY: George Brown Print Name &Title: George Brown, President Date Signed: 06/25/2021 The following definitions apply to this state statute: (1) "Boycott Israel" means refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations specifically with Israel, or with a parson or entity doing business in Israel or in an Israeli -controlled territory, but does not include an action made for ordinary business purposes: and (2) "Company" means an 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. This Certification is required from a Company if the Company has 10 of more full-time employees and the contract for goods or services (which includes contracts formed through purchase orders) has a value of $100,000 or more that is to be paid wholly or partly from public funds of the governmental entity. April 25, 2022 EXHIBIT C Legacy Contracting, LP OBA Control Specialist Services, LP Attn: George Brown PO Box 1479 Decatur, TX 76234 RE: BID 75-21 AWARDED BY CITY COUNCIL ON SEPTEMBER 27, 2021 CITY OF PLANO CONTRACT NO. 2021-0125-A WASTEWATER PUMPING EQUIPMENT REPAIR AND MAINTENANCE Mr. Brown, The Town of Westlake is requesting an extension to continue your services for water and wastewater pumping equipment and repair and maintenance under the terms and conditions of the above referenced City of Plano contract. Please acknowledge acceptance of this extension as indicated below and email it to me at Tmeyer@westlake-tx.org For additional information you may call 817-829-6974. BID 75-21 AWARDED BY CITY COUNCIL ON SEPTEMBER 27, 2021, PURSUANT TO CITY OF PLANO CONTRACT #2021-012-AC. Contract is for one (1) year with the options to renew for up to three (3) additional one-year periods through April 25, 2026. This is the initial term. This contract was awarded by the town of Westlake Town Council based on the unit prices, terms and conditions as specified in your bid, which becomes part of this contract. the dollar amount stipulated on this purchase order is an estimate of our annual usage and may increase or decrease according to the availability of funds. the contract may be terminated should funds not be appropriated for these items by the Town of Westlake. This contract will include but not limited to the following properties: Westlake Pump Station 1900 US 377 Westlake, TX 76262 Knox Elevated Tower 1481 Knox RD. Keller, TX 76262 Vaquero Lift Station 1320 Post Oak PL Westlake, TX 76262 1500 SOLANA BOULEVARD, BLDG. 1, STE. 7200 • WESTLAKE, TEXAS 16262 • WESTLAKE-TX.ORG • 811.430.0941 Deloitte Lift Station 2600A Hwy 114 Westlake, TX 76262 Fidelity Lift Station 2100 Hwy 114 Westlake, TX 76262 Westlake Academy 2600 JT Ottinger Rd Westlake, TX 76262 Westlake Parks and Recreation 1601 Fair Oaks Westlake, TX 76262 NOT TO EXCEED: 350,000.00 EXPIRATION DATE: 10/01/2023 Sincerely, Troy J. Meyer Asst to the Town Manager 1500 SOLANA BOULEVARD, BLDG. 1, STE. 7200 • WESTLAKE, TEXAS 16262 • WESTLAKE-TX.ORG • 811.430.0941 CERTIFICATE OF INTERESTED PARTIES FORM 1295 1 of 1 Complete Nos. 1 - 4 and 6 if there are interested parties. OFFICE USE ONLY Complete Nos. 1, 2, 3, 5, and 6 if there are no interested parties. CERTIFICATION OF FILING Certificate Number: 1 Name of business entity filing form, and the city, state and country of the business entity's place of business. 2022-875997 Legacy Contracting, LP dba Control Specialist Services, LP Decatur, TX United States Date Filed: 04/20/2022 2 Name of governmental entity or state agency that is a party to the contract for which the form is being filed. Town of Westlake Date Acknowledged: 04/21/2022 3 Provide the identification number used by the governmental entity or state agency to track or identify the contract, and provide a description of the services, goods, or other property to be provided under the contract. 2022-03 Water/Wastewater Pumping Facilities Maintenance 4 Name of Interested Party City, State, Country (place of business) Nature of interest (check applicable) Controlling Intermediary 5 Check only if there is NO Interested Party. ❑ X 6 UNSWORN DECLARATION My name is and my date of birth is My address is (street) (city) (state) (zip code) (country) I declare under penalty of perjury that the foregoing is true and correct. Executed in County, State of on the day of , 20 (month) (year) Signature of authorized agent of contracting business entity (Declarant) Forms provided by Texas Ethics Commission www.ethics.state.tx.us Version V1.1.191b5cdc Form TGC 2270 VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE CHAPTER 2270 2022-03 Contract Identifier: Department: Public Works By signing below, Company herby verifies the following: 1. Company does not boycott Israel; and 2. Company will not boycwt;t XR1rael dyyir� the term of the contract. SIGNED BY: Print Name of Person: S' ni Titl d George Brown, President ig ng, e, an Legacy Contracting, LP dba Control Specialist Services, LP Company Date signed: 4/20/2022 STATE OF TEXAS COUNTY OF Wise BEFORE ME, the undersigned Notary Public on this day personally appeared a George Brown (Name), an behalf of Control Specialist Services, LP (Company) who being duty sworn stated under oath that he/she has read the for egoing 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�2—(4� day of . 20 My Commission Expires: 07-24-2022 NOTARY OF PUBLIC, FOR THE STATE OF TEXAS ANION ",i DILLAN BROWN �cNotary Public, State of Texas �' v? Comm. Expires 07-24-2022 Notary ID 131653307 Government Code § 2270.002. Provision Required in Contract 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 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 Indude 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 entitles 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 aty can enter Into the contract. VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE SECTION 2274.002 By signing below, the signatory hereby verifies that the firm it represents: Does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and, Will not discriminate during the term of the contract against a firearm entity or firearm trade association. SIGNED BY: PRINT NAME & TITLE: FIRM NAME: DATE SIGNED: The following definitions apply to this state statute: (1) "Ammunition" means a loaded cartridge case, primer, bullet, or propellant powder with or without a projectile; (2) "Company" means a for -profit 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) "Discriminate against a firearm entity or firearm trade association": (A) means, with respect to the entity or association, to: (i) refuse to engage in the trade of any goods or services with the entity or association based solely on its status as a firearm entity or firearm trade association; (ii) refrain from continuing an existing business relationship with the entity or association based solely on its status as a firearm entity or firearm trade association; or (iii) terminate an existing business relationship with the entity or association based solely on its status as a firearm entity or firearm trade association; and (B) does not include: (i) the established policies of a merchant, retail seller, or platform that restrict or prohibit the listing or selling of ammunition, firearms, or firearm accessories; and (ii) a company's refusal to engage in the trade of any goods or services, decision to refrain from continuing an existing business relationship, or decision to terminate an existing business relationship: (aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatory agency; or (bb) for any traditional business reason that is specific to the customer or potential customer and not based solely on an entity's or association's status as a firearm entity or firearm trade association; (4) "Firearm" means a weapon that expels a projectile by the action of explosive or expanding gases; (5) "Firearm accessory" means a device specifically designed or adapted to enable an individual to wear, carry, store, or mount a firearm on the individual or on a conveyance and an item used in conjunction with or mounted on a firearm that is not essential to the basic function of the firearm. The term includes a detachable firearm magazine; (6) "Firearm entity" means: (A) a firearm, firearm accessory, or ammunition manufacturer, distributor, wholesaler, supplier, or retailer; and (B) a sport shooting range as defined by Section 250.001, Local Government Code; (7) "Firearm trade association" means any person, corporation, unincorporated association, federation, business league, or business organization that: (A) is not organized or operated for profit and for which none of its net earnings inures to the benefit of any private shareholder or individual; (B) has two or more firearm entities as members; and (C) is exempt from federal income taxation under Section 501(a), Internal Revenue Code of 1986, as an organization described by Section 50 1(c) of that code. VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE SECTION 2274.002 By signing below, the signatory hereby verifies that the firm it represents: Does not boycott energy companies, and, 2. Will not boycott energy companies during the term of the contract. PSIGN ED BY: PRINT NAME AND TITLE: FIRM NAME: DATE SIGNED: The following definitions apply to this state statute: (1) "Boycott energy company" means without an ordinary business purpose, refusing to deal with, terminating business activities with, or otherwise taking any action that is intended to penalize, inflict economic harm on, or limit commercial relations with a company because the company: (A) engages in the exploration, production, utilization, transportation, sale, or manufacturing of fossil fuel -based energy and does not commit or pledge to meet environmental standards beyond applicable federal and state law; or (B) does business with a company described by Paragraph (A); and (2) "Company" means a for -profit 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. T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Consent Monday, April 25, 2022 TOPIC: Consider approval of a Resolution authorizing participation in the Opioid Settlement Negotiated by the Texas Attorney General. STAFF: Mary Kayser, Interim Town Secretary STRATEGIC ALIGNMENT Exemplary Service & Governance Increase Informed & Engaged Citizen Student & - We set the standard by delivering Transparency, Citizens / Sense of unparalleled municipal and Stakeholder Accessibility & Community educational services at the lowest Communications cost. SUMMARY • In 2021, State of Texas enacted Senate Bill 1827, Statewide Opioid Settlement Agreement Act o Effectuates settlement o Adopts term sheet o Provides for plan to distribute funds received • Settlement claims against three major distributors of opioid medications, and one manufacturer o McKesson, Cardinal Health, and Amerisource Bergen (Distributors) o Johnson & Johnson and its subsidiary Janssen pharmaceuticals (J&J) (Manufacturer) • 120-day window for Counties and Cities to enter into proposed settlement (by January 2, 2022) o While this is past the time limit —the Attorney Generals website states: "If your subdivision has not yet joined, you may still have an opportunity to do so. Please get these documents emailed to opioidskoa .tg texas. go as soon as possible'.' • To participate in settlement, Town must: o Execute waivers of claims by that date against the Distributors and Manufacturer o Adopt the "Texas Term Sheet" by that date • Provides up to $1.17 billion from the Distributors and $268 million from J&J, if enough cities agree • More participation by political subdivision equates to larger settlement • Settlement split into three funds: 0 15% available directly to Subdivisions, including cities and counties 0 15% to the State of Texas and managed by Attorney General 0 70% into Texas Opioid Abatement Fund managed by Texas Opioid Council used for Page 1 of 2 abatement programs • Presuming full payout, amounts to be paid directly to Cities listed in Appendix B of Term Sheet o Maximum amount listed, treat as cap, not guarantee COUNCIL ACTION/OPTIONS • Approve the proposed Resolution • Reject the proposed Resolution STAFF RECOMMENDATION Staff recommends approval of the Resolution. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Funding Source: N/A Contract: No Forms: N/A Service Levels: No impact on service levels.. DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Town of Westlake: The proposed Resolution is not anticipated to significantly impact the Town of Westlake's budget. Comprehensive Plan: The proposed Resolution does not impact the Comprehensive Plan. Cost Recovery Analysis: The proposed Resolution is not not evaluated through the Cost Recovery Analysis Tool. Traffic Impact: The proposed Resolution does not have an impact on traffic. ATTACHMENTS Information letter Resolution with required attachments. Page 2 of 2 National Opioids Settlement P.O. Box 43196 Providence, RI 02940-3196 �OgE Y NPD IIIIIIIIII�IIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIIillllllllll �� h 122810017188?'EXA Postal Service: Please do not mark barcode NPD AY-856-280 Todd Wood Town Secretary/Organizational Performance Mgr 1500 Solana Blvd, Bldg 7, Ste 7200 Westlake, TX 76262-2063 TO LOCAL POLITICAL SUBDIVISIONS: IMPORTANT INFDRMATIONABOUT THE NATIONAL OPIOID SETTLEMENT. SUBDIVISIONS MUST SUBMIT SIGNED DOCUMENTATION TO PARTICIPATE. THE DEADLINE FOR PARTICIPATION TO MAXIMIZE SETTLEMENT BENEFITS ISJANUARY2, 2022. If your subdivision is represented by an attorney with respect to opioid claims, please immediately contact them. If your subdivision has already signed on to the settlements and adopted the Texas Term Sheet, you may disregard this notice. SETTLEMENT OVERVIEW After years of negotiations, two proposed nationwide settlement agreements ("Settlements") have been reached that would resolve all opioid litigation brought by states and local political subdivisions against the three largest pharmaceutical distributors, McKesson, Cardinal Health and AmerisourceBergen ("Distributors"), and one manufacturer, Janssen Pharmaceuticals, Inc., and its parent company Johnson & Johnson (collectively, "Janssen"). The proposed Settlements require the Distributors and Janssen to pay billions of dollars to abate the opioid epidemic. Specifically, the Settlements require the Distributors to pay up to $21 bilIon over 18 years and Janssen to pay up to $5 billion over no more than 9 years, for a total of $26 billion (the "Settlement Amount'). Of the Settlement Amount, approximately $22.7 billion is earmarked for use by participating states and subdivisions to remediate and abate the impacts of the opioid crisis. The Settlements also contain injunctive relief provisions governing the opioid marketing, sale and distribution practices at the heart of the states' and subdivisions' lawsuits and further require the Distributors to implement additional safeguards to prevent diversion of prescription opioids. Each of the proposed Settlements has two key participation steps. First, each state decides whether to participate in the Settlements. Texas has joined both Settlements. Second, the subdivisions within each participating state must then decide whether to participate in the Settlements. Generally, the more subdivisions that participate, the greater the amount of funds that flow to that state and its participating subdivisions. Any subdivision that does not participate cannot directly share in any of the settlement funds, even if the subdivision's state is settling and other participating subdivisions are sharing in settlement funds. This letter is part of the formal notice required by the Settlements. WHY IS YOUR SUBDIVISION RECEIVING THIS NOTICE? You are receiving this letter because Texas has elected to participate in both of the two national Settlements against (1) the Distributors, and (2) Janssen, and your subdivision may participate in the Settlements to which your state has agreed. This notice is being sent directly to subdivisions and also to attorneys for subdivisions that we understand are litigating against these companies. If you are represented by an attorney with respect to opioid claims, please immediately contact them. Please note that there is no need for subdivisions to be represented by an attorney or to have filed a lawsuit to participate in the Settlements. Your subdivision may have already signed on to the Settlements and adopted the Texas Term Sheet. If so, you may disregard this notice. WHERE CAN YOU FIND MORE INFORMATION? This letter is intended to provide a brief overview of the Settlements. Detailed information about the Settlements may be found at: https://nationalopioidsettlement.com/. This national settlement website also includes links to information about how the Settlements are being implemented in your state and how settlement funds will be allocated within your state. This website will be supplemented as additional documents are created. The Office of the Attorney General of Texas has also set up a state -specific website, which may be found at: https:/Iwww.texasattomeygeneral.gov/globalopioidsettlement. HOW DO YOU PARTICIPATE IN THE SETTLEMENTS? You must go to the Texas Attorney General's website to participate in the Settlements (if your subdivision is eligible). All required documentation must be executed and submitted to the email address: opioids@oag.texas.gov. As park of the sign on process, your subdivision will need to submit the Subdivision Settlement Participation Forms (one for JNJ and one for the Distributors) and your resolution adopting the Texas Term Sheet. Please also be sure to include in the Subdivision Settlement Participation Forms the identity and email address of the individual who will be authorized to sign formal and binding documents on behalf of your subdivision. HOW WILL SETTLEMENT FUNDS BE ALLOCATED IN EACH STATE? The settlement funds are first divided among the participating states according to a formula developed by the Attorneys General that considers population and the severity of harm caused by the opioid epidemic in each participating state. Each state's share of the abatement funds is then further allocated within each state according to agreement between the state and its subdivisions, applicable state allocation legislation, or, in the absence of these, the default provisions in the agreements. Many states have or are in the process of reaching an agreement on how to allocate abatement funds within the states. Allocation agreements/legislation and other information about the Texas allocation agreement or legislation can be found on the Texas Attorney General's website and the national settlement website. The allocation section of the national settlement website will be supplemented as more intra-state allocation arrangements are finalized. In reviewing allocation information, please note that while all subdivisions may participate in the Settlements, not all subdivisions are eligible to receive direct payments. To promote efficiency in the use of abatement funds and avoid administratively burdensome disbursements that would be too small to add a meaningful abatement response, certain smaller subdivisions do not automatically receive a direct allocation. However, participation by such subdivisions will help maximize the amount of abatement funds being paid in the Settlements, including those going to counties, cities, parishes, and other larger subdivisions in their communities. To determine your eligibility to receive, directly or indirectly, any of the funds allocated to Texas should you elect to participate in the Settlements, you should first visit https://www.texasattomeygencral.gov/globalopioidsettlement and review Exhibit B of the Texas Term Sheet to determine if your subdivision is listed. Any questions concerning the status or terms of the Texas Term Sheet and allocations in Texas can be directed to the Texas Attorney General's Office. You may be contacted by the Texas Attorney General's Office with additional information regarding the allocation of settlement funds in Texas. Subdivisions with representation can expect information from their attorneys as well. We encourage you to review all materials and to follow up with any questions. The terms of these Settlements are complex, and we want to be sure you have all the information you need to make your participation decision. WHY YOU SHOULD PARTICIPATE A vast majority of states have joined the Settlements, and attorneys for many subdivisions have already announced support for them. For example, the Plaintiffs' Executive Committee, charged with leading the litigation on behalf of more than 3,000 cities, counties and others against the opioid industry, and consolidated in the national multi -district litigation ("MDL") pending before Judge Dan Aaron Polster in the Northern District of Ohio, recommends participation in these Settlements. Subdivision participation is strongly encouraged, for the following reasons_ First, the amounts to be paid under the Settlements, while insufficient to abate the epidemic fully, will allow state and local governments to commence with meaningful change designed to curb opioid addiction, overdose and death; Second, time is of the essence. The opioid epidemic continues to devastate communities around the country and it is critical that the funds begin to flow to allow governments to address the epidemic in their communities as soon as possible; Third, if there is not sufficient subdivision participation in these proposed Settlements, the Settlements will not be finalized, the important business practice changes will not be implemented, the billions of dollars in abatement funds will not flow to communities, and more than 3,000 cases may be sent back to their home courts for trial, which will take many years; Fourth, the extent of participation also will determine how much money each state and its local subdivisions will receive because approximately half of the abatement funds are in the form of "incentive payments," i.e., the higher the participation of subdivisions in a state, the greater the amount of settlement funds that flow into that state; -Fifth,-you xirow first hand the effects of the opioid epidemic on your community. Funds from these Settlements will be used to commence abatement of the crisis and provide relief to your citizens while litigation and settlement discussions proceed against numerous other defendants in the opioid industry; Sixth, because pills do not respect boundaries, the opioid epidemic is a national crisis that needs a national solution. NEXT STEPS These Settlements require that you take affirmative steps to "opt in" to the Settlements. If you do not act, you will not receive any settlement funds and you will not contribute to reaching the participation thresholds that will deliver the maximum amount of abatement funds to your state. First, have your authorizing person(s) or body begin to review the materials on the websites concerning the settlement agreement terms and the Texas Term Sheet. Develop a list of questions for your counsel or the Texas Attorney General's Office. In the very near future, your subdivision will need to begin the process of deciding whether to participate in the proposed Settlements, and subdivisions are encouraged to work through this process well before the January 2, 2022, deadline to be an initial participating subdivision. Again, the Texas Attorney General's Office, your counsel, and other contacts within the state are available to discuss the specifics of the Settlements within your state, and we encourage you to discuss the terms and benefits of the Settlements with them. Second, should you decide to proceed with participating, your subdivision will need to adopt the Texas Term Sheet and its intrastate allocation schedule. A model resolution is available on the Texas Attorney General's Office website. Third, submit to opioids@oag.texas.gov: your signed Subdivision Settlement Participation Forms (one for JNJ and one for the Distributors) and your resolution adopting the Texas Term Sheet. Continue monitoring your email for further communications. We urge you to view the national settlement website and the Texas Attorney GeneraI's website at your earliest convenience. Information and documents regarding the national Settlements and your state allocation can be found on the settlement website at: https://nationalopioidsettlement.com/ and https://www.texasattorneygeneral.gov/globalopioidsettlement. Questions regarding the opioid Settlements can be directed to opioids@oag.texas.gov. TOWN OF WESTLAKE RESOLUTION NO.22-20 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, ADOPTING THE TEXAS TERM SHEET AND JOINING THE OPIOID SETTLEMENT NEGOTIATED BY THE TEXAS ATTORNEY GENERAL WHEREAS, the Town of Westlake obtained information indicating that certain drug companies andtheir corporate affiliates, parents, subsidiaries, and such other defendants as may be added to the litigation (collectively, "Defendants") have engaged in fraudulent and/or reckless marketing and/ordistribution of opioids that have resulted in addictions and overdoses; and WHEREAS, these actions, conduct and misconduct have resulted in significant financial costs to the Town; and WHEREAS, on May 13, 2020, the State of Texas, through the Office of the Attorney General, anda negotiation group for Texas political subdivisions entered into an Agreement entitled Texas Opioid Abatement Fund Council and Settlement Allocation Term Sheet (hereafter, the Texas Term Sheet) approving the allocation of any and all opioid settlement funds within the State of Texas. The Texas Term Sheet is attached hereto as Exhibit "A"; and WHEREAS, Town Counsel and the State of Texas have recommended that the Town of Westlake Town Council support the adoption and approval the Texas Term Sheet in its entirety. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: That the Town of Westlake supports the adoption and approval the Texas Term Sheet in its entirety; and SECTION 2: The Town of Westlake finds as follows: a. There is a substantial need for repayment of opioid-related expenditures andpayment to abate opioid-related harms in and about the Town of Westlake; and b. The Town Council supports in its entirety and hereby adopts the allocation method for opioid settlement proceeds as set forth in the STATE OF TEXAS AND TEXAS POLITICAL SUBDIVISIONS' OPIOID ABATEMENT FUND COUNCIL AND SETTLEMENT ALLOCATION TERM SHEET, attached hereto as Exhibit A. The Town Council understandsthat the purpose of this Texas Term Sheet is to permit collaboration between the State of Texas and Political Subdivisions to explore and potentially effectuate resolution of the Opioid Litigationagainst Pharmaceutical Supply Chain Participants as defined therein. We also understand that an additional purpose is to create an effective means of distributing any potential settlement funds obtained under this Texas Term Sheet between the State of Texas and Political Subdivisions in Resolution 22-20 Page 1 of 2 a manner and means that would promote an effective and meaningful use of the funds in abating theopioid epidemic in this Town and throughout Texas. PASSED AND APPROVED ON THIS 25TH DAY OF APRIL 2022. Laura Wheat, Mayor ATTEST: Mary Kayser, Interim Town Secretary Amanda DeGan, Town Manager APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Resolution 22-20 Page 2 of 2 Exhibit A TEXAS OPIOID ABATEMENT FUND COUNCIL AND SETTLEMENT ALLOCATION TERM SHEET WHEREAS, the people of the State of Texas and its communities have been harmed through the National and Statewide epidemic caused by licit and illicit opioid use and distribution within the State of Texas; and now, WHEREAS, the State of Texas, though its elected representatives and counsel, including the Honorable Ken Paxton, Attorney General of the State of Texas, and certain Political Subdivisions, through their elected representatives and counsel, are separately engaged in litigation seeking to hold those entities in the supply chain accountable for the damage caused; and now, WHEREAS, the State of Texas, through its Attorney General and its Political Subdivisions, share a common desire to abate and alleviate the impacts of the epidemic throughout the State of Texas; and now, THEREFORE, the State of Texas and its Political Subdivisions, subject to completing formal documents effectuating the Parties' agreements, enter into this State of Texas and Texas Political Subdivisions' Opioid Abatement Fund Council and Settlement Allocation Term Sheet (Texas Term Sheet) relating to the allocation and use of the proceeds of any Settlements as described. A. Definitions As used in this Texas Term Sheet: 1 1. "The State" shall mean the State of Texas acting through its Attorney General. 2. "Political Subdivision(s)" shall mean any Texas municipality and county. 3. "The Parties" shall mean the State of Texas, the Political Subdivisions, and the Plaintiffs' Steering Committee and Liaison Counsel (PSC) in the Texas Opioid MDL, In Re: Texas Opioid Litigation, MDL No. 2018-63587, in the 152d District Court of Harris County, Texas. 4. "Litigating Political Subdivision" means a Political Subdivision that filed suit in the state courts of the State of Texas prior to the Execution Date of this Agreement, whether or not such case was transferred to Texas Opioid MDL, or removed to federal court. 5. "National Fund" shall mean any national fund established for the benefit of the Texas Political Subdivisions. In no event shall any National Fund be used to create federal jurisdiction, equitable or otherwise, over the Texas Political Subdivisions or those similarly situated state -court litigants who are included in the state coalition, nor shall the National Fund require participating in a class action or signing a participation agreement as part of the criteria for participating in the National Fund. 6. "Negotiating Committee" shall mean a three -member group comprising four representatives for each of (1) the State; (2) the PSC; and (3) Texas' 2 Political Subdivisions (collectively, "Members"). The State shall be represented by the Texas Attorney General or his designees. The PSC shall be represented by attorneys Mikal Watts, Jeffrey Simon, Dara Hegar, Dan Downey, or their designees. Texas' Political Subdivisions shall be represented by Clay Jenkins (Dallas County Judge), Terrence O'Rourke (Special Assistant County Attorney, Harris County), Nelson Wolff (Bexar County Judge), and Nathaniel Moran (Smith County Judge) or their designees. 7. "Settlement" shall mean the negotiated resolution of legal or equitable claims against a Pharmaceutical Supply Chain Participant that includes the State and Political Subdivisions. 8. "Opioid Funds" shall mean monetary amounts obtained through a Settlement as defined in this Texas Term Sheet. 8. "Approved Purpose(s)" shall mean those uses identified in Exhibit A hereto. 9. "Pharmaceutical Supply Chain" shall mean the process and channels through which opioids or opioids products are manufactured, marketed, promoted, distributed, or dispensed. 3 10. "Pharmaceutical Supply Chain Participant" shall mean any entity that engages in or has engaged in the manufacture, marketing, promotion, distribution, or dispensing of an opioid analgesic. 11. "Texas Opioid Council" shall mean the Council described in Exhibit A hereto, which has the purpose of ensuring the funds recovered by Texas (through the joint actions of the Attorney General and the Texas Political Subdivisions) are allocated fairly and spent to remediate the opioid crisis in Texas, using efficient and cost-effective methods that are directed to the hardest hit regions in Texas while also ensuring that all Texans benefit from prevention and recovery efforts. B. Allocation of Settlement Proceeds 1. All Opioid Funds distributed in Texas shall be divided with 15% going to Political Subdivisions ("Subdivision Share"), 70% to the Texas Opioid Abatement Fund through the Texas Opioid Council (Texas Abatement Fund Share) identified and described on Exhibits A and C hereto, and 15% to the Office of the Texas Attorney General as Counsel for the State of Texas ("State Share"). Out of the Texas Opioid Abatement Fund, reasonable expenses up to 1 % shall be paid to the Texas Comptroller for the administration of the Texas Opioid Council pursuant to the Opioid 0 Abatement Fund (Texas Settlement) Opioid Council Agreement, Exhibit A hereto. 2. The Subdivisions Share shall be allocated in accordance with the division of proceeds on Exhibit B hereto. 3. The Texas Abatement Fund Share shall be allocated to the Opioid Council to be apportioned in accordance with the guidelines of Exhibit A, and Exhibit C hereto. 4. In the event a Subdivision merges, dissolves, or ceases to exist, the allocation percentage for that Subdivision shall be redistributed as directed by the settlement document, and if not specified, equitably based on the composition of the successor Subdivision. If a Subdivision for any reason is excluded from a specific settlement, the allocation percentage for that Subdivision shall be redistributed as directed by the settlement document, and if not specified, equitably among the participating Subdivisions. 5. Funds obtained from parties unrelated to the Litigation, via grant, bequest, gift or the like, separate and distinct from the Litigation, may be directed to the Texas Opioid Council and disbursed as set forth below. 6. The Subdivision share shall be initially deposited and paid in cash directly to the Subdivision under the authority and guidance of the Texas MDL Court, who shall direct any Settlement funds to be held in trust in a 5 segregated account to benefit the Subdivisions and to be promptly distributed as set forth herein and in accordance with Exhibit B. 7. Nothing in this Texas Term Sheet should alter or change any Subdivision's rights to pursue its own claim. Rather, the intent of this Texas Term Sheet is to join all parties to disburse settlement proceeds from one or more defendants to all parties participating in that settlement within Texas. 8. Opioid Funds from the Texas Abatement Fund Share shall be directed to the Texas Opioid Council and used in accordance with the guidelines as set out on Exhibit A hereto, and the Texas Abatement Fund Share shall be distributed to the Texas Opioid Council under the authority and guidance of the Texas MDL Court, consistent with Exhibits A and C, and the by- laws of the Texas Opioid Council documents and disbursed as set forth therein, including without limitation all abatement funds and the 1 % holdback for expenses. 9. The State of Texas and the Political Subdivisions understand and acknowledge that additional steps may need to be undertaken to assist the Texas Opioid Council in its mission, at a predictable level of funding, regardless of external factors. C. Payment of Counsel and Litigation Expenses 0 1. Any Master Settlement Agreement settlement will govern the payment of fees and litigation expenses to the Parties. The Parties agree to direct control of any Texas Political Subdivision fees and expenses to the "Texas Opioid Fee and Expense Fund," which shall be allocated and distributed by the Texas MDL Court, In re: Texas Opioid Litigation, MDL No. 2018- 63587, in the 152nd District Court of Harris County, Texas, and with the intent to compensate all counsel for Texas Political Subdivisions who have not chosen to otherwise seek compensation for fees and expenses from any federal MDL common benefit fund. 2. The Parties agree that no portion of the State of Texas 15% allocation share from any settlement shall be administered through the National Fund, the Texas MDL Court, or Texas Opioid Fee and Expense Fund, but shall be directed for payment to the State of Texas by the State of Texas. 3. The State of Texas and the Texas Political Subdivisions, and their respective attorneys, agree that all fees — whether contingent, hourly, fixed or otherwise — owed by the Texas Political Subdivisions shall be paid out of the National Fund or as otherwise provided for herein to the Texas Opioid Fee and Expense Fund to be distributed by the 152nd District Court of Harris County, Texas pursuant to its past and future orders. 4. From any opioid-related settlements with McKesson, Cardinal Health, ABDC, and Johnson & Johnson, and for any future opioid-related settlements negotiated, in whole or in part, by the Negotiating Committee with any other Pharmaceutical Supply Chain Participant, the funds to be deposited in the Texas Opioid Fee and Expense Fund shall be 9.3925% of the combined Texas Political Subdivision and Texas Abatement Fund portions of each payment (annual or otherwise) to the State of Texas for that settlement, plus expenses from the National Fund, and shall be sought by Texas Political Subdivision Counsel initially through the National Fund. The Texas Political Subdivisions' percentage share of fees and expenses from the National Fund shall be directed to the Texas Opioid Fee and Expense Fund in the Texas MDL, as soon as is practical, for allocation and distribution in accordance with the guidelines herein. 5. If the National Fund share to the Texas Political Subdivisions is insufficient to cover the guaranteed 9.3925%, plus expenses from the National Fund, per subsection 4, immediately supra, or if payment from the National Fund is not received within 12 months after the date the 0 first payment is made by the Defendants pursuant to the settlement, then the Texas Political Subdivisions shall recover up to 12.5% of the Texas Political Subdivision Share to make up any difference. 6. If the National Fund and the Texas Political Subdivision share are insufficient to cover the guaranteed 9.3925%, plus expenses from the National Fund, or if payment from the National Fund is not received within 12 months after the date the first payment is made by the Defendants pursuant to the settlement, then the Texas Political Subdivisions shall recover up to 8.75% of the Abatement Fund Share to make up any difference. In no event shall the Texas Political Subdivision share exceed 9.3925% of the combined Texas Political Subdivision and Texas Abatement Fund portions of any settlement, plus expenses from the National Fund. In the event that any payment is received from the National Fund such that the total amount in fees and expenses exceeds 9.3925%, the Texas Political Subdivisions shall return any amounts received greater than 9.3925% of the combined Texas Political Subdivision and Texas Abatement Fund portions to those respective Funds. 9 7. For each settlement utilizing a National Fund, the Texas Political Subdivisions need only make one attempt at seeking fees and expenses there. 8. The total amount of the Texas Opioid Fee and Expense Fund shall be reduced proportionally, according to the agreed upon allocation of the Texas Subdivision Fund, for any Texas litigating Political Subdivision that (1) fails to enter the settlement; and (2) was filed in Texas state court, and was transferred to the Texas MDL (or removed before or during transfer to the Texas MDL) as of the execution date of this Agreement. D. The Texas Opioid Council and Texas Abatement Fund The Texas Opioid Council and Texas Abatement Fund is described in detail at Exhibit A, incorporated herein by reference. E. Settlement Negotiations 1. The State and Negotiating Committee agree to inform each other in advance of any negotiations relating to a Texas -only settlement with a Pharmaceutical Supply Chain Participant that includes both the State and its Political Subdivisions and shall provide each other the opportunity to participate in all such negotiations. Any Texas -only Settlement agreed to with the State and Negotiating Committee shall be subject to the approval 10 of a majority of litigating Political Subdivisions. The Parties further agree to keep each other reasonably informed of all other global settlement negotiations with Pharmaceutical Supply Chain Participants and to include the Negotiating Committee or designees. Neither this provision, nor any other, shall be construed to state or imply that either the State or the Negotiating Committee is unauthorized to engage in settlement negotiations with Pharmaceutical Supply Chain Participants without prior consent or contemporaneous participation of the other, or that either party is entitled to participate as an active or direct participant in settlement negotiations with the other. Rather, while the State's and Negotiation Committee's efforts to achieve worthwhile settlements are to be collaborative, incremental stages need not be so. 2. Any Master Settlement Agreement (MSA) shall be subject to the approval and jurisdiction of the Texas MDL Court. 3. As this is a Texas -specific effort, the Committee shall be Chaired by the Attorney General. However, the Attorney General, or his designees, shall endeavor to coordinate any publicity or other efforts to speak publicly with the other Committee Members. 4. The State of Texas, the Texas MDL Plaintiff's Steering Committee representatives, or the Political Subdivision representatives may withdraw 11 from coordinated Settlement discussions detailed in this Section upon 10 business days' written notice to the remaining Committee Members and counsel for any affected Pharmaceutical Supply Chain Participant. The withdrawal of any Member releases the remaining Committee Members from the restrictions and obligations in this Section. 5. The obligations in this Section shall not affect any Party's right to proceed with trial or, within 30 days of the date upon which a trial involving that Party's claims against a specific Pharmaceutical Supply Chain Participant is scheduled to begin, reach a case specific resolution with that particular Pharmaceutical Supply Chain Participant. F. Amendments The Parties agree to make such amendments as necessary to implement the intent of this agreement. Acknowledgment of Agreement We, the undersigned, have participated in the drafting of the above Texas Term Sheet, including consideration based on comments solicited from Political Subdivisions. This document has been collaboratively drafted to maintain all individual claims while allowing the State and its Political Subdivisions to cooperate in exploring all possible means of resolution. Nothing in this agreement binds any party to any specific outcome. Any resolution under this document will require 12 acceptance by the State of Texas and a majority of the Litigating Political Subdivisions. We, the undersigned, hereby accept the STATE OF TEXAS AND TEXAS POLITICAL SUBDIVISIONS' OPIOID ABATEMENT FUND COUNCIL AND SETTLEMENT ALLOCATION TERM SHEET. We understand that the purpose of this Texas Term Sheet is to permit collaboration between the State of Texas and Political Subdivisions to explore and potentially effectuate earlier resolution of the Opioid Litigation against Pharmaceutical Supply Chain Participants. We also understand that an additional purpose is to create an effective means of distributing any potential settlement funds obtained under this Texas Term Sheet between the State of Texas and Political Subdivisions in a manner and means that would promote an effective and meaningful use of the funds in abating the opioid epidemic throughout Texas. 13 Executed this 13 day of May, 2020. FOR THE STATE OF TEXAS: KENNETH PAXTON, JR. ATTORNEY GENERAL FOR THE SUBDIVISIONS AND TEXAS MDL PSC: jr*1;91*Ar- MIKAL WATTS WATTS GUERRA LLP a1'1'. '4", - JE"kft N SIMON GAEENSTONE PANA'IZER, PC : sas EXHIBIT A Opioid Abatement Fund (Texas) Settlement Opioid Council As part of the settlement agreement and upon its execution, the parties will form the Texas Opioid Council (Council) to establish the framework that ensures the funds recovered by Texas (through the joint actions of the Attorney General and the state's political subdivisions) are allocated fairly and spent to remediate the opioid crisis in Texas, using efficient and cost-effective methods that are directed to the hardest hit regions in Texas while also ensuring that all Texans benefit from prevention and recovery efforts. I. Structure The Council will be responsible for the processes and procedures governing the spending of the funds held in the Texas Abatement Fund, which will be approximately 70% of all funds obtained through settlement and/or litigation of the claims asserted by the State and its subdivisions in the investigations and litigation related to the manufacturing, marketing, distribution, and sale of opioids and related pharmaceuticals. Money paid into the abatement fund will be held by an independent administrator, who shall be responsible for the ministerial task of releasing funds solely as authorized below by the Council, and accounting for all payments to and from the fund. The Council will be formed when a court of competent jurisdiction enters an order settling the matter, including any order of a bankruptcy court. The Council's members must be appointed within sixty (60) days of the date the order is entered. 1/-in, .- a Is e The Council shall be comprised of the following thirteen (13) members: 1. Statewide Members. Six members appointed by the Governor and Attorney General to represent the State's interest in opioid abatement. The statewide members are appointed as follows: a. The Governor shall appoint three (3) members who are licensed health professionals with significant experience in opioid interventions; b. The Attorney General shall appoint three (3) members who are licensed professionals with significant experience in opioid incidences; and c. The Governor will appoint the Chair of the Council as a non -voting member. The Chair may only cast a vote in the event there is a tie of the membership. 2. Regional Members. Six (6) members appointed by the State's political subdivisions to represent their designated Texas Health and Human Services Commission "HHSC" Regional Healthcare 1 Partnership (Regions) to ensure dedicated regional, urban, and rural representation on the Council. The regional appointees must be from either academia or the medical profession with significant experience in opioid interventions. The regional members are appointed as follows: a. One member representing Regions 9 and 10 (Dallas Ft -Worth); b. One member representing Region 3 (Houston); c. One member representing Regions 11, 12, 13, 14, 15, 19 (West Texas); d. One member representing Regions 6, 7, 8, 16 (Austin -San Antonio); e. One member representing Regions 1, 2, 17, 18 (East Texas); and f. One member representing Regions 4, 5, 20 (South Texas). All members of the Council are appointed to serve staggered two-year terms, with the terms of members expiring February 1 of each year. A member may serve no more than two consecutive terms, for a total of four consecutive years. For the first term, four (4) members (two (2) statewide and two (2) for the subdivisions) will serve a three-year term. A vacancy on the Council shall be filled for the unexpired term in the same manner as the original appointment. The Governor will appoint the Chair of the Council who will not vote on Council business unless there is a tie vote, and the subdivisions will appoint a Vice -Chair voting member from one of the regional members. C. Governance 1. Administration The Council is attached administratively to the Comptroller. The Council is an independent, quasi -governmental agency because it is responsible for the statewide distribution of the abatement settlement funds. The Council is exempt from the following statutes: a. Chapter 316 of the Government Code (Appropriations); b. Chapter 322 of the Government Code (Legislative Budget Board); c. Chapter 325 of the Government Code (Sunset); d. Chapter 783 of the Government Code (Uniform Grants and Contract Management); e. Chapter 2001 of the Government Code (Administrative Procedure); f. Chapter 2052 of the Government Code (State Agency Reports and Publications); g. Chapter 2261 of the Government Code (State Contracting Standards and Oversight); h. Chapter 2262 of the Government Code (Statewide Contract Management); 2 i. Chapter 262 of the Local Government Code (Purchasing and Contracting Authority of Counties); and j. Chapter 271 of the Local Government Code (Purchasing and Contracting Authority of Municipalities, Counties, and Certain Other Local Governments). 2. Transparency The Council will abide by state laws relating to open meetings and public information, including Chapters 551 and 552 of the Texas Government Code. i. The Council shall hold at least four regular meetings each year. The Council may hold additional meetings on the request of the Chair or on the written request of three members of the council. All meetings shall be open to the public, and public notice of meetings shall be given as required by state law. ii. The Council may convene in a closed, non-public meeting: a. If the Commission must discuss: 1. Negotiation of contract awards; and 2. Matters specifically exempted from disclosure by federal and state statutes. b. All minutes and documents of a closed meeting shall remain under seal, subject to release only order of a court of competent jurisdiction. 3. Authority The Council does not have rulemaking authority. The terms of each Judgment, Master Settlement Agreement, or any Bankruptcy Settlement for Texas control the authority of the Council and the Council may not stray outside the bounds of the authority and power vested by such settlements. Should the Council require legal assistance in determining their authority, the Council may direct the executive director to seek legal advice from the Attorney General to clarify the issue. The independent administrator will set aside up to one (1) percent of the settlement funds for the administration of the Council for reasonable costs and expenses of operating the foregoing duties, including educational activities. 1. Executive Director The Comptroller will employ the executive director of the Council and other personnel as necessary to administer the duties of the Council and carry out the functions of the Council. The executive director must have at least 10 years of experience in government or public administration and is classified as a Director V/1330 under the State Auditor's State Classification. The Comptroller will pay the salaries of the Council employees from the one (1) percent of the settlement funds set aside for the administration of the Council. The Comptroller will request funds from the Texas Abatement Fund Point of Contact. 2. Travel Reimbursement A person appointed to the Council is entitled to reimbursement for the travel expenses incurred in attending Council duties. A member of the Council may be reimbursed for actual expenses for meals, lodging, transportation, and incidental expenses in accordance with travel rates set by the federal General Services Administration. II. Duties/Roles It is the duty of the Council to determine and approve the opioid abatement strategies and funding awards. The Council will develop the approved Texas list of abatement strategies based on but not limited to the existing national list of opioid abatement strategies (see attached Appendix A) for implementing the Texas Abatement Fund. 1. The Council shall only approve strategies which are evidence -informed strategies. 2. The Texas list of abatement strategies must be approved by majority vote. The majority vote must include a majority from both sides of the statewide members and regional members in order to be approved, e.g., at least four (4) of six (6) members on each side. The Council will determine a single point of contact called the Abatement Fund Point of Contact (POC) to be established as the sole entity authorized to receive requests for funds and approve expenditures in Texas and order the release of funds from the Texas Abatement Fund by the independent administrator. The POC may be an independent third parry selected by the Council with expertise in banking or financial management. The POC will manage the Opioid Council Bank Account (Account). Upon a vote, the Council will direct the POC to contact the independent administrator to release funds to the Account. The Account is outside the State Treasury and not managed by any state or local officials. The POC is responsible for payments to the qualified entities selected by the Council for abatement fund awards. The POC will submit a monthly financial statement on the Account to the Council. An independent auditor appointed by the Council will perform an audit on the Account on an annual basis and report its findings, if any, to the Council. 4 The Council is the sole decision -maker on the funding allocation process of the abatement funds. The Council will develop the application and award process based on the parameters outlined below. An entity seeking funds from the Council must apply for funds; no funds will be awarded without an application. The executive director and personnel may assist the Council in gathering and compiling the applications for consideration; however, the Council members are the sole decision -makers of awards and funding determination. The Council will use the following processes to award funds: 1. Statewide Funds. The Council will consider, adopt and approve the allocation methodology attached as Exhibit C, based upon population health data and prevalence of opioid incidences, at the Council's initial meeting. Adoption of such methodology will allow each Region to customize the approved abatement strategies to fit its communities' needs. The statewide regional funds will account for seventy-five (75) percent of the total overall funds, less the one (1) percent administrative expense described herein. 2. Targeted Funds. Each Region shall reserve twenty-five (25) percent of the overall funds, for targeted interventions in the specific Region as identified by opioid incidence data. The Council must approve on an annual basis the uses for the targeted abatement strategies and applications available to every Region, including education and outreach programs. Each Region without approved uses for the targeted funds from the Council, based upon a greater percentage of opioid incidents compared to its population, is subject to transfer of all or a portion of the targeted funds for that Region for uses based upon all Regions' targeted funding needs as approved by the Council on an annual basis. 3. Annual Allocation. Statewide regional funds and targeted funds will be allocated on an annual basis. If a Region lapses its funds, the funds will be reallocated based on all Regions' funding needs. The Council will establish an appeal process to permit the applicants for funding (state or subdivisions) to challenge decisions by the Council -designated point of contact on requests for funds or expenditures. 1. To challenge a decision by the designated point of contact, the State or a subdivision must file an appeal with the Council within thirty (30) days of the decision. The Council then has thirty (30) days to consider and rule on the appeal. 2. If the Council denies the appeal, the party may file an appeal with the state district court of record where the final opioid judgment or Master Settlement Agreement is filed. The Texas Rules of Civil Procedure and Rules of Evidence will govern these proceedings. The Council may request representation from the Attorney General in these proceedings. 5 In making its determination, the state district court shall apply the same clear error standards contained herein that the Council must follow when rendering its decision. 3. The state district court will make the final decision and the decision is not appealable. 4. Challenges will be limited and subject to penalty if abused. 5. Attorneys' fees and costs are not recoverable in these appeals. The Council may determine that a percentage of the funds in the Abatement Fund from the targeted funds be used to develop an education and outreach program to provide materials on the consequences of opioid drug use, prevention and interventions. Any material developed will include online resources and toolkits for communities. 0 EXHIBIT B Exhibit B: Municipal Area Allocations: 15% of Total ($150 million) (County numbers refer to distribution to the county governments after payment to cities within county borders has been made. Minimum distribution to each county is $1000.) Municipal Area Allocation Municipal Area Allocation Abbott Abernathy Abilene Ackerly Addison Adrian Agua Dulce Alamo Alamo Heights Alba Albany Aledo Alice Allen Alma Alpine Alto Alton Alvarado Alvin Alvord Amarillo Ames Amherst Anahuac Anderson Anderson County Andrews Andrews County Angelina County Angleton Angus Anna Annetta Annetta North $688 $110 $563,818 $21 $58,094 $181 $43 $22,121 $28,198 $3,196 $180 $331 $71,291 $315,081 $1,107 $29,686 $3,767 $11,540 $29,029 $ 113,962 $358 $987,661 $5,571 $22 $542 $19 $268,763 $18,983 $37,606 $229,956 $62,791 $331 $9,075 $5,956 $34 (Table continues or Lakeport Lakeside Lakeside City Lakeview Lakeway Lakewood Village Lamar County Lamb County Lamesa Lampasas Lampasas County Lancaster Laredo Latexo Lavaca County Lavon Lawn League City Leakey Leander Leary Lee County Lefors Leon County Leon Valley Leona Leonard Leroy Levelland Lewisville Lexington Liberty Liberty County Liberty Hill Limestone County multiple pages below) $463 $4,474 $222 $427 $31,657 $557 $141,598 $50,681 $29,656 $28,211 $42,818 $90,653 $763,174 $124 $45,973 $7,435 $58 $302,418 $256 $88,641 $797 $30,457 $159 $67,393 $23,258 $883 $8,505 $176 $46,848 $382,094 $2,318 $72,343 $531,212 $2,780 $ 135,684 Annetta South $602 Lincoln Park $677 Annona $738 Lindale $24,202 Anson $5,134 Linden $3,661 Anthony $4,514 Lindsay $1,228 Anton $444 Lipan $44 Appleby $1,551 Lipscomb County $10,132 Aquilla $208 Little Elm $69,326 Aransas County $266,512 Little River -Academy $798 Aransas Pass $57,813 Littlefield $7,678 Archer City $10,554 Live Oak $32,740 Archer County $45,534 Live Oak County $39,716 Arcola $7,290 Liverpool $1,435 Argyle $11,406 Livingston $73,165 Arlington $735,803 Llano $23,121 Armstrong County $974 Llano County $115,647 Arp $2,009 Lockhart $49,050 Asherton $112 Lockney $3,301 Aspermont $9 Log Cabin $1,960 Atascosa County $176,903 Lometa $1,176 Athens $105,942 Lone Oak $1,705 Atlanta $30,995 Lone Star $8,283 Aubrey $15,141 Longview $482,254 Aurora $1,849 Loraine $188 Austin County $76,030 Lorena $3,390 Austin $4,877,716 Lorenzo $11,358 Austwell $109 Los Fresnos $11,185 Avery $138 Los Indios $159 Avinger $1,115 Los Ybanez $0 Azle $32,213 Lott $1,516 Bailey $950 Lovelady $249 Bailey County $15,377 Loving County $1,000 Bailey's Prairie $5,604 Lowry Crossing $783 Baird $2,802 Lubbock $319,867 Balch Springs $27,358 Lubbock County $1,379,719 Balcones Heights $23,811 Lucas $5,266 Ballinger $9,172 Lueders $508 Balmorhea $63 Lufkin $281,592 Bandera $2,893 Luling $29,421 Bandera County $86,815 Lumberton $36,609 Bangs $3,050 Lyford $3,071 Page 2 Bardwell $362 Lynn County $6,275 Barry $200 Lytle $7,223 Barstow $61 Mabank $19,443 Bartlett $3,374 Madison County $49,492 Bartonville $8,887 Madisonville $11,458 Bastrop $46,320 Magnolia $26,031 Bastrop County $343,960 Malakoff $12,614 Bay City $57,912 Malone $439 Baylor County $29,832 Manor $12,499 Bayou Vista $6,240 Mansfield $150,788 Bayside $242 Manvel $12,305 Baytown $216,066 Marble Falls $37,039 Bayview $41 Marfa $65 Beach City $12,505 Marietta $338 Bear Creek $906 Marion $275 Beasley $130 Marion County $54,728 Beaumont $683,010 Marlin $21,634 Beckville $1,247 Marquez $1,322 Bedford $94,314 Marshall $108,371 Bedias $3,475 Mart $928 Bee Cave $12,863 Martin County $10,862 Bee County $97,844 Martindale $2,437 Beeville $24,027 Mason $777 Bell County $650,748 Mason County $3,134 Bellaire $41,264 Matador $1,203 Bellevue $56 Matagorda County $135,239 Bellmead $14,487 Mathis $15,720 Bells $1,891 Maud $423 Bellville $7,488 Maverick County $115,919 Belton $72,680 Maypearl $986 Benavides $152 McAllen $364,424 Benbrook $43,919 McCamey $542 Benjamin $951 McGregor $9,155 Berryville $14,379 McKinney $450,383 Bertram $182 McLean $14 Beverly Hills $4,336 McLendon -Chisholm $411 Bevil Oaks $549 Mcculloch County $20,021 Bexar County $7,007,152 Mclennan County $529,641 Big Lake $547 Mcmullen County $1,000 Big Sandy $4,579 Meadow $1,121 Page 3 Big Spring $189,928 Meadowlakes $905 Big Wells $236 Meadows Place $18,148 Bishop $8,213 Medina County $48,355 Bishop Hills $323 Megargel $611 Blackwell $31 Melissa $15,381 Blanco $6,191 Melvin $345 Blanco County $49,223 Memphis $7,203 Blanket $147 Menard $991 Bloomburg $1,010 Menard County $14,717 Blooming Grove $352 Mercedes $21,441 Blossom $198 Meridian $3,546 Blue Mound $2,888 Merkel $10,117 Blue Ridge $1,345 Mertens $239 Blum $1,622 Mertzon $29 Boerne $45,576 Mesquite $310,709 Bogata $3,649 Mexia $21,096 Bonham $100,909 Miami $455 Bonney $2,510 Midland County $279,927 Booker $1,036 Midland $521,849 Borden County $1,000 Midlothian $95,799 Borger $69,680 Midway $78 Bosque County $71,073 Milam County $97,386 Bovina $173 Milano $904 Bowie $83,620 Mildred $286 Bowie County $233,190 Miles $93 Boyd $6,953 Milford $6,177 Brackettville $8 Miller's Cove $97 Brady $27,480 Millican $417 Brazoria $11,537 Mills County $19,931 Brazoria County $1,021,090 Millsap $34 Brazos Bend $462 Mineola $48,719 Brazos Country $902 Mineral Wells $92,061 Brazos County $342,087 Mingus $189 Breckenridge $23,976 Mission $124,768 Bremond $5,554 Missouri City $209,633 Brenham $54,750 Mitchell County $20,850 Brewster County $60,087 Mobeetie $52 Briarcliff $572 Mobile City $2,034 Briaroaks $57 Monahan $5,849 Bridge City $80,756 Mont Belvieu $19,669 Page 4 Bridgeport $33,301 Montague County $94,796 Briscoe County $977 Montgomery $1,884 Broaddus $31 Montgomery County $2,700,911 Bronte $99 Moody $828 Brooks County $20,710 Moore County $40,627 Brookshire $6,406 Moore Station $772 Brookside Village $1,110 Moran $50 Brown County $193,417 Morgan $605 Browndell $152 Morgan's Point $3,105 Brownfield $14,452 Morgan's Point Resort $8,024 Brownsboro $3,176 Morris County $53,328 Brownsville $425,057 Morton $167 Brownwood $166,572 Motley County $3,344 Bruceville-Eddy $1,692 Moulton $999 Bryan $246,897 Mount Calm $605 Bryson $1,228 Mount Enterprise $1,832 Buckholts $1,113 Mount Pleasant $65,684 Buda $10,784 Mount Vernon $6,049 Buffalo $11,866 Mountain City $1,548 Buffalo Gap $88 Muenster $4,656 Buffalo Springs $188 Muleshoe $4,910 Bullard $7,487 Mullin $384 Bulverde $14,436 Munday $2,047 Bunker Hill Village $472 Murchison $2,302 Burkburnett $37,844 Murphy $51,893 Burke $1,114 Mustang $7 Burleson County $70,244 Mustang Ridge $2,462 Burleson $151,779 Nacogdoches $205,992 Burnet $33,345 Nacogdoches County $198,583 Burnet County $189,829 Naples $4,224 Burton $937 Nash $7,999 Byers $77 Nassau Bay $11,247 Bynum $380 Natalia $625 Cactus $4,779 Navarro $334 Caddo Mills $43 Navarro County $103,513 Caldwell $18,245 Navasota $37,676 Caldwell County $86,413 Nazareth $124 Calhoun County $127,926 Nederland $44,585 Callahan County $12,894 Needville $10,341 Callisburg $101 Nevada $237 Page 5 Calvert $772 New Berlin $4 Cameron $11,091 New Boston $6,953 Cameron County $537,026 New Braunfels $307,313 Camp County $28,851 New Chapel Hill $288 Camp Wood $422 New Deal $338 Campbell $1,116 New Fairview $2,334 Canadian $1,090 New Home $9 Caney City $2,005 New Hope $1,024 Canton $56,734 New London $4,129 Canyon $26,251 New Summerfield $442 Carbon $620 New Waverly $2,562 Carl's Corner $48 Newark $520 Carmine $385 Newcastle $914 Carrizo Springs $1,671 Newton $6,102 Carrollton $310,255 Newton County $158,006 Carson County $29,493 Neylandville $163 Carthage $18,927 Niederwald $16 Cashion Community $322 Nixon $2,283 Cass County $93,155 Nocona $16,536 Castle Hills $12,780 Nolan County $50,262 Castro County $4,420 Nolanville $4,247 Castroville $4,525 Nome $391 Cedar Hill $70,127 Noonday $226 Cedar Park $185,567 Nordheim $697 Celeste $1,280 Normangee $6,192 Celina $18,283 North Cleveland $105 Center $58,838 North Richland Hills $146,419 Centerville $385 Northlake $8,905 Chambers County $153,188 Novice $76 Chandler $17,364 Nueces County $1,367,932 Channing $2 O'Brien $76 Charlotte $4,257 O'Donnell $27 Cherokee County $156,612 Oak Grove $2,769 Chester $1,174 Oak Leaf $612 Chico $2,928 Oak Point $9,011 Childress $37,916 Oak Ridge $358 Childress County $50,582 Oak Ridge North $33,512 Chillicothe $172 Oak Valley $7 China $522 Oakwood $148 China Grove $598 Ochiltree County $15,476 Page 6 Chireno $1,568 Odem $7,420 Christine $354 Odessa $559,163 Cibolo $13,690 Oglesby $29 Cisco $7,218 Old River-Winfree $21,653 Clarendon $114 Oldham County $10,318 Clarksville $20,891 Olmos Park $9,801 Clarksville City $54 Olney $6,088 Claude $26 Olton $1,197 Clay County $72,050 Omaha $4,185 Clear Lake Shores $6,682 Onalaska $31,654 Cleburne $228,184 Opdyke West $479 Cleveland $96,897 Orange $311,339 Clifton $9,939 Orange County $689,818 Clint $375 Orange Grove $1,677 Clute $51,350 Orchard $867 Clyde $17,287 Ore City $6,806 Coahoma $2,291 Overton $7,900 Cochran County $3,389 Ovilla $13,391 Cockrell Hill $512 Oyster Creek $9,633 Coffee City $1,087 Paducah $125 Coke County $5,522 Paint Rock $141 Coldspring $447 Palacios $14,036 Coleman $5,442 Palestine $178,009 Coleman County $4,164 Palisades $240 College Station $258,147 Palm Valley $1,918 Colleyville $46,049 Palmer $12,666 Collin County $1,266,721 Palmhurst $4,660 Collingsworth County $19,234 Palmview $7,577 Collinsville $1,831 Palo Pinto County $124,621 Colmesneil $2,211 Pampa $67,227 Colorado City $8,405 Panhandle $9,536 Colorado County $49,084 Panola County $80,699 Columbus $6,867 Panorama Village $1,292 Comal County $396,142 Pantego $12,898 Comanche $16,503 Paradise $52 Comanche County $50,964 Paris $201,180 Combes $1,710 Parker $10,307 Combine $1,892 Parker County $476,254 Commerce $33,869 Parmer County $15,866 Como $415 Pasadena $356,536 Page 7 Concho County $3,859 Pattison $1,148 Conroe $466,671 Patton Village $9,268 Converse $27,693 Payne Springs $1,770 Cooke County $200,451 Pearland $333,752 Cool $731 Pearsall $11,570 Coolidge $243 Pecan Gap $719 Cooper $362 Pecan Hill $229 Coppell $86,593 Pecos $7,622 Copper Canyon $489 Pecos County $46,997 Copperas Cove $133,492 Pelican Bay $1,199 Corinth $75,298 Penelope $415 Corpus Christi $1,812,707 Penitas $312 Corral City $143 Perryton $23,364 Corrigan $21,318 Petersburg $1,691 Corsicana $87,310 Petrolia $17 Coryell County $123,659 Petronila $5 Cottle County $875 Pflugerville $86,408 Cottonwood $289 Pharr $144,721 Cottonwood Shores $1,203 Pilot Point $11,613 Cotulla $1,251 Pine Forest $3,894 Coupland $266 Pine Island $3,141 Cove $387 Pinehurst $32,671 Covington $519 Pineland $4,138 Coyote Flats $1,472 Piney Point Village $15,738 Crandall $12,094 Pittsburg $20,526 Crane $10,599 Plains $129 Crane County $26,146 Plainview $60,298 Cranfills Gap $128 Plano $1,151,608 Crawford $383 Pleak $270 Creedmoor $16 Pleasant Valley $308 Cresson $1,086 Pleasanton $29,011 Crockett $23,403 Plum Grove $258 Crockett County $18,210 Point $1,519 Crosby County $18,388 Point Blank $355 Crosbyton $1,498 Point Comfort $447 Cross Plains $4,877 Point Venture $588 Cross Roads $244 Polk County $370,831 Cross Timber $542 Ponder $1,282 Crowell $6,335 Port Aransas $31,022 Crowley $22,345 Port Arthur $367,945 Page 8 Crystal City $19,412 Port Isabel $9,802 Cuero $24,689 Port Lavaca $11,752 Culberson County $789 Port Neches $38,849 Cumby $5,320 Portland $76,517 Cuney $606 Post $2,332 Cushing $1,120 Post Oak Bend City $1,034 Cut and Shoot $2,141 Poteet $6,767 DISH $19 Poth $3,974 Daingerfield $12,476 Potter County $371,701 Daisetta $5,370 Pottsboro $12,302 Dalhart $11,609 Powell $110 Dallam County $21,686 Poynor $1,180 Dallas County $8,538,291 Prairie View $7,600 Dallas $2,999,902 Premont $3,321 Dalworthington Gardens $6,060 Presidio $148 Danbury $4,231 Presidio County $787 Darrouzett $101 Primera $2,958 Dawson $600 Princeton $19,245 Dawson County $46,911 Progreso $8,072 Dayton $47,122 Progreso Lakes $39 Dayton Lakes $38 Prosper $22,770 De Kalb $1,035 Providence Village $508 De Leon $8,218 Putnam $14 De Witt County $68,895 Pyote $22 DeCordova $13,778 Quanah $207 DeSoto $72,400 Queen City $4,837 Deaf Smith County $34,532 Quinlan $7,304 Dean $141 Quintana $492 Decatur $56,669 Quitaque $8 Deer Park $49,388 Quitman $15,619 Del Rio $59,056 Rains County $53,190 Dell City $15 Ralls $3,967 Delta County $30,584 Rancho Viejo $3,836 Denison $210,426 Randall County $278,126 Denton $458,334 Ranger $12,186 Denton County $1,132,298 Rankin $1,613 Denver City $2,104 Ransom Canyon $930 Deport $42 Ravenna $685 Detroit $965 Raymondville $7,466 Devers $191 Reagan County $25,215 Page 9 Devine $4,354 Real County $5,073 Diboll $25,533 Red Lick $23 Dickens $71 Red Oak $26,843 Dickens County $1,873 Red River County $29,306 Dickinson $83,683 Redwater $1,058 Dilley $2,633 Reeves County $103,350 Dimmit County $33,294 Refugio $8,839 Dimmitt $1,012 Refugio County $46,216 Dodd City $1,211 Reklaw $1,136 Dodson $447 Reno $3,791 Domino $196 Reno $11,164 Donley County $22,370 Retreat $52 Donna $13,798 Rhome $12,285 Dorchester $231 Rice $1,972 Double Oak $4,765 Richardson $260,315 Douglassville $574 Richland $210 Dripping Springs $811 Richland Hills $24,438 Driscoll $39 Richland Springs $2,234 Dublin $14,478 Richmond $77,606 Dumas $26,229 Richwood $12,112 Duncanville $58,328 Riesel $1,118 Duval County $49,109 Rio Bravo $8,548 Eagle Lake $4,882 Rio Grande City $25,947 Eagle Pass $56,005 Rio Hondo $3,550 Early $14,838 Rio Vista $4,419 Earth $242 Rising Star $1,933 East Bernard $5,554 River Oaks $11,917 East Mountain $2,494 Riverside $858 East Tawakoni $2,723 Roanoke $275 Eastland $15,896 Roaring Springs $461 Eastland County $52,275 Robert Lee $85 Easton $329 Roberts County $547 Ector $1,108 Robertson County $44,642 Ector County $480,000 Robinson $18,002 Edcouch $4,101 Robstown $40,154 Eden $497 Roby $428 Edgecliff Village $2,232 Rochester $674 Edgewood $13,154 Rockdale $20,973 Edinburg $120,884 Rockport $54,253 Edmonson $136 Rocksprings $25 Page 16 Edna $ 18,194 Rockwall $ 114,308 Edom $2,149 Rockwall County $168,820 Edwards County $975 Rocky Mound $280 El Campo $31,700 Rogers $3,818 El Cenizo $621 Rollingwood $4,754 El Lago $5,604 Roma $16,629 El Paso $1,224,371 Roman Forest $8,610 El Paso County $2,592,121 Ropesville $2,122 Eldorado $50 Roscoe $778 Electra $15,716 Rose City $4,012 Elgin $26,284 Rose Hill Acres $2,311 Elkhart $301 Rosebud $1,489 Ellis County $315,372 Rosenberg $126,593 Elmendorf $746 Ross $147 Elsa $7,720 Rosser $549 Emhouse $83 Rotan $1,493 Emory $3,878 Round Mountain $454 Enchanted Oaks $1,299 Round Rock $475,992 Encinal $1,515 Round Top $140 Ennis $81,839 Rowlett $99,963 Erath County $102,616 Roxton $47 Escobares $40 Royse City $23,494 Estelline $909 Rule $800 Euless $92,824 Runaway Bay $6,931 Eureka $334 Runge $255 Eustace $2,089 Runnels County $33,831 Evant $2,068 Rusk $17,991 Everman $7,692 Rusk County $151,390 Fair Oaks Ranch $8,077 Sabinal $1,811 Fairchilds $81 Sabine County $46,479 Fairfield $1,245 Sachse $23,400 Fairview $32,245 Sadler $925 Falfurrias $2,221 Saginaw $31,973 Falls City $41 Salado $3,210 Falls County $34,522 San Angelo $536,509 Fannin County $131,653 San Antonio $4,365,416 Farmers Branch $94,532 San Augustine $25,182 Farmersville $10,532 San Augustine County $37,854 Farwell $343 San Benito $40,015 Fate $3,473 San Diego $11,771 Page 11 Fayette County $92,440 San Elizario $7,831 Fayetteville $391 San Felipe $1,498 Ferris $13,873 San Jacinto County $197,398 Fisher County $5,518 San Juan $28,845 Flatonia $5,661 San Leanna $36 Florence $3,949 San Marcos $325,688 Floresville $21,699 San Patricio $4,213 Flower Mound $215,256 San Patricio County $271,916 Floyd County $9,049 San Perlita $2,219 Floydada $6,357 San Saba $10,057 Foard County $5,764 San Saba County $17,562 Follett $212 Sanctuary $17 Forest Hill $26,132 Sandy Oaks $9,863 Forney $80,112 Sandy Point $1,637 Forsan $576 Sanford $308 Fort Bend County $1,506,719 Sanger $22,237 Fort Stockton $4,411 Sansom Park $223 Fort Worth $2,120,790 Santa Anna $329 Franklin $3,931 Santa Clara $87 Franklin County $25,783 Santa Fe $33,272 Frankston $274 Santa Rosa $2,138 Fredericksburg $56,486 Savoy $2,349 Freeport $72,973 Schertz $60,110 Freer $3,271 Schleicher County $5,695 Freestone County $50,495 Schulenburg $2,560 Friendswood $140,330 Scotland $148 Frio County $19,954 Scottsville $708 Friona $2,848 Scurry $1,110 Frisco $405,309 Scurry County $73,116 Fritch $4,548 Seabrook $30,270 Frost $321 Seadrift $991 Fruitvale $2,344 Seagoville $17,106 Fulshear $5,272 Seagraves $7,531 Fulton $1,602 Sealy $20,637 Gaines County $54,347 Seguin $376,538 Gainesville $153,980 Selma $22,429 Galena Park $13,093 Seminole $16,092 Gallatin $1,253 Seven Oaks $3,917 Galveston $488,187 Seven Points $7,452 Galveston County $1,124,093 Seymour $14,218 Page 12 Ganado $5,510 Shackelford County $1,288 Garden Ridge $11,351 Shady Shores $594 Garland $420,244 Shallowater $1,907 Garrett $2,510 Shamrock $4,328 Garrison $3,555 Shavano Park $3,178 Gary City $450 Shelby County $109,925 Garza County $8,944 Shenandoah $47,122 Gatesville $26,994 Shepherd $147 George West $6,207 Sherman $330,585 Georgetown $225,896 Sherman County $7,930 Gholson $1,505 Shiner $4,042 Giddings $12,674 Shoreacres $958 Gillespie County $63,191 Silsbee $66,442 Gilmer $33,951 Silverton $14 Gladewater $24,638 Simonton $1,906 Glasscock County $1,000 Sinton $23,658 Glen Rose $540 Skellytown $400 Glenn Heights $16,593 Slaton $154 Godley $3,115 Smiley $655 Goldsmith $677 Smith County $758,961 Goldthwaite $1,225 Smithville $17,009 Goliad $3,563 Smyer $300 Goliad County $34,660 Snook $1,422 Golinda $100 Snyder $9,018 Gonzales $14,882 Socorro $11,125 Gonzales County $33,230 Somerset $1,527 Goodlow $221 Somervell County $57,076 Goodrich $9,643 Somerville $3,806 Gordon $365 Sonora $7,337 Goree $749 Sour Lake $17,856 Gorman $3,107 South Houston $25,620 Graford $23 South Mountain $154 Graham $235,428 South Padre Island $30,629 Granbury $71,735 Southlake $70,846 Grand Prairie $445,439 Southmayd $7,096 Grand Saline $36,413 Southside Place $885 Grandfalls $65 Spearman $14,000 Grandview $6,600 Splendora $7,756 Granger $2,741 Spofford $7 Granite Shoals $11,834 Spring Valley Village $16,404 Page 13 Granjeno $43 Springlake $3 Grapeland $7,287 Springtown $14,244 Grapevine $129,195 Spur $427 Gray County $65,884 St. Hedwig $111 Grays Prairie $17 St. Jo $7,360 Grayson County $539,083 St. Paul $21 Greenville $203,112 Stafford $75,145 Gregg County $243,744 Stagecoach $3,036 Gregory $4,697 Stamford $398 Grey Forest $474 Stanton $3,838 Grimes County $94,878 Staples $19 Groesbeck $5,745 Star Harbor $151 Groom $965 Starr County $99,896 Groves $40,752 Stephens County $35,244 Groveton $8,827 Stephenville $83,472 Gruver $1,166 Sterling City $62 Guadalupe County $146,824 Sterling County $939 Gun Barrel City $36,302 Stinnett $4,097 Gunter $4,609 Stockdale $741 Gustine $34 Stonewall County $1,822 Hackberry $94 Stratford $8,378 Hale Center $6,042 Strawn $987 Hale County $79,150 Streetman $5 Hall County $8,933 Sudan $32 Hallettsville $6,895 Sugar Land $321,561 Hallsburg $272 Sullivan City $6,121 Hallsville $10,239 Sulphur Springs $124,603 Haltom City $71,800 Sun Valley $4 Hamilton $3,581 Sundown $2,592 Hamilton County $66,357 Sunnyvale $3,248 Hamlin $4,656 Sunray $2,571 Hansford County $16,416 Sunrise Beach Village $2,083 Happy $327 Sunset Valley $9,425 Hardeman County $15,219 Surfside Beach $6,530 Hardin $100 Sutton County $6,541 Hardin County $379,800 Sweeny $4,503 Harker Heights $113,681 Sweetwater $68,248 Harlingen $165,429 Swisher County $7,251 Harris County $14,966,202 Taft $5,861 Harrison County $185,910 Tahoka $430 Page 14 Hart $86 Talco $372 Hartley County $786 Talty $9,124 Haskell $10,829 Tarrant County $6,171,159 Haskell County $22,011 Tatum $972 Haslet $1,908 Taylor $57,945 Hawk Cove $674 Taylor County $351,078 Hawkins $7,932 Taylor Lake Village $412 Hawley $931 Taylor Landing $153 Hays $506 Teague $1,714 Hays County $529,489 Tehuacana $12 Hearne $16,824 Temple $280,747 Heath $28,751 Tenaha $4,718 Hebron $687 Terrell $148,706 Hedley $70 Terrell County $5,737 Hedwig Village $13,067 Terrell Hills $9,858 Helotes $15,790 Terry County $25,423 Hemphill $8,035 Texarkana $192,094 Hemphill County $14,394 Texas City $298,702 Hempstead $21,240 Texhoma $156 Henderson $59,966 Texline $865 Henderson County $327,965 The Colony $114,297 Henrietta $2,720 The Hills $1,004 Hereford $20,423 Thompsons $1,897 Hewitt $19,776 Thorndale $1,595 Hickory Creek $16,510 Thornton $270 Hico $5,534 Thorntonville $87 Hidalgo $26,621 Thrall $825 Hidalgo County $1,253,103 Three Rivers $4,669 Hideaway $922 Throckmorton $29 Higgins $43 Throckmorton County $5,695 Highland Haven $320 Tiki Island $2,178 Highland Park $43,383 Timbercreek Canyon $369 Highland Village $50,315 Timpson $12,642 Hill Country Village $6,485 Tioga $2,390 Hill County $127,477 Tira $185 Hillcrest $5,345 Titus County $70,611 Hillsboro $46,609 Toco $4 Hilshire Village $859 Todd Mission $1,680 Hitchcock $28,796 Tolar $2,369 Hockley County $46,407 Tom Bean $2,293 Page 15 Holiday Lakes $1,795 Tom Green County $282,427 Holland $77 Tomball $34,620 Holliday $5,910 Tool $14,787 Hollywood Park $9,424 Toyah $40 Hondo $115,288 Travis County $4,703,473 Honey Grove $7,196 Trent $63 Hood County $292,105 Trenton $3,089 Hooks $2,702 Trinidad $5,859 Hopkins County $149,518 Trinity $23,652 Horizon City $7,520 Trinity County $105,766 Horseshoe Bay $48,173 Trophy Club $29,370 Houston County $78,648 Troup $7,918 Houston $7,021,793 Troy $5,320 Howard County $89,330 Tulia $8,911 Howardwick $84 Turkey $737 Howe $9,177 Tuscola $138 Hubbard $3,635 Tye $1,766 Hudson $6,840 Tyler $723,829 Hudson Oaks $15,637 Tyler County $131,743 Hudspeth County $985 Uhland $1,545 Hughes Springs $4,442 Uncertain $185 Humble $73,952 Union Grove $994 Hunt County $309,851 Union Valley $666 Hunters Creek Village $14,708 Universal City $28,428 Huntington $8,792 University Park $50,833 Huntsville $80,373 Upshur County $128,300 Hurst $99,187 Upton County $8,499 Hutchins $9,551 Uvalde $18,439 Hutchinson County $74,630 Uvalde County $36,244 Hutto $38,346 Val Verde County $117,815 Huxley $738 Valentine $207 Idalou $1,999 Valley Mills $2,228 Impact $8 Valley View $1,824 Indian Lake $473 Van $6,206 Industry $604 Van Alstyne $43,749 Ingleside on the Bay $142 Van Horn $211 Ingleside $40,487 Van Zandt County $248,747 Ingram $5,243 Vega $974 Iola $3,164 Venus $9,792 Iowa Colony $4,090 Vernon $81,337 Page 16 Iowa Park $23,487 Victoria $84,598 Iraan $56 Victoria County $520,886 Iredell $216 Vidor $95,620 Irion County $9,105 Vinton $622 Irving $427,818 Volente $333 Italy $5,349 Von Ormy $513 Itasca $8,694 Waco $512,007 Ivanhoe $26 Waelder $3,427 Jacinto City $14,141 Wake Village $174 Jack County $14,799 Walker County $184,624 Jacksboro $23,254 Waller County $126,206 Jackson County $37,984 Waller $11,295 Jacksonville $80,179 Wallis $2,698 Jamaica Beach $4,913 Walnut Springs $183 Jarrell $2,423 Ward County $67,920 Jasper $78,422 Warren City $66 Jasper County $248,855 Washington County $83,727 Jayton $63 Waskom $5,346 Jeff Davis County $8,500 Watauga $33,216 Jefferson $11,194 Waxahachie $152,094 Jefferson County $756,614 Weatherford $207,872 Jersey Village $36,347 Webb County $505,304 Jewett $9,338 Webberville $1,280 Jim Hogg County $12,718 Webster $53,202 Jim Wells County $166,539 Weimar $5,830 Joaquin $810 Weinert $234 Johnson City $3,581 Weir $443 Johnson County $408,692 Wellington $9,111 Jolly $26 Wellman $383 Jones County $22,001 Wells $1,357 Jones Creek $5,078 Weslaco $73,949 Jonestown $6,419 West $3,522 Josephine $881 West Columbia $17,958 Joshua $20,619 West Lake Hills $17,056 Jourdanton $9,600 West Orange $42,452 Junction $4,825 West Tawakoni $6,995 Justin $8,575 West University Place $34,672 Karnes City $11,632 Westbrook $43 Karnes County $35,249 Westlake $41,540 Katy $52,467 Weston $266 Page 1 Kaufman $27,607 Weston Lakes $189 Kaufman County $353,047 Westover Hills $4,509 Keene $38,296 Westworth Village $7,842 Keller $79,189 Wharton $31,700 Kemah $28,325 Wharton County $72,887 Kemp $6,419 Wheeler $447 Kempner $330 Wheeler County $26,273 Kendall County $100,643 White Deer $1,273 Kendleton $13 White Oak $15,305 Kenedy $676 White Settlement $23,304 Kenedy County $1,000 Whiteface $155 Kenefick $416 Whitehouse $29,017 Kennard $132 Whitesboro $18,932 Kennedale $21,024 Whitewright $7,098 Kent County $939 Whitney $73 Kerens $1,924 Wichita County $552,371 Kermit $5,652 Wichita Falls $832,574 Kerr County $218,452 Wickett $87 Kerrville $190,357 Wilbarger County $55,124 Kilgore $105,583 Willacy County $24,581 Killeen $535,650 Williamson County $1,195,987 Kimble County $20,480 Willis $24,384 King County $1,000 Willow Park $26,737 Kingsville $20,083 Wills Point $43,765 Kinney County $2,142 Wilmer $426 Kirby $8,752 Wilson $12 Kirbyville $10,690 Wilson County $121,034 Kirvin $2 Wimberley $724 Kleberg County $124,109 Windcrest $12,908 Knollwood $1,160 Windom $1,087 Knox City $1,962 Windthorst $3,385 Knox County $11,730 Winfield $290 Kosse $2,468 Wink $120 Kountze $19,716 Winkler County $61,163 Kress $186 Winnsboro $28,791 Krugerville $1,508 Winona $319 Krum $9,661 Winters $6,229 Kurten $686 Wise County $289,074 Kyle $51,835 Wixon Valley $441 La Feria $10,381 Wolfe City $5,466 Page 16 La Grange $9,623 La Grulla $1,708 La Joya $8,457 La Marque $98,930 La Porte $91,532 La Salle County $14,975 La Vernia $3,217 La Villa $572 La Ward $321 LaCoste $159 Lacy -Lakeview $ 11,599 Ladonia $2,011 Lago Vista $13,768 Laguna Vista $3,689 Lake Bridgeport $232 Lake City $2,918 Lake Dallas $25,314 Lake Jackson $75,781 Lake Tanglewood $613 Lake Worth $20,051 Wolfforth Wood County Woodbranch Woodcreek Woodloch Woodsboro Woodson Woodville Woodway Wortham Wylie Yantis Yoakum County Yoakum Yorktown Young County Zapata County Zavala County Zavalla $4,022 $267,048 $9,617 $358 $1,012 $1,130 $122 $20,340 $25,713 $376 $114,708 $2,072 $34,924 $20,210 $5,447 $44,120 $56,480 $38,147 $1,088 Page 19 EXHIBIT C Exhibit C: TX Opioid Council & Health Care Region Allocations plus Administrative Costs 70% of Total ($700 million) Health Care Region Allocation*: $693 million; Administrative Costs: $7 million Region Counties in Health Care Region Allocation Anderson, Bowie, Camp, Cass, Cherokee, Delta, Fannin, Franklin, Freestone, Gregg, Harrison, Henderson, Hopkins, Houston, Hunt, Lamar, Marion, Morris, Panola, Rains, Red, River, Rusk, Smith, Titus, Trinity, Upshur, Van, Zandt, Wood $38,223,336 2 Angelina, Brazoria, Galveston, Hardin, Jasper, Jefferson, Liberty, Nacogdoches, Newton, Orange, Polk, Sabine, San Augustine, San Jacinto, Shelby, Tyler $54,149,215 3 Austin, Calhoun, Chambers, Colorado, Fort Bend, Harris, Matagorda, Waller, Wharton $120,965,680 4 Aransas, Bee, Brooks, De Witt, Duval, Goliad, Gonzales, Jackson, Jim Wells, Karnes, Kenedy, Kleberg, Lavaca, Live Oak, Nueces, Refugio, San Patricio, Victoria $27,047,477 5 Cameron, Hidalgo, Starr, Willacy $17,619,875 6 Atascosa, Bandera, Bexar, Comal, Dimmit, Edwards, Frio, Gillespie, Guadalupe, Kendall, Kerr, Kinney, La Salle, McMullen, Medina, Real, Uvalde, Val Verde, Wilson, Zavala $68,228,047 7 Bastrop, Caldwell, Fayette, Hays, Lee, Travis $50,489,691 8 Bell, Blanco, Burnet, Lampasas, Llano, Milam, Mills, San Saba, Williamson $24,220,521 9 Dallas, Kaufman $66,492,094 10 Ellis, Erath, Hood, Johnson, Navarro, Parker, Somervell, Tarrant, Wise $65,538,414 Brown, Callahan, Comanche, Eastland, Fisher, Haskell, Jones, Knox, Mitchell, Nolan, 11 Palo Pinto, Shackelford, Stephens, Stonewall, Taylor $9,509,818 Armstrong, Bailey, Borden, Briscoe, Carson, Castro, Childress, Cochran, Collingsworth, Cottle, Crosby, Dallam, Dawson, Deaf Smith, Dickens, Donley, Floyd, Gaines, Garza, 12 Gray, Hale, Hall, Hansford, Hartley, Hemphill, Hockley, Hutchinson, Kent, King, Lamb, Lipscomb, Lubbock, Lynn, Moore, Motley, Ochiltree, Oldham, Parmer, Potter, Randall, Roberts, Scurry, Sherman, Swisher, Terry, Wheeler, Yoakum $23,498,027 13 Coke, Coleman, Concho, Crockett, Irion, Kimble, Mason, McCulloch, Menard, Pecos, Reagan, Runnels, Schleicher, Sterling, Sutton, Terrell, Tom Green $5,195,605 14 Andrews, Brewster, Crane, Culberson, Ector, Glasscock, Howard, Jeff Davis, Loving, Martin, Midland, Presidio, Reeves, Upton, Ward, Winkler $12,124,354 15 El Paso, Hudspeth $17,994,285 16 Bosque, Coryell, Falls, Hamilton, Hill, Limestone, McLennan $9,452,018 17 Brazos, Burleson, Grimes, Leon, Madison, Montgomery, Robertson, Walker, Washington $23,042,947 18 Collin, Denton, Grayson, Rockwall $39,787,684 19 Archer, Baylor, Clay, Cooke, Foard, Hardeman, Jack, Montague, Throckmorton, Wichita, Wilbarjer, Younj4 $12 20 Jim Hogg, Maverick, Webb, Zapata $6,755,656 Administrative Costs $7,000,000 * Each Region shall reserve 25% of its allocation for Targeted Funds under the guidelines of Exhibit A. FXHIRIT K Settlement Participation Form Governmental Entity: State: Authorized Official: Address 1: Address 2: City, State, Zip: Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated July 21, 2021 ("Janssen Settlement"), and acting through the undersigned authorized official, hereby elects to participate in the Janssen Settlement, release all Released Claims against all Released Entities, and agrees as follows. 1. The Governmental Entity is aware of and has reviewed the Janssen Settlement, understands that all terms in this Election and Release have the meanings defined therein, and agrees that by this Election, the Governmental Entity elects to participate in the Janssen Settlement and become a Participating Subdivision as provided therein. 2. The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of the Consent Judgment, dismiss with prejudice any Released Claims that it has filed. 3. The Governmental Entity agrees to the terms of the Janssen Settlement pertaining to Subdivisions as defined therein. 4. By agreeing to the terms of the Janssen Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date. 5. The Governmental Entity agrees to use any monies it receives through the Janssen Settlement solely for the purposes provided therein. 6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in, the Janssen Settlement. 7. The Governmental Entity has the right to enforce the Janssen Settlement as provided therein. 8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Janssen Settlement, including but not limited to all provisions of 86 Section IV (Release), and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Janssen Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Janssen Settlement shall be a complete bar to any Released Claim. 9. In connection with the releases provided for in the Janssen Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing party does not know or suspect to exist in his or her favor at the time of executing the release that, if known by him or her, would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities' decision to participate in the Janssen Settlement. 10. Nothing herein is intended to modify in any way the terms of the Janssen Settlement, to which Governmental Entity hereby agrees. To the extent this Election and Release is interpreted differently from the Janssen Settlement in any respect, the Janssen Settlement controls. FM I have all necessary power and authorization to execute this Election and Release on behalf of the Governmental Entity. Signature: Name: Title: Date: EX14TRIT K Subdivision Settlement Participation Form Governmental Entity: State: Authorized Official: Address 1: Address 2: City, State, Zip: Phone: Email: The governmental entity identified above ("Governmental Entity"), in order to obtain and in consideration for the benefits provided to the Governmental Entity pursuant to the Settlement Agreement dated July 21, 2021 ("Distributor Settlement"), and acting through the undersigned authorized official, hereby elects to participate in the Distributor Settlement, release all Released Claims against all Released Entities, and agrees as follows. The Governmental Entity is aware of and has reviewed the Distributor Settlement, understands that all terms in this Participation Form have the meanings defined therein, and agrees that by signing this Participation Form, the Governmental Entity elects to participate in the Distributor Settlement and become a Participating Subdivision as provided therein. 2. The Governmental Entity shall, within 14 days of the Reference Date and prior to the filing of the Consent Judgment, secure the dismissal with prejudice of any Released Claims that it has filed. 3. The Governmental Entity agrees to the terms of the Distributor Settlement pertaining to Subdivisions as defined therein. 4. By agreeing to the terms of the Distributor Settlement and becoming a Releasor, the Governmental Entity is entitled to the benefits provided therein, including, if applicable, monetary payments beginning after the Effective Date. 5. The Governmental Entity agrees to use any monies it receives through the Distributor Settlement solely for the purposes provided therein. 6. The Governmental Entity submits to the jurisdiction of the court in the Governmental Entity's state where the Consent Judgment is filed for purposes limited to that court's role as provided in, and for resolving disputes to the extent provided in, the Distributor Settlement. The Governmental Entity likewise agrees to arbitrate before the National Arbitration Panel as provided in, and for resolving disputes to the extent otherwise provided in, the Distributor Settlement. K-1 7. The Governmental Entity has the right to enforce the Distributor Settlement as provided therein. 8. The Governmental Entity, as a Participating Subdivision, hereby becomes a Releasor for all purposes in the Distributor Settlement, including, but not limited to, all provisions of Part XI, and along with all departments, agencies, divisions, boards, commissions, districts, instrumentalities of any kind and attorneys, and any person in their official capacity elected or appointed to serve any of the foregoing and any agency, person, or other entity claiming by or through any of the foregoing, and any other entity identified in the definition of Releasor, provides for a release to the fullest extent of its authority. As a Releasor, the Governmental Entity hereby absolutely, unconditionally, and irrevocably covenants not to bring, file, or claim, or to cause, assist or permit to be brought, filed, or claimed, or to otherwise seek to establish liability for any Released Claims against any Released Entity in any forum whatsoever. The releases provided for in the Distributor Settlement are intended by the Parties to be broad and shall be interpreted so as to give the Released Entities the broadest possible bar against any liability relating in any way to Released Claims and extend to the full extent of the power of the Governmental Entity to release claims. The Distributor Settlement shall be a complete bar to any Released Claim. 9. The Governmental Entity hereby takes on all rights and obligations of a Participating Subdivision as set forth in the Distributor Settlement. 10. In connection with the releases provided for in the Distributor Settlement, each Governmental Entity expressly waives, releases, and forever discharges any and all provisions, rights, and benefits conferred by any law of any state or territory of the United States or other jurisdiction, or principle of common law, which is similar, comparable, or equivalent to § 1542 of the California Civil Code, which reads: General Release; extent. A general release does not extend to claims that the creditor or releasing parry does not know or suspect to exist in his or her favor at the time of executing the release, and that if known by him or her would have materially affected his or her settlement with the debtor or released party. A Releasor may hereafter discover facts other than or different from those which it knows, believes, or assumes to be true with respect to the Released Claims, but each Governmental Entity hereby expressly waives and fully, finally, and forever settles, releases and discharges, upon the Effective Date, any and all Released Claims that may exist as of such date but which Releasors do not know or suspect to exist, whether through ignorance, oversight, error, negligence or through no fault whatsoever, and which, if known, would materially affect the Governmental Entities' decision to participate in the Distributor Settlement. K-2 11. Nothing herein is intended to modify in any way the terms of the Distributor Settlement, to which Governmental Entity hereby agrees. To the extent this Participation Form is interpreted differently from the Distributor Settlement in any respect, the Distributor Settlement controls. I have all necessary power and authorization to execute this Participation Form on behalf of the Governmental Entity. Signature: Name: Title: Date: K-3 T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Consent Monday, April 25, 2022 TOPIC: Consider a resolution authorizing the Town Manager to amend the 2017 office lease agreement with BRE Solana, LLC, now SOL Westlake, LP, in regards to parking and signage. STAFF: Troy Meyer, Facilities and Public Works Director STRATEGIC ALIGNMENT Vision, Value, MiI PerspectiveStrategic ; Results Outcome High Quality Planning, Design & Planned / Responsible People, Facilities, & Development - We are a desirable Improve Technology, Development Technology well planned, high -quality Facilities & community that is distinguished by Equipment exemplary design standards. SUMMARY In 2017 the Town offices moved from the Solana Plaza due to the increase in staff and level of service to our community. The new office space located at 1500 Solana Blvd., Bldg. 7 Suite 7200, increased our office space from 13,000 Sq. Ft. to 20,000 Sq. Ft. which included the town Council Chambers/Courtroom, office space, and storage. The 10 year lease included adding an amenity center to building 7 with a fitness center, conference spaces, coffee bar and dining area for all tenants in the Terrace location. Other improvements included landscaping, parking area and outdoor seating areas. In 2021 all of these improvements where completed. As a result of these improvements the Town's reserved parking spaces were relocated to the Westlake side of Building 7 and our stone monument sign was relocated to the entrance to building 7 at 1600 Solana Blvd. Additional wayfinding and public notice signage was needed to ensure the public could find the new main entrance to the Town Hall, which moved to the west side of building 7 and to provide a place to post public notices. With these physical changes made to the property the lease agreement needs to be amended to incorporate these improvements. The landlord paid $10,000.00 and the Town paid $3,000.00 to relocate the Town monument sign. This was funded out of the General fund. Page 1 of 2 COUNCIL ACTION/OPTIONS • Approve the proposed Resolution • Reject the proposed Resolution STAFF RECOMMENDATION Staff recommends approval. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: $3,000.00 Funding Source: General Fund Contract: Yes Forms: Forms 1295 & 2270 Service Levels: The proposed Resolution provides the relocation of signage on the building, monument sign and parking spaces. DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A Comprehensive Plan: N/A Cost Recovery Analysis: N/A Traffic Impact: N/A ATTACHMENTS 1. Resolution 2. Exhibit "A" first amendment to the Town Hall lease agreement Page 2 of 2 TOWN OF WESTLAKE RESOLUTION NO. 22-21 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS, AUTHORIZING THE TOWN MANAGER TO AMEND THE 2017 OFFICE LEASE AGREEMENT WITH BRE SOLANA, LLP., NOW SOL WESTLAKE, LP, IN REGARDS TO PARKING AND SIGNAGE. WHEREAS, the Town of Westlake (Town) and BRE Solana, LLC, a Delaware Limited Liability Company, ("Landlord") entered into an Office Lease Agreement in February of 2017; and WHEREAS, SOL WESTLAKE, LP. ("Landlord") a Delaware Limited Partnership is Successor -in -interest to BRE Solana, LLC, a Delaware Limited Liability Company, ("Landlord") and WHEREAS, the Town has relocated and replaced the Additional Monument Signage (as defined in Section 6 of Exhibit F to the Lease Agreement) in the Park and, subject to the terms below, Landlord has agreed to reimburse Tenant for a portion of the cost of such relocation and replacement: and WHEREAS, The Town desires to install and maintain a bulletin board in the Park (as defined in the Lease) in the approximate location shown on Exhibit B and, subject to the terms below, Landlord has agreed to allow Tenant to install and maintain such a bulletin board in the Park; and WHEREAS, Landlord and Town desire to amend the Lease to reflect their agreements as to the terms and conditions governing installation and maintenance of such a bulletin board and reimbursement for a portion of the cost to relocate and replace the Additional Monument Sign; and WHEREAS, Landlord and Town acknowledge that the Reserved Spaces (as defined in Exhibit F to the Lease Agreement) for use by Tenant (15 Spaces) and by Tenant's visitors (5 Spaces), as described in clauses 1.01(i)-(ii) of Exhibit F, have been relocated to the location shown as "Town of Westlake Reserved Parking" on Exhibit A-3; and WHEREAS, the Town Council authorize the Town Manager to execute this amendment on behalf of the Town of Westlake; 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: All matters stated in the Recitals above are found to be true and correct and are incorporated herein by reference as if copied in their entirety. Resolution 22-21 Page 1 of 2 SECTION 2: The Town Council of the Town of Westlake hereby approves amending the 2017 office lease agreement in regards to parking and signage, with SOL Westlake, L.P., attached as Exhibit "A", and further authorizes the Town Manager to execute the amendment on behalf of the Town of Westlake, Texas. 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 25 DAY OF April 2022. Laura Wheat, Mayor ATTEST: Mary Kayser, Interim Town Secretary Amanda DeGan, Town Manager APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Resolution 22-21 Page 2 of 2 FIRST AMENDMENT TO LEASE THIS FIRST AMENDMENT TO LEASE (this "Amendment") is entered into as of the day of April, 2022, by and between SOL WESTLAKE, L.P., a Delaware limited partnership ("Landlord") and TOWN OF WESTLAKE, TEXAS, a municipal corporation of the State of Texas located in Denton and Tarrant Counties ("Tenant"). WHEREAS, Landlord, as a successor -in -interest to BRE SOLANA, LLC, a Delaware limited liability company, and Tenant are parties to that certain Office Lease Agreement dated as of March 13, 2017 (the "Lease Agreement") covering certain space known as Suites 7100 and 7200 (the "Premises"), in the building known as The Terrace at Solana, Building 7 (the "Building"), located at 1500 Solana Boulevard, Building 7, Westlake, Texas 76262, as more particularly described therein, as amended and affected by that certain Commencement Letter dated as of August 15, 2017, executed by or on behalf of Tenant, and by that certain Notice to Lease Agreement letter, dated as of October 15, 2018, executed by or on behalf of Tenant and Landlord (the Lease Agreement, as so amended and affected, the "Lease"); WHEREAS, Landlord is the owner of the Building and is the landlord under the Lease; WHEREAS, Tenant desires to install and maintain a bulletin board in the Park (as defined in the Lease) and, subject to the terms below, Landlord has agreed to allow Tenant to install and maintain such a bulletin board in the Park; WHEREAS, Tenant has relocated and replaced the Additional Monument Signage (as defined in Section 6 of Exhibit F to the Lease Agreement) in the Park and, subject to the terms below, Landlord has agreed to reimburse Tenant for a portion of the cost of such relocation and replacement; and WHEREAS, Landlord and Tenant desire to amend the Lease to reflect their agreements as to the terms and conditions governing installation and maintenance of such a bulletin board and reimbursement for a portion of the cost to relocate and replace the Additional Monument Sign. NOW, THEREFORE, in consideration of the premises and the mutual covenants between the parties herein contained, Landlord and Tenant agree as follows: 1. Parking. Landlord and Tenant acknowledge that the Reserved Spaces (as defined in Exhibit F to the Lease Agreement) for use by Tenant (15 Spaces) and by Tenant's visitors (5 Spaces), as described in clauses 1.01(i)-(ii) of Exhibit F, have been relocated to the location shown as "Town of Westlake Reserved Parking" on Exhibit A-3 attached hereto. Accordingly, as of the date of such relocation: Exhibit A-2 to the Lease Agreement was modified to deactivate the reference to "Visitor and Reserved Parking" shown thereon; Exhibit A-3 attached hereto was added to Exhibit A-2 to the Lease Agreement to show the location of the Tenant and Tenant visitor Reserved Spaces described in clauses 1.01(i)-(ii) of Exhibit F to the Lease Agreement as the location of the "Town of Westlake Reserved Parking" on Exhibit A-3 attached hereto; and all references in the Lease to Exhibit A-2 shall be deemed to be references to Exhibit A-2 to the Lease Agreement as modified by Exhibit A-3 to this Amendment. Landlord and Tenant acknowledge that the Reserved Spaces available for overnight use by Tenant (5 Spaces), #155086967_A 201071.00024 1 as described in clause 1.01(iii) of Exhibit F to the Lease Agreement, continue to be at the location shown as "City Overnight Vehicle Parking" on Exhibit A-2 to the Lease Agreement. Landlord shall have the right from time to time hereafter to locate or relocate some or all of the Reserved Spaces to the area(s) shown as "Visitor and Reserved Parking" on Exhibit A-2 to the Lease Agreement and/or as "Town of Westlake Reserved Parking" on Exhibit A-3 attached hereto. 2. Signage. (a) Subject to the terms and conditions contained herein, Tenant is hereby granted a revocable license to install and maintain a bulletin board (the "Bulletin Board") in the approximate location shown on Exhibit B attached hereto; provided that (a) Landlord approves the specific location of Bulletin Board, (b) Tenant obtains all necessary approvals from any governmental authorities having jurisdiction over Tenant, the Park, or the Bulletin Board, (c) the Bulletin Board conforms to all applicable laws, rules and regulations of any governmental authorities having jurisdiction over the Bulletin Board or the Park and all restrictive covenants applicable to the Park, and (d) Tenant obtains Landlord's written consent to any proposed signage, lettering and installation method prior to its fabrication and installation. Tenant shall maintain the Bulletin Board in good condition. Tenant shall pay all costs associated with the Bulletin Board, including without limitation, installation expenses, maintenance and repair costs, and insurance. Tenant agrees that, subject to inclusion in Expenses, Landlord shall have the right, after notice to Tenant, to temporarily remove and replace the Bulletin Board in connection with and during the course of any repairs, changes, alterations, modifications, renovations or additions to the Building. In addition, upon fifteen (15) days' prior written notice to Tenant, Landlord shall have the right to require Tenant (at Landlord's expense) to relocate the Bulletin Board from time -to -time to an alternate location in the Park determined by Landlord or to terminate the Bulletin Board license and require Tenant (at Landlord's expense) to remove the Bulletin Board. Upon expiration or earlier termination of the Lease, Tenant shall, at its sole cost and expense, remove the Bulletin Board and repair all damage caused by such removal. The right to install the Bulletin Board is personal to the Tenant listed in the first paragraph of this Amendment and is not assignable to any other tenant under the Lease. (b) Landlord and Tenant acknowledge that Tenant caused the Additional Monument Sign to be replaced and relocated in the Park. Landlord shall reimburse Tenant for $10,000.00 (representing a portion of the actual out-of-pocket expenses) paid by Tenant to third parties unrelated to Tenant to replace and relocate the Additional Monument Signage within thirty (30) days after Landlord's receipt of paid invoices therefor. Landlord agrees to install and maintain landscaping (including plants and grass) and irrigation around the Additional Monument Sign and to maintain and repair the 4 lights illuminating the Additional Monument Sign. 3. Brokers. Tenant warrants that it has had no dealings with any real estate broker or agent in connection with the negotiation of this Amendment and that it knows of no real estate brokers or agents who are or might be entitled to a commission in connection with this Amendment. Tenant agrees to indemnify and hold Landlord harmless from and against any liability or claim arising in respect to any brokers or agents claiming a commission by, through, or under Tenant in connection with this Amendment. #155086967_v4 201071.00024 2 4. Estoppels. Tenant hereby represents, warrants and agrees that: (a) there exists no breach, default or event of default by Landlord under the Lease, or any event or condition which, with the giving of notice or passage of time or both, would constitute a breach, default or event of default by Landlord under the Lease; (b) the Lease continues to be a legal, valid and binding agreement and obligation of Tenant; and (c) Tenant has no current offset or defense to its performance or obligations under the Lease. Landlord hereby represents, warrants and agrees that: (i) there exists no breach, default or event of default by Tenant under the Lease, or any event or condition which, with the giving of notice or passage of time or both, would constitute a breach, default or event of default by Tenant under the Lease; (ii) the Lease continues to be a legal, valid and binding agreement and obligation of Landlord; and (iii) Landlord has no current offset or defense to its performance or obligations under the Lease. 5. Authorily. Tenant and each person signing this Amendment on behalf of Tenant represents to Landlord as follows: (i) Tenant is duly formed and validly existing under the laws of the State of Texas, (ii) Tenant has and is qualified to do business in Texas, (iii) Tenant has the full right and authority to enter into this Amendment, and (iv) each person signing on behalf of Tenant was and continues to be authorized to do so. 6. Notice Addresses. Notwithstanding anything to the contrary contained in the Lease Agreement, effective as of the date of this First Amendment, "Notice Addresses" shall mean the following addresses for Tenant and Landlord, respectively: Tenant: Town of Westlake, Texas 1500 Solana Blvd. Bldg. 7, Suite 7200 Westlake, TX 76262 Landlord: SOL Westlake, L.P. c/o Glenstar 1500 Solana Boulevard�Suite 1100 Westlake, TX 76262 Attn: General Manager with a copy to: SOL Westlake, L.P. c/o Singerman Real Estate 980 N. Michigan Ave., Suite 1660 Chicago, IL 60611 Attn: Joe Concepcion and to: Holland & Knight LLP 777 Main Street, Suite 3300 Fort Worth, Texas 76102 #155086967_A 201071.00024 3 Attn: Susan E. Coleman Payments of Rent only shall be made payable to the order of Landlord at the following address: SOL Westlake, L.P. c/o Glenstar 1500 Solana Boulevard�Suite 1100 Westlake, TX 76262 Attn: General Manager or such other name and address as Landlord shall, from time to time, designate. 7. Defined Terms. All terms used but not otherwise defined herein shall have the same meaning assigned to them in the Lease. 8. Exhibit. Each exhibit attached to this Amendment is hereby incorporated into and made a part of this Amendment for all purposes. 9. Ratification of Lease. Except as amended hereby, the Lease shall remain in full force and effect in accordance with its terms and is hereby ratified. In the event of a conflict between the Lease and this Amendment, this Amendment shall control. 10. No Representations. Landlord and Landlord's agents have made no representations or promises, express or implied, in connection with this Amendment except as expressly set forth herein and Tenant has not relied on any representations or promises except as expressly set forth herein. 11. Entire Agreement. This Amendment, together with the Lease, contains all of the agreements of the parties hereto with respect to any matter covered or mentioned in this Amendment or the Lease, and no prior agreement, understanding or representation pertaining to any such matter shall be effective for any purpose. 12. Section Headings. The section headings contained in this Amendment are for convenience only and shall in no way enlarge or limit the scope or meaning of the various and several sections hereof. 13. Successors and Assigns. The terms and provisions hereof shall be binding upon and inure to the benefit of the parties hereto and their respective successors and assigns. 14. Severability. A determination that any provision of this Amendment is unenforceable or invalid shall not affect the enforceability or validity of any other provision hereof and any determination that the application of any provision of this Amendment to any person or circumstance is illegal or unenforceable shall not affect the enforceability or validity of such provision as it may apply to any other persons or circumstances. 15. Governing Law. This Amendment shall be governed by the laws of the State of Texas. #155086967_A 201071.00024 4 16. Submission of Amendment Not Offer. The submission by Landlord to Tenant of this Amendment for Tenant's consideration shall have no binding force or effect, shall not constitute an option, and shall not confer any rights upon Tenant or impose any obligations upon Landlord irrespective of any reliance thereon, change of position or partial performance. This Amendment is effective and binding on Landlord only upon the execution and delivery of this Amendment by Landlord and Tenant. 17. Counterparts / Electronic Signatures. This Amendment may be executed in any number of counterparts with the same effect as if all parties hereto had signed the same document. Notwithstanding any law or presumption to the contrary, this Amendment may be executed electronically or by facsimile or pdf and each party has the right to rely upon an electronic, facsimile or pdf counterpart of this Amendment signed by the other parry to the same extent as if such party had received an original counterpart, and such counterpart of this Amendment shall be deemed valid and binding and admissible by either party against the other as if same were an original ink signature. IN WITNESS WHEREOF, the parties have executed this Amendment as of the date first above written. LANDLORD: SOL WESTLAKE, L.P., a Delaware limited partnership By: Name: Title: TENANT: TOWN OF WESTLAKE, TEXAS, a municipal corporation of the State of Texas located in Denton and Tarrant Counties By: Name: Title: #155086967_A 201071.00024 5 EXHIBIT A-3 LOCATION OF RESERVED SPACES #155086967_v4 201071.00024 EXHIBIT B LOCATION OF BULLETIN BOARD v Bulletin Board Location B-1 #155086967 v4 201071.00024 Form TGC 2270 VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE CHAPTER 2270 Contract identifier, 2022-040 Department: By signing below, Company herby verifies the following: 1. company does not boycott Israel, and 2. Company wiil not boycott Israel during the tech of the SIGNED BY: K 44 Print Name of (Person: Kristi Layton, As Agent for OwA Signing, Title, and Company VP/General Manager - Sot Westlake, LP Date signed: 04/19122 STATE OF TEXAS � COUNTY OF ��: u- [ - BEFORE ME, the undersigned Notary Public on this day personally appeared r� �i - g ry ppe t1Vame), an behalf of (Company) who being duly sworn, stated under oath that he/she has read the foregoing verification required by Texas Government Code Section ZD0.002 and said statements contained therein ate true and correct.. SWORN AND SUBSCRIBED TO before me, this.- � r ' day of 2 } ` .1L .. NOTARY OF PUBLAC, - ti 01.1?;;uar.� i',IAFY .i. ':AYS9? FOR THE STATEOF TEXAS �;° `iNa tint T- PUJ'A :. STa+e Z)f Texas My Commission EXpires: I :{,..: � ti r n�ni -. r�s oi-71-sD25 I j •,; �, +6n Ill 3aams i Government Code § 7270.002. Provlsion Required in Contract 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 cf 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 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. VI;I1II9CATION REQUIRED 13Y TEXAS GOVERNMENT CODE SECTION 2274.002 By signing below, the signatory hereby verifies that the firm it represents: Does not have a practice, policy, guidance, or directive that discriminates against a firearm entity or firearm trade association; and, 2. Will not disct-iminate during the term ofthe contract against a Firearm entity or firearm trade association. SIGNED BY: x- el PRINT NAME & TITLE: Kristi Layton FIRM NAME: Sol Westlake, LP DATE SIGNER: 04/19/22 The following definitions artily to this state statute: (1) "AmIll llllltioll" means a loaded cartridge ease, prilncr, bullet. or propellant powder with or without a projectile- (-') "Company" means a for-pivlit orgallizahon, association, Corporation. partnersllip- jkiint venture, llmi(ed partnership- limited liability partnership, or hrnitCd liability Colllpally, including a wholly owned subsidiary, nla.jority-owned subsidiary, pareuL company, or arfillate of those entities or bLJSineSS associations that exists to matte a prol-it; (3) "Discriminate against a lirearm entity or firearm trade association": (A) means, with respect to the entity or association, to: (i) refuse to engage in the trade of any goods or services with the entity or association based solely on its status as a Firearm entity or firearm trade association; (11) refrain from continuing an existing business relationship with the entity or association based solely otl its status as a firearm entity or firearm trade association; ol• (iii) terminate an existing business relationship with the entity or association based solely on Its status as a firearm entity or firearm bade association; and (13) does not include: (i) the establislied policies or a merchant. retail seller. ar platrorm that restrict or prohibit the listing or selling of a llllllullltioll, firearms, or lirearm accessories; and (ii) a company's refusal to engage in the trade of any goods or services, decision to refrain From coritllluillg all exlstirig bt151t10S5 relaLlonshlp. or decision to termimutQ all existing bLISine5S relationship: (aa) to comply with federal, state, or local law, policy, or regulations or a directive by a regulatol•y agency; or (bla) for any traditional business reason that is specific to the costomer or potential ❑ustDnlCr and not based solely on an entity's or association's status as a firearm entity or firearm trade association; (4) "Firearm" means a weapon that expels a pra,jectiie by the action ocexplosive or expanding gases; (5) "Firearm accessory" means a device specifically designed or adapted to enable all individual to wear, carry, store, or mount a firearm on the individual or on n conveyance and an item usecl in COrIjU11Ct1O[1 With 01- 111QU11ted on a firearm that is nat esscntial to the basic Function of the Firearm. The: term includes a detachable firearm magazine; (6) "Firearm entity" meatls: (A) a Orearm, firearm accessory, or ammunition numufacturer. distributor, wholesaler, supplier. or retailer; and (B) a sport shootim, range as delined by Section 250.001. Local Government Code; (7) "Firearm trade association" means any person, corporation, Unincorporated association, federation, business league, or business organization that: (A) is not organized or operated for profit and for Wl11ch noire of its net earnings inures to the benefit of any private sharcholder ur individual; (B) has two or more firearm cnLities as members; and (C) is exempt froth Federal income taxation Under Section 541(a), Internal Revenue Code of 1986, as an organixafion described by Section 501(c) ul' that code_ VERIFICATION REQUIRED BY TEXAS GOVERNMENT CODE SECTION 2274.002 By signing below, the signatory hereby verifies that tI1e firm it represents: Does not boycott energy companies. and, 2. Will not boycott energy companies during the term or the contract. PSIGNED BY: / lz PRINT NAME AND TITLE:.: Kristi Layton, As Agent for Owner FIRM NAME: Sol 1Nestlake, LP DATE SIGNED: 04119/22 The following; clormitions apply to this state statute; (1) "Boycott energy c011117ally" 111Ci1115 without MI ordinary business purpOse, refusing to deal with, terminating business activiks with. or otherwise taking ~illy action that is intended to penalize, inffiA:t economic harm can, or limit commercial relations with a company because (lie Company: (A) engages in the exploration, pr0(ILIC0011. Utilization, transportation, sale, or manufacturing of fossil fuel -based energy and does not commit or pledge to elect environmental standards beyond applicable federal and state lave; or (B) does business with a company described by Paragraph (A); and (2) "Company" means a I'ur-profit organization, association. corporation, partnership. joint venture. limited partnership, limited liability partnership, or limited liability company. illcluding a ► 11011y owned subsidiary. majority -owned subsidiary, parent company, or affiliate of those entities or business associations that exists to make a profit. BOARD OF TRUSTEES AGENDA ITEM Regular Meeting - Consent Item Monday, April 25, 2022 TOPIC: Consider approval of a Resolution adding a French Language Immersion Trip to Canada to Westlake Academy's Residential Trip Program STAFF: Dr. Mechelle Bryson, Executive Director STRATEGIC ALIGNMENT Academic Excellence Academic MYP / DP Optimize Student Operations Potential CTTMMARV The world in which our students work, live and post require them to effectively communicate with others around the world, to partner with them to collectively solve problems and to execute these solutions in a way that demonstrates intercultural understanding and consideration of different perspectives. In preparing our students for success in developing these skills, the International Baccalaureate Organization has placed international mindedness as the cornerstone of the IBO mission. Over the past eight years, we have placed an increased emphasis on strengthening the international mindedness of our students by creating partnerships with international schools and providing our students language immersion learning experiences. Currently, we do not have language immersion learning experiences for French language students. Page 1 of 2 Prior to COVID, the academic administrative team, in collaboration with the French teachers, presented and requested approval for a trip to Quebec, Canada. This was approved by the Board of Trustees. In accordance with Westlake Academy board policy 6.02, Board Parameters for School Sanctioned Trips, "all international trips must adhere to all Westlake Academy Board Policies and administrative procedures for school sanctioned trips. These school sanctioned trips may be offered at various times throughout the year upon the recommendation of the Executive Director and approval by the Board of Trustees". On April 4, 2022, the staff presented the addition of the Quebec trip and the Board expressed support. Staff is requesting formal approval to add the French immersion experience for students to travel to Quebec to our Residential Trip Program. COUNCIL ACTION/OPTIONS Board of Trustee action options are to give their approval or deny approval of adding the French Immersion to Quebec to the Academy's Residential Trip Program. STAFF RECOMMENDATION The Academy is seeking approval of adding the French Immersion to Quebec to the Academy's Residential Trip Program. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: $6,000 Funding Source: N/A Contract: No Forms: N/A Service Levels: DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A Comprehensive Plan: N/A Cost Recovery Analysis: N/A Traffic Impact: N/A ATTACHMENTS Resolution Page 2 of 2 WESTLAKE ACADEMY RESOLUTION 22-04 A RESOLUTION OF THE WESTLAKE ACADEMY BOARD OF TRUSTEES APPROVING THE ADDITION OF THE FRENCH IMMERSION TRIP TO QUEBEC TO THE ACADEMY'S RESIDENTIAL TRIP PROGRAM. WHEREAS, Westlake Academy's mission is to provide students with an internationally minded education of the highest quality, so they are well-balanced and respectful life-long learners; and, WHEREAS, Westlake Academy considers the Academy's Residential Trip Program an essential enrichment experience that enhances the well-rounded education provided to students; and, WHEREAS, Westlake Academy creates and publishes an array of residential travel experiences and opportunities for students; and, WHEREAS, the Board of Trustees finds that the passage of this Resolution is in the best interest of the citizens of Westlake as well as the students, their parents, and faculty of Westlake Academy. NOW, THEREFORE, BE IT RESOLVED BY THE BOARD OF TRUSTEES OF WESTLAKE ACADEMY: 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 Board of Trustees of Westlake Academy, hereby approves the addition of the French Immersion trip. 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. Resolution WA-22-04 Page 1 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 25th DAY OF APRIL 2022. Laura Wheat, President ATTEST: Todd Wood, Board Secretary Amanda DeGan, Superintendent APPROVED AS TO FORM: Janet S. Bubert or L. Stanton Lowry, School Attorney Resolution WA-22-04 Page 2 of 2 BOARD OF TRUSTEES AGENDA ITEM Regular Meeting - Consent Item Monday, April 25, 2022 TOPIC: Consideration of a Resolution authorizing the Town Manager/Superintendent to execute an InterLocal Agreement with the Education Service Center Region 11 renewing the Employee Benefits Cooperative Program for Academic staff. STAFF: Sandy Garza, Human Resources Director STRATEGIC ALIGNMENT Vision, Value, Mission Perspective Objective Mission: Westlake Academy is an IB World School whose mission is to provide Attract, Recruit students with an People, &Retain the internationally Facilities, & PYP / MYP / DP Highest Quality minded education of Technology Workforce the highest quality, so they are well- balanced life-long learners. SUMMARY Westlake expanded and enhanced its academic employee benefit package by joining the ESC Region 11 Benefits Cooperative in August 2008. The Cooperative, currently serving 45 school districts and charter schools consisting of thousands of members, offers Westlake a more comprehensive and competitive academic benefits package at a lower cost. By leveraging the numbers of its members, this program is capable of leveraging products and services in a more Page 1 of 2 cost-efficient manner than the Academy can obtain on its own. It is necessary to renew the Interlocal Agreement on an annual basis. This renewal is for the 2022-2023 school year. COUNCIL ACTION/OPTIONS Council may move to approve or reject the proposed ILA. STAFF RECOMMENDATION Staff recommends approval of the proposed ILA. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Funding Source: N/A Contract: No Forms: N/A Service Levels: The proposed ILA does not affect current levels of service DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A Comprehensive Plan: N/A Cost Recovery Analysis: N/A Traffic Impact: N/A ATTACHMENTS Resolution Proposed Region 11 ILA Page 2 of 2 WESTLAKE ACADEMY RESOLUTION 22-05 A RESOLUTION AUTHORIZING THE TOWN MANAGER TO EXECUTE AN INTERLOCAL AGREEMENT WITH THE EDUCATION SERVICE CENTER REGION 11 FOR THE EMPLOYEE BENEFITS COOPERATIVE PROGRAM FOR ACADEMIC STAFF. WHEREAS, Westlake has utilized the business and student services of the Education Service Center Region 11, which is responsible for providing training for faculty and staff, providing compliance training for public education rules and regulations, performing the payroll functions in full compliance with the Texas Education Agency (TEA) Financial Accountability System Resource Guide, as well as offering software and information technology training and hosting services to Westlake; and, WHEREAS, the Town Council, pursuant to the authority granted under Chapter 791 Government Code, as amended, desires to join other school districts, charter schools, or governmental entities to participate in employee benefits offered by the Education Service Center Region 11 Employee Benefits Cooperative (the "ESC Region 11 BC"), holding the opinion that participation in these programs will be beneficial to the school district, charter school, or governmental entities and its employees; and, WHEREAS, the Town Council finds that the passage of this Resolution is in the best interest of the citizens of Westlake as well as the students, their parents, and faculty. NOW, THEREFORE, BE IT RESOLVED BY THE TOWN COUNCIL OF TRUSTEES OF THE WESTLAKE ACADEMY, 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: The Town Council of the Town of Westlake hereby approves the Interlocal Agreement with Educational Services Center Region 11 for the Employee Benefits Cooperative Program for academic staff, attached as Exhibit "A", and further authorizes the Town Manager to execute the agreement on behalf of the Town of Westlake, Texas. 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. WA Resolution 22-05 Page 1 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 25th DAY OF APRIL 2022. Laura Wheat, Mayor ATTEST: Mary Kayser, Interim Town Secretary Amanda DeGan, Town Manager APPROVED AS TO FORM: L. Stanton Lowry or Janet S. Bubert, Town Attorney WA Resolution 22-05 Page 2 of 2 EDUCATION SERVICE CENTER REGION 11 BENEFITS COOPERATIVE INTERLOCAL AGREEMENT RESOLUTION AND AGREEMENT WHEREAS, Town of Westlake, charter holder of Westlake Academy, of Westlake , Texas, ("Participant") pursuant to the authority granted under Chapter 791 Government Code, as amended, desires to join together with other school districts, charter schools, or governmental entities to participate in employee benefits offered by the Education Service Center Region 11 Employee Benefits Cooperative (the "ESC Region 11 BC"), holding the opinion that participation in these programs will be beneficial to the school district, charter school, or governmental entities and its employees; WHEREAS, the ESC Region 11 BC is managed by a committee called the Board of Record that consists of the superintendents or chief executive officers or their designees from each of the Participants in the Coop; NOW, THEREFORE BE IT RESOLVED that Town Council of Participant requests the ESC Region 11 BC to include Westlake Academy as a participant. Participant acknowledges and agrees to the following: 1. The purposes of the ESC Region 11 BC are governmental functions or services that each party to this agreement is authorized to perform individually; 2. Any obligation to pay any fees will come from current revenues available to the Participant; 3. Such fees fairly compensate the parties performing the functions and services under the agreement; 4. This agreement incorporates the Operational Procedures developed by the Board of Record as it currently exists or may be hereafter amended by action of the Board of Record; 5. Participant delegates to the Board of Record authority to modify the Operational Procedures as the Board of Record deems in the best interests of the ESC Region 11 BC; 6. Participant delegates to the Board of Record all purchasing functions related to the purposes of this interlocal agreement to the maximum extent permitted by law; 7. Participant shall comply with the Operational Procedures as established, modified, and/or approved by the Board of Record; 8. The ESC Region 11 BC shall comply with the purchasing requirements for the purchase of personal property and services as required by Chapter 44 of the Education Code and Chapter 791 of the Local Government Code; 9. The term of this agreement shall be one year, from September 1, 2022, to August 31, 2023; and 10. Participant or the ESC Region 11 BC may terminate Participant's participation in the ESC Region 11 BC for any reason by giving written notice to the ESC Region 11 BC Board of Record sixty (60) calendar days before the anniversary date of this agreement. BE IT FURTHER RESOLVED that the Town Council of Participant authorizes its Town Manager to execute any and all documents and take whatever action necessary to carry out the desires of the Town Council as stated herein. I certify that the foregoing is a true and correct copy of the resolution and agreement adopted by the Town Council of Town of Westlake, charter holder of Westlake Academy and that the same is reflected in the minutes of the meeting held April 25, 2022 In witness thereof, we hereunto affix our signatures this 25th April .20 22 IM Mayor Interim Town Secretary Town Manager Laura Wheat Mayor Mary Kayser day of Interim Town Secretary Amanda Degan Town Manager Name of Agency: Town of Westlake, charter holder of Westlake Academy Address: 1500 Solana Boulevard, Bldg 7, Ste 7200 Westlake, Texas 76262 Name of Contact Person: Sandy M. Garza Phone Number: 817-490-5734 Signature of ESC Region 11 BC Board President Signature of ESC Region 11 BC Board Secretary Signature of ESC Region 11 Executive Director Date Approved by ESC Region 11 BC Wes Eversole Typed Name of ESC Region 11 BC Board President Inelda Acosta Typed Name of ESC Region 11 BC Board Secretary Clyde W. Steelman, Jr. Ed.D Typed Name of ESC Region 11 Executive Director 2 Town Council/Board of Trustees Item # 6 — Reports WORKSHOP ITEM 6. REPORTS: Reports are prepared for informational purposes and will be accepted as presented. (there will be no presentations associated with the report items) there will be no separate discussion unless a Town Council member requests that report be removed and considered separately. a. Municipal Quarterly Financial Dashboard and Analysis for the quarter ended March 31, 2022. b. Westlake Academy Residential Trip Program. T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Report Monday, April 25, 2022 TOPIC: Quarterly Financial Dashboard and Analysis for the quarter ended March 31, 2022 STAFF: Ginger Awtry, Finance Director Amber Karkauskas, Municipal Finance Manager STRATEGIC ALIGNMENT Vision, Value, MiI PerspectiveStrategic ; Results Outcome Exemplary Service & Governance Increase - We set the standard by delivering Transparency, Fiscal Responsibility Fiscal Stewardship unparalleled municipal and Accessibility & educational services at the lowest Communications cost. SUMMARY As you review the first "quarterly" financial report for Fiscal Year 2022, you may recall the loss of staff in the Finance Department, coupled with demands during the same period for the annual audit fieldwork, prevented the production of our first quarter report. Our goal with the quarterly reports is to provide a concise and easy to understand document regarding the financials of our three (3) operating funds: General Fund, Visitors Association Fund and the Utility Fund. The remaining funds are a function of transfers in, and related expenditures and transfers out; therefore, we do not prepare quarterly reports for these funds. As a reminder, the financial information regarding fiscal year quarters three and four are usually not separately produced since the budget documents presented during each years' Council budget retreat (June) and subsequent budget workshops provide this information several times throughout the budget approval process and the remaining months of the year. Please note on each individual fund's report, you may see a "M" or a "%" beside several revenue line items. The "M" indicates that the line -items are typically accrued, and the revenue hasn't been received yet. Instead of using this explanation and reporting as a budget that has under- performed, we have taken the number of months of receipts and used that amount to calculate the YTD budget. Page 1 of 3 Because several of our revenues are not received evenly throughout the year we are calculating the YTD budget amount based on the percentage ("%") of the revenue received in the prior year for the same period. We feel this is a more normalized approach to examine the current year revenue. A summary is presented at the bottom of each fund page indicating the net revenues over (under) expenditures along with the projected ending fund balances for the Adopted Budget, YTD Budget as well as the YTD Actuals. The operating days remaining in Unrestricted Fund Balance have been calculated using operating expenditures. Note the "Analysis" is color coded and corresponds to the specific line -item on the "Dashboard" report. All "cautionary" and "critical" items are detailed with explanations of the variances. We have explained several of the line -items that were greater (green) in revenue than we anticipated helping you understand what specifically happened with that revenue line -item. We have also prepared explanations for several expenditures that were considerably under budget so you may see why these funds have not been expended. Included in each explanation you will find a number that reflects the exact variance in that department/line-item. While the Dashboard colors are a quick check of where we are to date with our spending as planned, or budgeted, for the year, it is also important to note the use of Fund Balance. Westlake's policy states that we will strive to maintain a minimum of 180 operating days in the General Fund. However, Staff manages this fund in an even more conservative manner to allow a deeper cushion for unforeseen events like a pandemic, weather emergency, unexpected regulatory or legistlative mandate, etc. General Fund • Total revenues are over budget by $929,044. This healthy balance is attributable to the increase in Sales Tax collections to -date; over budget by $1,572,771. The positive position helps to offset the underperformance of the building permit revenues and miscellaneous income (mainly interest) accounts. The increase in tax revenue is mainly attributed to a surge during the holidays months in our food/beverage industries and the continued rise in telecommunications and computer related service industries. The Permits and Fees - Buildings decrease ($442,713) is due to Entrada development delays. • Expenditures are under budget by $201,892. The majority of this variance in Operations and Maintenance ($177,571) is due to a decrease in services needed for engineering and consultant expenditures relative to slowed development activity. Visitors Association Fund • Revenues are down for the 2nd quarter budget by only $20,758. While this balance is under budget at this time, our Hotel Occupancy Tax collections continue to trend upward as post - pandemic travel continues to increase and the anticipated occupancy rate of our Marriott and Deloitte Univiersity facilities rise. • Expenditures are under budget by $134,678. This is primarily due to the timing of many operating and maintenance expenditures in this fund not being evenly expended over the first half of the fiscal year but typically even out by fiscal year end. Page 2 of 3 Utility Fund • Revenues are over budget by $957,852. The increased revenues are mainly due to a higher demand in water and sewer usage for commercial construction use (particularly concrete work) during the construction of SH170. • Expenses are under budget by $841,352. This is primarily due to the budgeted Hillwood debt agreement ($605,051) which was satisfied during this first half of the year with the issuance of the Series 2022 refunding bonds. Additionally, we are still experiencing the transition and fluctuation in billing as we switch over fully to the N-I sewer line/meters. As expected, TRA treatment expense continues to increase while the Southlake expense decreases. We expect to fully complete this transition during this fiscal year. COUNCIL ACTION/OPTIONS Council is expected to review and accept this report as presented. If there is any need for follow- up discussions and/or questions, Council should request the report be removed from Reports and considered separately. STAFF RECOMMENDATION Staff encourages Council's review of the presented municipal 2nd quarter financial information and is happy to answer any further questions as needed. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Funding Source: General Fund Contract: No Forms: N/A Service Levels: There is not impact to service delivery. DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A. Comprehensive Plan: N/A. Cost Recovery Analysis: N/A. Traffic Impact: N/A. ATTACHMENTS Quarterly Financial Dashboard and Analysis for period ending March 31, 2021 for the following funds: • General Fund (including a separate development report) • Visitors Association Fund • Utility Fund Page 3 of 3 General Fund Quarterly Financial Dashboard Quarter Ended 3/31/2022 REVENUES AND OTHER SOURCES (M) Based on number of months of receipts (%) Based on some % as prior year M General Sales Tax 4 months % Property Tax 95% % Franchise Fees Permits and Fees Misc Permits and Fees Bldg Fines & Forfeitures Misc Income Total Revenues Transfer In Total Revenues and Other Sources Revenue Legend Positive Cautious Negative •greater than •between •less than 90% 70%-90% 70% EXPENDITURES AND OTHER USES Payroll, Taxes, Insurance, Retirement Operations & Maintenance Total Expenditures Transfer Out Total Expenditures and Other Uses Expenditure Legend I PY Actuals ADOPTED Allocation YTD Actuals Percent of Over through Annual of Estimated through YTD Estimated (Under) 2nd Quarter Budget YTD Budget 2nd Quarter Budget Budget $ 2,349,268 $ 4,500,000 $ 2,250,000 $ 3,822,771 170% $ 1,572,771 1,920,428 1,705,163 1,667,573 1,620,220 97% (47,353) 432,368 942,125 573,225 226,870 40% (346,355) 100,266 213,563 106,782 304,831 285% 198,049 849,081 2,567,656 1,283,828 841,115 66% (442,713) 278,112 475,600 237,800 257,577 108% 19,777 231998 316,438 52,353 27,221 52% (25,132) 5,953,522 10,720,545 6,171,560 7,100,605 115% 929,044 - 68,000 - - 100% - $ 5,953,522 $ 10,788,545 $ 6,171,560 $ 7,100,605 115% $ 929,044 PY Actuals ADOPTED Allocation YTD Actuals Percent of Over through Annual of Estimated through YTD Estimated (Under) 2nd Quarter Budget YTD Budget 2nd Quarter Budget Budget $ 2,482,286 $ 5,233,849 $ 2,537,694 $ 2,513,374 99% $ (24,321) 2,479,380 4,846,772 2,425,653 2,248,082 93% (177,571) 4,961,666 10,080,621 4,963,348 4,761,456 96% (201,892) 4,000,000 4,000,000 4,000,000 100% 0 $ 4,961,666 $ 14,080,621 $ 8'963,348 $ 8,761,456 98% $ 201,892 Positive Cautious Negative •less than •between -greater than 100% 101%- 110% 110% SUMMARY PY Actuals ADOPTED Allocation YTD Actuals through Annual of Estimated through 2nd Quarter $ 5,953,522 Budget YTD Budget 2nd Quarter Total Revenues & Other Sources $ 10,788,545 $ 6,171,560 $ 7,100,605 Total Expenditures & Other Uses 4,961,666 $ 991,856 14,080,621 1 8,963,348 8,761,456 Net Change to Fund Balance $ (3,292,076) $ (2,791,787) $ (1,660,851) Beginning Fund Balance (Estimated) 14,498,447 15,490,304 15,918,631 15,918,631 1 15,918,631 Ending Fund Balance 12,626,555 13,126,844 14,257,780 Restricted Funds 657,776 $ 14,832,527 $4,961,666 727,479 727,479 657,225 Unrestricted Fund Balance $ 11,899,077 $ 12,399,365 $ 13,600,555 Total Operating Expenditures $10,080,621 $4,963,348 $4,761,456 Daily Operating Cost $26,778 $27,618 $27,618 $27,618 # of Operating Days Unrestricted 554 431 449 492 EXEMPLARY GOVERNANCE Town Officials, both Elected and Appointed, exhibit Respect, Stewardship, Vision, and Transparency SERVICE EXCELLENCE Public Service that is Responsive and Professional, while balancing Efficiency, Effectiveness and Financial Stewardship Town of Westlake Dashboard Analysis for Quarter Ended 03/31/22 GENERAL FUND TOTAL REVENUES AND OTHER SOURCES $ 10,788,545 Adopted Budget $ 6,171,560 YTD Budget $ 7,100,605 YTD Actual 115% YTD Budget $ 929,044 Over (Under) Budget GENERAL SALES TAX $ 4,500,000 Adopted Budget $ 2,250,000 YTD Budget (4 months) $ 3,822,771 YTD Actual (4 months) 170% YTD Budget $ 1,572,771 Over(Under) Budget Sales and use tax revenues are received from the Texas Comptroller two months in arrears. This positive variance (related to Oct — Jan sales/use) is attributed to higher than anticipated activity as the economy recovers post -pandemic. PROPERTY TAX $ 1,705,163 Adopted Budget $ 1,667,573 YTD Budget $ 1,620,220 YTD Actual 97% YTD Budget $ (47,353) Over(Under) Budget Revenue in this category is not distributed evenly over the fiscal year and is subject to property holders' protests to the district's Appraisal Review Board (ARB), thus delaying some payments. The YTD budget is calculated on the prior year percentage of revenue collected in the same period. Page 1 of 4 Town of Westlake Dashboard Analysis for Quarter Ended 03/31/22 GENERAL FUND FRANCHISE FEES $ 942,125 Adopted Budget $ 573,225 YTD Budget $ 226,870 YTD Actual 40% YTD Budget $ (346,355) Over(Under) Budget Receipts for each quarter are typically received 4-6 weeks after the quarter ends, resulting in an underbudget variance at this time. The YTD budget is calculated on the prior year percentage of revenue collected in the same period. PERMITS AND FEES - MISCELLANEOUS $ 213,563 Adopted Budget $ 106,782 YTD Budget $ 304,831 YTD Actual 285% YTD Budget $ 198,049 Over(Under) Budget This category is comprised of revenues from several different departments to include General Services, Reforestation Tree Escrow, Engineering Review, Development fees, and EMS Revenue, and therefore revenue is not evenly distributed over the fiscal year. The overbudget variance is mainly due to inspection fees for Westlake Ranch which were received earlier than anticipated as well as higher development fee revenues which were budgeted conservatively due to the pandemic. PERMITS AND FEES - BUILDING $ 2,567,656 Adopted Budget $ 1,283,828 YTD Budget $ 841,040 YTD Actual 66% YTD Budget $ (442,713) Over(Under) Budget The negative variance is primarily due to delays with Entrada construction. See attached detail of residential and commercial activity from the Planning and Development department for more detail. Page 2 of 4 Town of Westlake Dashboard Analysis for Quarter Ended 03/31/22 GENERAL FUND FINES AND FORFEITURES $ 475,600 Adopted Budget $ 237,800 YTD Budget $ 257,577 YTD Actual 108% YTD Budget % $ 19,777 Over(Under) Budget This category pertains to Court -related revenues and thus are distributed evenly over the fiscal year. The FY22 budget planning was conservative during COVID-19 with expectations of less travel. The positive variance is due to improved pandemic conditions resulting in an increase of road traffic. MISCELLANEOUS INCOME $ 316,438 Adopted Budget $ 52,353 YTD Budget $ 27,221 YTD Actual 52% YTD Budget % $ (25,132) Over(Under) Budget The Miscellaneous Income category is comprised of revenues from six different departments: General Services, Fire Department, Municipal Court, Public Works, Facilities and Communications. It includes items such as mixed beverage tax, interest income, contributions, donations, facility rentals, insurance refunds, etc. This income is not distributed evenly over the fiscal year. The negative variance is primarily due to lower than budgeted interest income in the continued economic recession. TRANSFERS IN $ 68,000 Adopted Budget $ - YTD Budget $ - YTD Actual 100% YTD Budget % $ - Over(Under) Budget This category is comprised of a transfer in from the Utility Fund based on the forecasted Fort Worth Impact Fees on new home construction starts and will be posted at fiscal year- end based on actuals receipts. Page 3 of 4 Town of Westlake Dashboard Analysis for Quarter Ended 03/31/22 GENERAL FUND TOTAL EXPENDITURES AND OTHER USES $ 14,080,621 Adopted Budget $ 8,963,348 YTD Budget $ 8,761,456 YTD Actual 98% YTD Budget $ (201,892) Over (Under) Budget PAYROLL AND RELATED $ 5,233,849 Adopted Budget $ 2,537,694 YTD Budget $ 2,513,374 YTD Actual 99% YTD Budget $ (24,321) Over(Under) Budget This cost is affected by employee taxes and insurances costs and will fluctuate with staff requirements and selections during the year. Currently there are also savings from unfilled positions. OPERATIONS & MAINTENANCE $ 4,846,772 Adopted Budget $ 2,425,653 YTD Budget $ 2,248,082 YTD Actual 93% YTD Budget $ (177,571) Over(Under) Budget The Operations and Maintenance category is comprised of multiple departments and expenditure classifications and is not distributed evenly over the fiscal year. Most of the negative variance represents less services expensed in this period than anticipated, much of which relates to engineering & consultant costs due to slowed development activity. TRANSFERS OUT $ 4,000,000 Adopted Budget $ 4,000,000 YTD Budget $ 4,000,000 YTD Actual 100% YTD Budget $ - Over(Under) Budget Budgeted interfund transfers have been posted as follows: o $500k to Fund 220 Visitor Association; o $1m to Fund 410 Capital Projects; o $1.5m to Fund 600 GF Maintenance/Replacement; and o $1m to Fund 605 GF Vehicle Maintenance/Replacement. Page 4 of 4 RESIDENTIAL DEVELOPMENT SUB AVG FEES AVG SF ACCOUNT DESCRIPTIONS DIV FY 21-22 � ' Avg SF FY 21-22 1 1 2 5 3 8,000 $ 15,300 Permit Fees $ 30,600 $ 86,607 $ 56,007 a $ 1,500 MEP Fees $ 6,000 $ 9,300 $ 3,300 $ 9,530 Inspection/Review Fees $ 38,120 $ 60,734 $ 22,614 Z 9 $ 600 Grading & Excavation $ 2,400 $ 3,000 $ 600 (D $ 1,500 Erosion Control $ 6,000 $ 7,500 $ 1,500 $ 400 Fire Review $ 1,600 $ 2,000 $ 400 Subtotal $ 84,722 $ 169,146 $ 84,424 Avg SF FY 21-22 1 1 4 1 1 (3) 10,500 $ 18,900 Permit Fees $ 75,600 $ 14,324 $ (61,276) p $ 2,400 MEP Fees $ 9,600 $ 1,500 $ (8,100) $ 11,690 Inspection/Review Fees $ 46,760 $ 18,100 $ (28,660) C( $ 600 Grading & Excavation $ 2,400 $ 600 $ (1,800) a $ 1,500 Erosion Control $ 6,000 $ 1,500 $ (4,500) $ 400 Fire Review $ 1,600 $ 400 $ (1,200) Subtotal $ 141,964 $ 36,425 $ (105,539) Avg SF FY 21-22 1 1 7 4 (3) 3 13,000 $ 23,400 Permit Fees $ 163,800 $ 71,805 $ (91,995) O $ 2,400 MEP Fees $ 16,800 $ 7,200 $ (9,600) O $ 14,390 Inspection/Review Fees $ 100,730 $ 49,517 $ (51,213) $ 600 Grading & Excavation $ 4,200 $ 1,800 $ (2,400) j $ 1,500 Erosion Control $ 10,500 $ 4,500 $ (6,000) Cr $ 400 Fire Review $ 2,800 $ 1,200 $ (1,600) Subtotal $ 298,837 $ 136,026 $ (162,812) Avg SF I FY 21-22 1 1 44 (44) 4,200 $ 7,560 Permit Fees $ 332,640 $ - $ (332,640) a $ 900 MEP Fees $ 39,600 $ - $ (39,600) $ 4,886 Inspection/Review Fees $ 214,984 $ 4,192.65 $ (210,791) z $ 600 Grading & Excavation $ 26,400 $ - $ (26,400) W $ 1,500 Erosion Control $ 66,000 $ $ (66,000) $ 400 Fire Review $ 17,600 $ $ (17,600) Subtotal $ 697,268 $ 4,193 $ (693,075) Avg SF FY 21-22 1 1 10 5 (5) z 4,500 $ 8,100 Permit Fees $ 81,000 $ 56,153 $ (24,847) o $ 1,500 MEP Fees $ 15,000 $ 7,500 $ (7,500) F $ 2,592 Inspection/Review Fees $ 25,920 $ 32,177 $ 6,257 N $ 600 Grading & Excavation $ 6,000 $ 3,000 $ (3,000) o $ 1,500 Erosion Control $ 15,000 $ 7,500 $ (7,500) Y $ 400 Fire Review $ 4,000 $ 2,000 $ (2,000) Subtotal $ 146,930 $ 108,335 $ (38,595) Avg SF I FY 21-22 1 1 1 1 1 1 - F $ 18,000 Permit Fees $ 18,000 $ 15,025 $ (2,975) $ 2,250 MEP Fees $ 2,250 $ 1,500 $ (750) a $ 9,000 Inspection/Review Fees $ 9,000 $ 10,917 $ 1,917 s $ 600 Grading & Excavation $ 600 $ 600 $ - F $ 1,500 Erosion Control $ 1,500 $ 1,500 $ O $ 400 Fire Review $ 400 $ 400 $ Subtotal $ 31,751 $ 29,943 $ (1,808) TOTALLOTS Permit Fees $ 701,640 $ 243,913 $ (457,727) MEP Fees $ 89,250 $ 27,000 $ (62,250) F Inspection/Review Fees $ 435,514 $ 175,638 $ (259,876) Grading & Excavation $ 42,000 $ 9,000 $ (33,000) Erosion Control $ 105,000 $ 22,500 $ (82,500) Fire Review $ 28,000 $ 6,000 $ (22,000) GENERAL FUND $ 1,401,404 $ 484,051 $ (917,353) Note -This report does not represent all miscellaneous general ledger activity posted for this period and thus this is not intended to tie to the quarterly Reports. COMMERCIAL DEVELOPMENT DEVELOPMENT ENTRADA DAVIS/114 RETAIL CORNER Permit Fees & MEP $ 43,740 $ $ (43,740) Inspection/Review Fees $ 2,338 $ $ (2,338) Grading & Excavation $ 600 $ $ (600) Erosion Control $ 1,500 $ $ (1,500) Fire Review $ 275 $ $ (275) Subtotal $ 48,452 $ $ 48,452 GAS WELL PAD SITE Permit Fees & MEP $ 103,250 $ $ (103,250) Inspection/Review Fees $ 132,399 $ $ (132,399) Grading & Excavation $ 745 $ $ (745) Erosion Control $ 1,500 $ $ (1,500) Fire Review $ 9,559 $ $ (9,559) Subtotal $ 247,453 $ $ 247,453 RESTAURANT ROW / CHAPEL / RECEPTION HALL Permit Fees & MEP $ - $ 5,028 $ 5,028 Inspection/Review Fees $ $ - $ - Grading & Excavation $ $ $ Erosion Control $ $ $ Fire Review $ $ $ - Subtotal $ $ 5,028 $ 5,028 SMALL COMMERCIAL (<5,000 sfl Permit Fees & MEP $ 14,111 $ - $ (14,111) Inspection/Review Fees $ 10,934 $ $ (10,934) Grading & Excavation $ 600 $ $ (600) Erosion Control $ 1,500 $ $ (1,500) Fire Review $ 500 $ $ (500) Subtotal $ 27,645 $ $ (27,645) SOLANA REMODELS Permit Fees & MEP $ 70,000 $ 48,426 $ (21,574) Inspection/Review Fees $ 45,000 $ 60,958 $ 15,958 Grading & Excavation $ - $ - $ - Erosion Control $ - $ - $ Fire Review $ 10,000 $ 1,000 $ (9,000) Subtotal $ 125,000 $ 110,384 $ (14,616) DELOITTE REMODEL/EXPANSION Permit Fees & MEP $ 20,000 $ 4,332 $ (15,668) Inspection/Review Fees $ 20,000 $ 2,804 $ (17,196) Grading & Excavation $ - $ - $ Erosion Control $ $ $ Fire Review $ $ $ Subtotal $ 40,000 $ 7,136 $ 32,864 FIDELITY Permit Fees & MEP $ - $ 25,358 $ 25,358 Inspection/Review Fees $ $ 16,779 $ 16,779 Grading & Excavation $ $ - $ - Erosion Control $ $ - $ - Fire Review $ $ 1,500 $ 1,500 Subtotal $ $ 43,637 $ 43,637 OTHER COMMERCIAL Permit Fees & MEP $ 467,361 $ 47,286 $ (420,076) Inspection/Review Fees $ 228,300 $ 58,878 $ (169,422) Grading & Excavation $ 1,000 $ - $ (1,000) Erosion Control $ 1,500 $ - $ (1,500) Fire Review $ 16,500 $ 8,672 $ (7,828) Subtotal $ 714,661 $ 114,835 $ (599,826) Permit Fees $ 718,462 $ 130,429 $ (588,032) J Inspection/Review Fees $ 438,971 $ 139,419 $ (299,552) Grading & Excavation $ 2,945 $ - $ (2,945) 0 Erosion Control $ 6,000 $ - $ (6,000) Fire Review $ 36,834 $ 11,172 $ (25,662) Subtotal $ 1203 211 $ 281020 $ 922,191 Note - This report does not represent all miscellaneous general ledger activitv posted for this period and thus this is not intended to tie to the Quarterly Reports. BUILDING PERMITS AND FEES 2ND Quarter Ended 03/31/2022 SINGLE FAMILY RESIDENTIAL PERMITS 1. GRANADA • Budgeted to start 2 homes for the year • 5 building permits have been issued • Granada is exceeding expectations 2. VAQUERO • Budgeted to start 4 homes for the year • 1 building permit has been issued • Vaquero is almost built -out 3. QUAIL HOLLOW • Budgeted to start 7 homes for the year • 4 building permits have been issued • Quail Hollow is on target to meet budget expectations 4. ENTRADA • Budgeted to start 44 homes (34SFR I 10 Condo) for the year • 0 permits have been issued • Entrada is expected to perform better in the second half of the fiscal year 5. THE KNOLLS AT SOLANA • Budgeted to start 10 homes for the year • 5 building permits have been issued • Knolls at Solana is on target to meet budget expectations 6. ALL OTHER PERMITS • Budgeted 1 miscellaneous residential permit for the year (Dove Road and Pearson Lane) • 1 building permit has been issued BUILDING PERMITS AND FEES 2ND Quarter Ended 03/31/2022 COMMERICAL PERMIT FEES 1. ENTRADA • No commercial permits have been issued for Entrada in the first half of the fiscal year • Staff expects several commercial permits to be issued in Entrada the second half of the fiscal year including: o The Primos Finish -Out and other restaurant row finish outs o The Block N Mixed Use Condo Building o Small Retail Corner building 2. LIFETIME FITNESS • We expect LifeTime to submit for permit by the end of this fiscal year 3. SEVEN -ELEVEN (7-11) • 7-11 may not be forthcoming this fiscal year as projected due to a reimagining of the architecture and site acreage by the developer. 4. OTHER COMMERICAL (SOLANA, DELOITTE, FIDELITY, OTHER) • 2050 Roanoke Rd o 1 remodel permit has been issued at 2050 Roanoke Rd • QuikTrip o 1 remodel has been issued at the QuikTrip • Solana Plaza/Terrace o 5 remodel permits have been issued for the Solana Plaza / Solana Terraces • Deloitte o 0 building permits for Deloitte were issued • Fidelity o 3 remodel permits to date were issued for Fidelity Visitors Association Fund Quarterly Financial Dashboard Quarter Ended 03/31/22 REVENUES AND OTHER SOURCES (M) Based on number of months of receipts M Hotel Occupancy Tax Misc Income Total Revenues Transfer In Total Revenues and Other Sources Revenue Legend Positive Cautious Negative -greater than -between -less than 90% 70% - 90% 70% EXPENDITURES AND OTHER USES Operations & Maintenance Operating Transfers for Payroll Total Expenditures and Other Uses Expenditure Legend Positive Cautious Negative •less than •between •greater than 100% 100%- 110% 110% SUMMARY Total Revenues & Other Sources Total Expenditures & Other Uses Net Change to Fund Balance Beginning Fund Balance (Estimated) Ending Fund Balance Restricted Funds Unrestricted Fund Balance Total Operating Expenditures Daily Operating Cost # of Operating Days Unrestricted PY Actuals through 2nd Quarter $ 69,666 202 69,868 $ 69,868 PY Actuals through 2nd Quarter $ 109,035 85,721 $ 194,756 PY Actuals through 2nd Quarter $ 69,868 194,756 $ (124,888) 323,332 198,444 $ 198,444 $194,756 $1,070 185 ADOPTED Allocation YTD Actuals Percent Over Annual of the through of YTD (Under) Budget YTD Budget 2nd Quarter Budget Budget $ 428,000 $ 180,667 $ 156,471 87% $ (24,196) 9,200 4,600 8,037 175% 3,437 437,200 185,267 164,508 89% (20,758) 500,000 500,000 500,000 100% $ 937,200 $ 685,267 $ 664,508 97% $ (20,758) FY 2022 ADOPTED Allocation YTD Actuals Percent Over Annual of the through of YTD (Under) Budget YTD Budget 2nd Quarter Budget Budget $ 343,944 $ 192,437 $ 123,641 64% $ (68,802) 497,255 248,628 182,751 74% (65,876) $ 841,199 $ 441,065 $ 306,392 69% $ (134,678) ADOPTED Allocation YTD Actuals Annual of the through Budget YTD Budget 2nd Quarter $ 937,200 $ 685,267 $ 664,508 841,199 441,065 306,392 $ 96,001 $ 244,202 $ 358,116 98,078 98,078 98,078 194,079 342,280 456,194 $ 194,079 $ 342,280 $ 456,194 $841,199 $441,065 $306,392 $2,305 $2,305 $2,305 84 149 198 EXEMPLARY GOVERNANCE Town Officials, both Elected and Appointed, exhibit Respect, Stewardship, Vision, and Transparency SERVICE EXCELLENCE Public Service that is Responsive and Professional, while balancing Efficiency, Effectiveness and Financial Stewardship Town of Westlake Dashboard Analysis for Quarter Ended 03/31/2022 VISITORS ASSOCIATION FUND TOTAL REVENUES AND OTHER SOURCES $ 937,200 Adopted Budget $ 685,267 YTD Budget $ 664,508 YTD Actual 97% YTD Budget % $ (20,758) Over (Under) Budget HOTEL OCCUPANCY TAX $ 428,000 Adopted Budget $ 180,667 YTD Budget $ 156,471 YTD Actual 87% YTD Budget % $ (24,196) Over(Under) Budget YTD budget calculation is based on the number of months of receipts received for the same period in the prior year to include Marriott and Deloitte revenues. These transactions are posted in arrears which explains a portion of the variance, and though under budget, the activity is starting to recover post -pandemic as travel and tourism increase. MISCELLANEOUS INCOME $ 9,200 Adopted Budget $ 4,600 YTD Budget $ 8,037 YTD Actual 175% YTD Budget % $ 3,437 Over(Under) Budget This income includes revenues from interest income and insurance refunds, as well as other types of revenues that are event driven such as sponsorships, donations and special events from the Westlake Historical Board, Car Show, and the Community Tree Lighting. Income in this category is not received evenly throughout the year. The majority of the positive variance is due to the Town's 2022 Car show as well as the annual Tree Lighting. TRANSFER IN $ 500,000 Adopted Budget $ 500,000 YTD Budget $ 500,000 YTD Actual 100% YTD Budget % $ - Over(Under) Budget This category is comprised of a transfer in from the General Fund which was budgeted to assist in recovery from the economic shortfall due to the impact of COVID-19. Page 1 of 2 Town of Westlake Dashboard Analysis for Quarter Ended 03/31/2022 VISITORS ASSOCIATION FUND TOTAL EXPENDITURES AND OTHER USES $ 841,199 Adopted Budget $ 441,065 YTD Budget $ 306,392 YTD Actual 69% YTD Budget % $ (134,678) Over (Under) Budget OPERATIONS AND MAINTENANCE $ 343,944 Adopted Budget $ 192,437 YTD Budget $ 123,641 YTD Actual 64% YTD Budget % $ (68,802) Over(Under) Budget The Operations and Maintenance category is comprised of expenditures for the following departments: General Services, Communications, Historical Board and the Public Arts Board. These departments' expenditures include events such as the Car Show, the Community Tree Lighting, and Spring Concerts as well as expenses such as marketing, promotional items, and advertising. These costs are not expended evenly over the fiscal year but should even out as the year progresses. PAYROLL TRANSFERS $ 497,255 Adopted Budget $ 248,628 YTD Budget $ 182,751 YTD Actual 74% YTD Budget % $ (65,876) Over(Under) Budget This cost is affected by employee taxes and insurance costs and will fluctuate with staff requirements and selections throughout the year. Page 2 of 2 Utility Fund - 500 Quarterly Financial Dashboard Quarter Ended 3/31/2022 REVENUES AND OTHER SOURCES I PY Actuals ADOPTED Allocation YTD Actuals Percent Over (%) Based on same % as prior year through Annual of the through of YTD (Under) 2nd Quarter Budget YTD Budget 2nd Quarter Budget Budget % Water Revenues 33% 1, 664,697 $ 3,794,581 $ 1,295,386 $ 2,002,035 155% $ 706,648 % Sewer/Waste Revenues 36% 575,320 1,417,799 507,792 828,254 163% 320,462 Tap/Impact Fee Revenues 150,371 119,015 59,508 57,004 96% (2,504) Permit & Fee Revenues 63,900 342,411 115,750 53,485 46% (62,265) Misc Revenues 16,021 39,085 1 19,543 1 15,054 1 77% 1 (4,489) Total Revenues and Other Sources $ 2 170 309 $ 5 712,891 1 $ 1,997,979 $ 2,955,831 148% 1 $ 957,852 Revenue Legend Cautious Negative •greater •between •less than than 90% 70% - 90% 70% EXPENSES AND OTHER USES tuals ADOPTED Allocation YTD Actuals Percent Over (%) Based on same % as prior year ugh 7$1 Annual of the through of YTD (Under) arter Budget YTD Budget 1st Quarter BudgetF Budget Water Purchases 28% 4,420 $ 1,500,100 $ 438,470 $ 406,920 93% $ (31,549) Operations & Maintenance 1,023,951 3,414,383 1,854,386 1,125,594 61% (728,792) Operating Transfers for Payroll 244,458 591,959 295,980 214,969 73% (81,010) Transfers Out - 483,000 1 415,000 1 415,000 1 100% Total Expenses and Other Uses $ 1 622 829 $ 5 989 442 1 $ 3,003,836 $ 2,162,484 72% 1 $ 841 352 Expenditure Legend Positive Cautious Negative •lessthan -between •greater 100% 101%_ than 110% 110% SUMMARY PY Actuals ADOPTED Allocation YTD Actuals through Annual of the through 2nd Quarter Budget YTD Budget 1st Quarter Total Revenues & Other Sources $ 21170,309 $ 5,712,891 $ 1,997,979 $ 2,955,831 Total Expenses 1,622,829 5,989,442 3,003,836 2,162,484 Net Change to Fund Balance 547,480 (276,551) (1,005o857) 793,348 Beg. Fund Balance (Working Capital)' 905,915 3,020,700 3,020,700 3,020,700 Endinging Fund Balance 1,453,395 2,744,149 2,014,843 3,814,048 Restricted Funds 339,918 982,982 982,982 328,053 Unrestricted Fund Balance $ 1,113,477 $ 1,761,167 $ 1,031,861 $ 3,485,995 Total Operating Expenses $1,622,829 $5,506,442 $2,588,836 $1,747,484 Daily Operating Cost $4,446 $15,086 $7,093 $15,086 # of Unrestricted Operating Days 250 117 145 231 EXEMPLARY GOVERNANCE Town Officials, both Elected and Appointed, exhibit Respect, Stewardship, Vision, and Transparency SERVICE EXCELLENCE Public Service that is Responsive and Professional, while balancing Efficiency, Effectiveness and Financial Stewardship 1 Based on the draft of the FY21 Annual Comprehensive Financial Report. Town of Westlake Dashboard Analysis for Quarter Ending 03/31/2022 UTILITY FUND TOTAL REVENUES AND OTHER SOURCES $ 5,712,891 Adopted Budget $ 1,997,979 YTD Budget $ 2,955,831 YTD Actual 148% YTD Budget % $ 957,852 Over (Under) Budget WATER REVENUES $ 3,794,581 Adopted Budget $ 1,295,386 YTD Budget $ 2,002,035 YTD Actual 155% YTD Budget % $ 706,648 Over(Under) Budget YTD budget calculation is based on the percentage of revenues received forthe same period in the prior year (33%). Increased revenue is primarily due to the TX-170 highway construction project usage which began this fiscal year. SEWER/WASTE REVENUES $ 1,417,799 Adopted Budget $ 507,792 YTD Budget $ 828,254 YTD Actual 163% YTD Budget % $ 320,462 Over(Under) Budget YTD budget calculation is based on the percentage of revenues received for the same period in the prior year (36%). Residential sewer averages work in correlation with water usage based on the prior year quarter average consumption. Commercial is based on the actual consumption. The positive variance is also primarily due to the TX-170 highway construction project usage which began this fiscal year. Page 1 of 4 Town of Westlake Dashboard Analysis for Quarter Ending 03/31/2022 UTILITY FUND TAP AND IMPACT FEE REVENUES $ 119,015 Adopted Budget $ 59,508 YTD Budget $ 57,004 YTD Actual 96% YTD Budget % $ (2,504) Over(Under) Budget These revenues are a direct reflection of new home starts and commercial building. The negative variance is correlated to the delay in residential development in Entrada and Westlake Ranch. PERMIT AND FEE REVENUES $ 342,411 Adopted Budget $ 115,750 YTD Budget $ 53,485 YTD Actual 46% YTD Budget % $ (62,265) Over(Under) Budget Permit and Fee revenues are comprised of several different revenue types: o Deferred Duct Bank Revenue - Multi -year Duct Bank Fees received in prior years and allocated over length of the lease. The total annual budget is $41,161 and will be recorded at year-end. o TRA Wastewater Settle -up Fees - Total annual budget is $69,750 and will be recorded at year-end. o Duct Bank Permit Fees — Correlated to new home starts and are calculated using the Planning and Development forecast. The negative variance reflects the delay in residential development in Entrada and Westlake Ranch. MISCELLANEOUS REVENUES $ 39,085 Adopted Budget $ 19,543 YTD Budget $ 15,054 YTD Actual 77% YTD Budget % $ (4,489) Over(Under) Budget Miscellaneous revenues are comprised of several different revenue types, including interest income, meter repair and replacement fees, insurance refunds, equity returns, and credit card administrative fees. This negative variance is mainly due to decreased interest income due to the current economic climate, offset by administrative fees. Page 2 of 4 Town of Westlake Dashboard Analysis for Quarter Ending 03/31/2022 UTILITY FUND TOTAL EXPENSES AND OTHER USES $ 5,989,442 Adopted Budget $ 3,003,836 YTD Budget $ 2,162,484 YTD Actual 72% YTD Budget % $ (841,352) Over (Under) Budget WATER PURCHASES $ 1,500,100 Adopted Budget $ 438,470 YTD Budget $ 406,920 YTD Actual 93% YTD Budget % $ (31,549) Over(Under) Budget YTD budget calculation is based on the percentage of invoices paid for the same period in the prior year (28%). The negative variance represents transactions posted a month in arrears. OPERATIONS AND MAINTENANCE $ 3,414,383 Adopted Budget $ 1,854,386 YTD Budget $ 1,125,594 YTD Actual 61% YTD Budget % $ (728,792) Over(Under) Budget Operations and Maintenance is comprised of several different expense types in the Utility Fund. Most of the negative variance is from the budgeted Hillwood debt agreement of ($605k) which was satisfied with the issuance of the 2022 General Obligations Refunding Bonds. This will be adjusted by the end of the fiscal year. The second item of note to this negative variance is due to the Southlake-Wastewater Treatment expense. The irregular billing agreements with the Town, Southlake and the Trinity River Authority has caused fluctuations in this category, however the new sanitary sewer meter stations constructed in 2020 are correcting the expense lines between Southlake and TRA wastewater treatment. We continue to see the TRA Treatment expense increase as the remaining Southlake expense decrease. We anticipate removing the Southlake-Wastewater Treatment line item in next year's budget since it should no longer be needed. Page 3 of 4 Town of Westlake Dashboard Analysis for Quarter Ending 03/31/2022 UTILITY FUND OPERATING TRANSFERS FOR PAYROLL COSTS $ 591,959 $ 295,980 $ 214,969 73% $ (81,010) Adopted Budget YTD Budget YTD Actual YTD Budget % Over(Under) Budget This cost is affected by employee taxes and insurance costs and will fluctuate with staff requirements. TRANSFERS OUT $ 483,000 $ 415,000 $ 415,000 100% Adopted Budget YTD Budget YTD Actual YTD Budget % Over(Under) Budget This category is comprised of a budgeted transfer out to the General Fund based on the forecasted Fort Worth Impact Fees on new home construction starts (transferred at year- end based on actual receipts): o $68k to General Fund 100 The following additional budgeted transfers out to the conduit funds have already been completed: o $65k to Vehicle Maintenance/Replacement Fund 505 o $350k to Maintenance/Replacement Fund 510 Page 4 of 4 BOARD OF TRUSTEES AGENDA ITEM Regular Meeting - Report Monday, April 25, 2022 TOPIC: Board Report Regarding Residential Trip Program STAFF: Dr. Mechelle Bryson, Executive Director STRATEGIC ALIGNMENT Academic Excellence Academic MYP / DP Optimize Student Operations Potential SUMMARY Two of the cornerstones of the International Baccalaureate Mission are international mindedness and the Learner Profile. As an IB World School, our goal is to create opportunities that expand our students' perspectives while extending learning beyond the classroom walls. The Academy's Residential Trip destinations are designed to give students an opportunity to interact with communities and cultures that allow them to develop the learner provide which is international mindedness in action. The purpose of this report is to fulfill a request made by the board at the April 4, 2022 board meeting. The board requested an update on the Academy's Residential Trip destinations. COUNCIL ACTION/OPTIONS Board of Trustee action options are to accept the report or to request additional information. Page 1 of 2 STAFF RECOMMENDATION The Academy is seeking the Board to accept the report as presented. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Contract: No Funding Source: N/A Forms: N/A Service Levels: Would this project increase our service delivery costs? This is not a project. DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: What impact, if any, would this have on WA? This is not a project. Comprehensive Plan: Adhere to our comprehensive plan — if yes, in what way? This is not a project. Cost Recovery Analysis: Utilization of the cost recovery tool that R. McCaffrey put together. This is not a project. Traffic Impact: Any? Do we need this or tool this for development? There is no traffic impact. ATTACHMENTS None Page 2 of 2 MEMORANDUM DATE: April 21, 2022 TO: Superintendent, Amanda DeGan, Honorable President Laura Wheat, and Board of Trustees Members FROM: Dr. Mechelle Bryson, Executive Director SUBJECT: Board Report Regarding Residential Trips Program The purpose of this report is to share the current Residential Trip Program expectations and travel destinations as requested by the Board of Trustees at the April 4, 2022 board meeting. First and foremost, any trip opportunity provided by the Academy is a privilege, not a right, and as such, students are required to represent the school in a responsible manner. Each year, the following trips are available to our students: Primary Grades Trip Format/Location Semester offered K — 2 Local, daytime field trips, no overnights 3 Unit of Inquiry related trip (domestic) Spring Example — Camp Jolt 4 Local, daytime field trips, no overnights 5 Unit of Inquiry related trip (domestic) Fall Example Camp Jolt 6 Team Building (domestic) Fall Example — Camp Eagle, Rocksprings, TX, 3 night stay 7 Local, daytime field trips, no overnights 8 Historical Trip (domestic) Spring Example — Washington D.C. 9 Local Daytime Trips, No overnight 1 Secondary Grades Trip Format/Location Semester Offered 9/10/11 Student Exchange Program and Cultural Experiences Winter/Summer 10/ 11 International Student Leadership Symposium (if selected) Fall/Winter 12 Senior Retreat Team Building (domestic) Fall 12 Senior Weeks (domestic) Spring Requests to organize student trips other than those identified above must be submitted to the Executive Director or his/her designee by an Academy employee in compliance with Board Policy at least 12 months prior to the proposed departure date. Trip submittals will then be reviewed according to the applicable Board Policy and any administrative guidelines. All trip approval must be obtained from the Superintendent or Board of Trustees prior to the expenditure of any public funds. Any expenses incurred prior to approval may not be reimbursable. 2 Town Council/Board of Trustees Item # 7-12 MUNICIPAL SERVICES 7. Conduct a Public Hearing and consider approval of Ordinance 946, an ordinance approving the Town's participation in the Texas Enterprise Zone program and nominating Charles Schwab & CO., Inc. to the Office of the Governor Economic & Tourism through the Economic Development Bank as an Enterprise Project. 8. Conduct a Public Hearing and approve Resolution 22-22, approving a Final Plat for the Vaquero Golf Club Addition. 9. Update and discussion regarding a Cost Recovery and Fiscal Impact Tool to be utilized for the review of proposed development requests. 10. Discussion of Community Engagement Opportunities for Town Boards and Committees: Focus on the Planning and Zoning Commission. 11. Presentation and discussion on Term Limits for Town Council Positions. 12. Update from Entrada architect regarding current and future projects. WESTLAKE ACADEMY No items scheduled for this meeting T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Action Item Monday, April 25, 2022 TOPIC: Conduct a Public Hearing and consider approval of Ordinance 946, an ordinance approving the Town's participation in the Texas Enterprise Zone program and nominating Charles Schwab & CO., Inc. to the Office of the Governor Economic & Tourism through the Economic Development Bank as an Enterprise Project. STAFF: Jarrod Greenwood, Assistant Town Manager STRATEGIC ALIGNMENT High Quality Planning, Design & Planned / Responsible Municipal & Development - We are a desirable Preserve Desirability Development Academic Operations well planned, high -quality & Quality of Life community that is distinguished by exemplary design standards. CITMMARV Representatives from Ernst & Young, representing Charles Schwab & Co., contacted Town staff a few weeks ago to inform the Town that Charles Schwab & Co. desires to make application for a Texas Enterprise Zone status, meaning a successful application enables Charles Schwab & Co. to receive a state sales tax refund on taxable items purchased for the Westlake campus. In this application, there would be no refund of local sales tax collections. In 2020, Schwab announced their intention to move to Westlake, Texas in conjunction with their large-scale mergers and acquisitions of TD Ameritrade (for $26 billion) as well as the brokerage and investment business of USAA (for $1.8 billion). Schwab anticipates both transactions will add scale to help support Schwab's ongoing efforts to enhance client experience, provide deeper resources, and continue to improve their operating efficiency. Schwab, together with its affiliates, was headquartered in San Francisco, California. As of December 31, 2020, Schwab had $6.70 trillion in client assets, 29.6 million active brokerage accounts, 2.05 million corporate retirement plans participants, and 1.5 million bank accounts. Page 1 of 3 Schwab currently has operations throughout Texas and employs approximately 6,500 full-time equivalents in other Texas locations. Upon completion of the Westlake Campus, the qualified business site is expected to be 1.375 million square feet, with room for more than 6,000 employees. There are currently approximately 2,146 employees located at the qualified business site. From October 18, 2021, Schwab plans to invest approximately $22 million for new construction and building improvements to the Westlake campus, plus another $11 million for furniture, fixtures, and equipment, and technology purposes and another $7 million for building expansion and renovations for a total capital investment of $40 million. This investment will modernize the workspace to improve employee efficiency, provide modern technological upgrades, and increase space efficiencies. This project will create approximately 10 new full-time jobs as well as retain 490 full-time jobs for benefit during the enterprise project designation period, with an average annual salary of approximately $280,000. The project location will be named Schwab's new global headquarters, and thus replacing its previous San Francisco location. These employees will provide technology, business process support, and other professional services to assist the Schwab's operations located throughout the United States as well as globally to streamline and improve business processes and manage their operational risk to improve efficiency and achieve cost savings. The corporate headquarters of the combined companies located at the new Westlake campus will serve as the hub of a network of Schwab branches and operations centers. Technology support jobs envisioned for the center include computer network architects, computer systems analysts, financial analysts and managers. Business process support jobs envisioned for the center include business process redesign, business analysts, project and program managers, financial services operational, and middle office roles. Lastly, the relocation of some of the San Francisco jobs will bring over corporate headquarter positions such as, but not limited to, accounting, legal, human resources, etc. Schwab will maintain separate payroll and tax records relating to the business activity conducted at the qualified business site, does not have any transportation needs not currently met through existing local and state infrastructure, and does not anticipate any exports from this location. A designation as an enterprise project and potential tax savings for the Schwab campus in Westlake is very important. Schwab is committed to the State of Texas and the Town of Westlake and the incentives provided through the enterprise project designation will assist in offsetting the additional overhead and real estate costs associated with this Westlake modernization project. COUNCIL ACTION/OPTIONS • Approve the proposed Ordinance • Reject the proposed Ordinance STAFF RECOMMENDATION Staff recommends approval. FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Funding Source: N/A Contract: No Forms: N/A Page 2 of 3 Service Levels: The proposed Ordinance provides for representation on behalf of the Town regarding natural gas rates and services. DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: The proposed Ordinance does not impact Westlake Academy. Comprehensive Plan: The proposed Ordinance does not impact the Comp Plan. Cost Recovery Analysis: The proposed Ordinance is not not evaluated through the Cost Recovery Analysis Tool. Traffic Impact: The proposed Ordinance does not have any impact on traffic. ATTACHMENTS 1. Application 2. Ordinance Page 3 of 3 Texas Enterprise Project Application Office of the Governor Economic Development and Tourism Texas Economic Development Bank For Office Use Only: Date Received: ❑ Application Fee Submitted Project: Community: Received By: GOVERNOR GREG ABBOTT ECONOMIC DEVELOPMENT & TOURISM Texas Enterprise Zone Program Enterprise Project Application Instructions The program is administered by the Economic Development Bank (Bank) in the Office of the Governor Economic Development and Tourism Division (Office). The Texas Enterprise Zone Program promotes job creation and capital investment in economically distressed areas of Texas. The Texas Enterprise Zone Act (Act), Chapter 2303, Texas Government Code, encourages state and local incentives to induce private investment in these distressed areas. The Bank designates enterprise projects on a competitive basis through quarterly application rounds. Applications may be submitted no earlier than five business days before and must be received in the Office no later than 5:00 p.m. Central Standard Time on the day of the project deadline. Project deadlines are the first business day of the following months: September, December, March and June. Mail an original application in a three-ring binder assembled as provided in this document to the following address: Mailing Address: Street Address: Office of the Governor Office of the Governor Economic Development and Tourism Economic Development and Tourism Texas Economic Development Bank Texas Economic Development Bank Texas Enterprise Zone Program Texas Enterprise Zone Program 1100 San Jacinto 1100 San Jacinto Austin, Texas 78701 Austin, Texas 78701 (512) 936-0100 (512) 936-0100 Mail the application fee, made payable to Office of the Governor, under separate cover along with the last page of this application (Application Fee Memorandum) to: Mailing_ Address: Street Address: Office of the Governor Office of the Governor Attn: Financial Services Attn: Financial Services 1100 San Jacinto 1100 San Jacinto Austin, Texas 78701 Austin, Texas 78701 (512) 936-0100 (512) 936-0100 The check must clearly state the name of the project and the nominating jurisdiction. The fee must be received by the project deadline. Email a copy of this completed word document application to the Program Specialist. Note: DO NOT email any materials from Tabs 2-18. The Word document used to complete Tab 1 is the only material that should be emailed. Follow these procedures in order to send the document correctly: 1. Contact the Program Specialist via email (enterprisezone@gov.texas.gov) to inform him/her that the word document is ready to be emailed to the Office. 2. You will receive a Secure File Transfer Request email. Follow the link provided and attach the Word document to the email. For additional information on the Texas Enterprise Zone Program, contact the Texas Economic Development Bank at (512) 936-0100. POST OFFICE Box 12428 AusTIN, TEXAS 78711 * 512-936-0100 * cov.TExas.cov Instructions for Assembling the Application Completely fill out an application form with original signatures where indicated. Assemble the application form and required back-up documents in a three-ring, tabbed, hard back binder. Place the entire application form behind Tab 1. Place each tabbed document behind the corresponding tab. Three -hole punch each document and affix the document in the three-ring binder. Do not place documents in clear sleeves. Following is an explanation of the sections of the application (Roman numerals) as well as an explanation of tabbed items and the location of sample documents. If the information requested under a specific tab is not applicable, place a sheet of paper behind the tab indicating the tab number and stating that it is "Not Applicable". Any tab without information submitted or sheet of paper stating that the item is not applicable will be considered incomplete (material deficiency). An application that is submitted with four or more material deficiencies will be denied as incomplete. Material deficiencies are items such as any item requiring an original signature or any tabbed item. Further, it is imperative that information is consistent throughout the application. All sections are reviewed against each other and any sections that are inconsistent must be corrected. IMPORTANT NOTE: Do not send documents separate from the application binder. Documents that are not included in the original submission of the binder, unless requested through a deficiency letter, may or may not find their way into the binder once the binder is received. We cannot be responsible for completing application binders after they are received in our office. Any document that is not included in the binder at the time of submission may be considered a material deficiency. Assemble the three-ring binder tabbed as follows: Tab 1 The completed application form with all applicable original signatures and certifications. Do not include these instruction pages with your application. Only include the actual application form following this section. Do not distribute the application form throughout the tabs. Following is an explanation for each section of Tab 1. I. Application Fee. Indicate which application fee amount has been submitted under separate cover as instructed: $500 for half enterprise project status, $750 for enterprise project status, $1,500 for double jumbo enterprise project status or $2,250 for triple jumbo enterprise project status. The check must clearly state the name of the project and the nominating jurisdiction. The fee must be received no earlier than one week before, and no later than the project deadline. II. Public Hearing(s). Fill in the appropriate dates. If the project is being nominated by resolution (only if the nominating jurisdiction has already passed an ordinance or order nominating a qualified business for enterprise project status and electing to participate in the enterprise zone program and the local incentives are the same as outlined in the original ordinance or order) state that this section is "not applicable", then place a sheet of paper behind each applicable Tab (tabs 2 through 5) stating that the tabbed item is "not applicable". III. Official Action. Check the appropriate action and attach an original of the document. If the nomination is through resolution, complete the information for the original nominating ordinance or order as well as the resolution and attach a copy of the applicable ordinance or order. IV. Designation Sought / Allocation(s) Available. Indicate designation sought and the number of designations allowed for the jurisdiction. Jurisdictions with a population of less than 250,000 are allowed up to six designations during a state biennium. Jurisdictions with a population of 250,000 or more are allowed up to nine designations. Population is based upon the 2010 decennial census, and designations are limited to statewide availability. V. Qualified Business Site. Provide the main address for the qualified business site that is verifiable by the local appraisal district. This address will be used to verify the block group used to determine enterprise zone location. Attach appropriate map showing the location of the qualified business site. Provide documentation from the county appraisal district of the governing jurisdiction for the qualified business site. If the qualified business site is located within a municipality's city limits or extraterritorial jurisdiction (ETJ), the municipality must nominate the qualified business for enterprise project designation. If the qualified business site is located outside of a municipality's city limits or ETJ, the qualified business must be nominated by the applicable county for enterprise project designation. Exception: A county may nominate a project located inside a municipality's city limits or extraterritorial jurisdiction for designation if the municipality is located inside the county and an interlocal agreement has been executed between the county and the municipality. Rev.6.1.17 (Texas Enterprise Zone Program) Instructions ii In determining the poverty rate for each county for the purposes of establishing which counties qualify under the definition of a distressed county, we used data from the American Community Survey for the period 2006 — 2010. The 2009-2013 period should be used under the self -evaluation section of the application for poverty level of the nominating jurisdiction. If there is more than one location in the jurisdiction to be included under the designation, provide an explanation how the activities that are performed at the additional location contributes to the project or activity at the qualified business site, as well as a map showing the proximity of all of the locations to be included in the designation to the qualified business site. If the activity at the additional location does not directly relate to the project or activity at the qualified business site, a separate enterprise project application must be completed for the additional location within the jurisdiction and the activities cannot be combined between the two locations. Please note: the address listed as the qualified business site on page 3 of the application is the only site that can be used to determine distress for purposes of qualification of the area as an enterprise zone. Only mark categories and include backup documentation for the qualified business site. The local business liaison must be located at the listed qualified business site. VI. Community Effort. Briefly describe efforts by the governing jurisdiction within the last year to encourage participation by residents, neighborhood groups and other businesses in the area. Identify community efforts to revitalize the area by implementing or supporting programs such as rebuilding neighborhoods, or creating public -private partnership programs, etc. VII. Business Activity in the Area. Briefly describe the type of business activity that has occurred within the last two years to revitalize the area of the qualified business site. In addition, estimate and describe the privately - sponsored investment or in -kind services used to improve the area or create jobs (i.e. infrastructure, day care facilities, adopt -a -school, paint fix -up programs, literacy or other special training). VIII. Business Information & Structure. The exact legal name under which the business is seeking designation must correspond with the nominating ordinance, order or resolution, and must match the corporate resolution. Provide the requested information regarding structure and ownership of the business, as well as participation in the project or activity. IX. Additional Participating Entities. Complete an Additional Participating Entities form for each entity in the business controlled group that will have a role in the project or activity, either by making capital investment at the qualified business site for the project or activity, paying state sales and use taxes at the qualified business site for the project or activity, or hiring employees at the qualified business site for the project or activity in the name of the participating entity. The Additional Participating Entities form may be found on page 9 of the application. Only complete the form for the parent company if the parent company will be directly making capital investment at the qualified business site for the project or activity, paying state sales and use taxes for the project or activity at the qualified business site, or directly hiring employees for the project or activity at the qualified business site. Provide a flow chart showing the legal business structure which includes each additional participating entity in the business controlled group that will have a role in the project or activity, either by paying state sales and use taxes on qualifying items, or hiring employees in the name of the participating entity. NOTE: expenditures made and new and/or retained jobs for benefit by an additional participating entity must be located at the qualified business site and must be directly related to the project or activity in order to qualify. X. Business Type. Indicate applicable type of business, NAICS (website: http://www.census.gov/eos/www/naics/ ). XI. Industry Cluster. Indicate whether the business falls within one of the cluster categories. Definitions of targeted industry clusters can be found at the following website: htips://,i4ov.texas.,i4ov/business/pa_eg /target - industries XII. Market for Product or Activity. Indicate the market for the product or activity and whether the business exports the product internationally. XIII. Existing Jobs at Other Texas Locations. Provide a listing of Texas cities where the business has one or more locations, along with the total number of employees in each city (attach additional pages as necessary). Rev.6.1.17 (Texas Enterprise Zone Program) Instructions iii XIV. Primary Business Representative. Provide the requested information for the business representative that has the authority to act on behalf of the business. Designation of the primary business representative must be granted by corporate resolution, articles of incorporation, power of attorney or other legal instrument approved by the business. The primary business representative must sign the application on behalf of the business. XV. Local Business Representative. Provide the requested information for the contact person that is to be located at the qualified business site. The local business representative must work for the qualified business, be located at the qualified business site and must sign the application. Note: if the local business representative has not yet been hired, provide all of the applicable information for the qualified business site, indicate the job title for the intended local business representative, and indicate that the position is currently vacant. However, please be aware that the local business representative must be filled and located at the qualified business site as soon as the site is available. XVI. Project Description. (See Tab 12 below for required elements.) XVII. Project. Check all categories that apply to the project or activity. Statute does not allow benefit for jobs moved from one Texas jurisdiction to another Texas jurisdiction. XVIII. Project Characteristics. Check all categories that apply to the project or activity. XIX. Projected Dates and Milestones. Provide projected dates for each category as applicable. Activity that occurs outside of the 90-day window may not be claimed for benefit. XX. Projected Capital Investment. Provide projected dollar amounts for each category, with a detailed description of each category of capital investment for the proposed project or activity. Expenditures for routine and planned maintenance required to maintain regular business operations are only considered qualified capital investment if there will be a measurable increase in production capacity or if the expenditures will result in increased productivity which may be expressed as a decrease in the overall cost per unit produced. The designated qualified business must make the investment, pay state sales and use taxes, and create the jobs in order to receive benefit. NOTE: if using a contractor to construct the facility, a "separated contract" (a contract in which the agreed contract price is divided into separately stated prices for materials and labor) must be executed. If a "lump sum" contract is executed, a claim for refund of taxes invoiced to, and paid by, a third party will not qualify for a refund under this Program. Please call the Comptroller of Public Accounts' Office at 1-800-531-5441 ext. 33900 if you have any questions regarding this issue. XXI. Existing Jobs at the Qualified Business Site. Provide the total number of positions for each category. This information will be used as a baseline for the project or activity, based on full-time positions only. Note: the Development Corporation Act, as amended, Chapter 501 Local Government Code. XXII. Full-time Jobs for Benefit. Indicate by checking the appropriate box or boxes the type of jobs for benefit. Provide the information requested for new jobs to be created as a result of the project or activity. To receive a designation for the retained jobs benefit, a qualified business must submit to the governing body liaison a written request, signed by the primary business representative, for the retained jobs benefit including documentation verifying which retained jobs criteria is being met, and how it qualifies. If the criteria to be used is "Business facility has been legitimately destroyed or impaired due to fire, flood, tornado, hurricane, or any other natural disaster (Chapter 2303.406(a)(4)(F))", include the projected dollar amount of damage to the facility as a direct result of the natural disaster, and outline any additional projected expenditures relating to upgrade of the facility outside repairs related to the natural disaster. Once the governing body liaison has verified the documentation and has determined that a retained job criteria has been met, the governing body liaison must complete this section of the application and sign the verification. Documentation will be reviewed by the Bank during the application review process for qualification. NOTE: part-time, leased, contract, seasonal, temporary, and construction jobs, or any jobs transferred from one jurisdiction in Texas to another jurisdiction in Texas do not qualify as new jobs, and will not be eligible to receive state benefits. All jobs must meet the statutory requirement that they perform at least 50% of their time at the qualified business site unless the person's job responsibility is to transport or deliver the enterprise project's goods or services. All employees must be residents of the State of Texas in order to qualify for program benefits. XXIII. Commitment to the Community. Indicate by checking "yes" or "no" whether the business commits to the program -targeted activities. Rev.6.1.17 (Texas Enterprise Zone Program) Instructions iv XXIV. Additional Project Commitments. Outline the company's commitment to the community by specific recipient and dollar value of anticipated contribution(s) during the designation period. XXV. Source of Funding. Provide the requested information. The nominating body (city or county) is responsible for determining financial viability of the project or activity. A review of the business' audited status for the business for the last three years is recommended. XXVI. Property Access. Check the appropriate box to correspond with the documentation provided. XXVII. Status of Permits. Check the appropriate box regarding the status of permits and provide an explanation. XXVIII. Concurrent Designation. A qualified business that is currently designated as an enterprise project may apply for an additional enterprise project designation at the same qualified business site. Records regarding capital investment, jobs created and/or retained and state sales and use taxes on qualifying items must be kept separate. Each designation must qualify under separate investment and jobs. Capital investment and jobs cannot be counted under more than one designation. For example, benefit cannot be received for new jobs (or retained jobs) under one designation and then the same jobs qualify as retained jobs under a concurrent designation. XXIX. Self -Evaluation. Complete the self -evaluation of the application, providing backup documentation for all points taken under Tab 17. All Self -Evaluation documentation must be included in the initial application otherwise no points will be awarded for this section. By statute, each project round is a competition, with each application being scored based on three categories. As a result of the statutory structure of the scoring mechanism, we not only look at the total score of the prospective project, but we also look at the score of each category, weighed against other nominated projects in the round. The local effort demonstrates the community's commitment to the qualified business through the community's willingness to offer local incentives. The average weekly wage for the jobs for benefit MUST be at or above the average weekly wage for the county in order for the application to be considered. Scores will be reviewed and verified by the Bank, and state priority points will be awarded based upon ranking within the round. The Bank reserves the right to adjust scores based upon the application content and verified documentation. Points will be deducted if instructions are not followed for each section. Distress of the Area: Provide backup documentation for ALL areas for which points are taken. In determining the poverty rate for each county for the purposes of establishing which counties qualify under the definition of a distressed county, we used data from the American Community Survey for the period 2006 — 2010. The 2009- 2013 period should be used under the self -evaluation section of the application for poverty level of the nominating jurisdiction. Points will not be awarded if backup documentation is not provided. Local Effort: The local effort score is based on the nominating ordinance or order (incentive must be listed specifically in the nominating ordinance or order.) Check local incentives offered and record points earned up to the maximum of 53 points. Take points in black if included in the local order and take points in red if incentive is included in the local order AND actually delivered to the project. For points in Red, attach copy of executed incentive contract(s) in Tab 17. Points will not be awarded if the local incentive is not included in the local order or ordinance. NOTE: The Local Effort score is based both on incentives available in the jurisdiction (as evidenced by ordinance or order) and the local incentives actually delivered to the project by the jurisdiction. In order to receive points for incentives actually delivered, a copy of the executed incentive agreement(s) must be included in Tab 18. Further, points may not be earned for state incentives, i.e. Skills Development, Texas Capital Fund, etc. Private Effort: Commitment to the Community (If taking 3 points for any program below, please provide a description of the program and contact name & numbers in Tab 18.) Points will not be awarded if the program description and contact name & numbers are not present in Tab 18. In the program description, please provide a detailed summary about the focus of the program and how it helps the local community. If the project has made a donation to a program that fits the criteria of this section, please provide Rev.6.1.17 (Texas Enterprise Zone Program) Instructions v documentation that the donation was made in Tab 18. The Bank reserves the right to adjust scores based upon the verified documentation. XXX. Certification of Application. Provide the requested information for the governing body liaison. Liaison must provide original notarized signature certifying accuracy of application. The person assigned the role of governing body liaison in the nominating ordinance or order must sign the certification of the application, further certifying that they have read the Act and the Rules and are familiar with the provisions contained therein. XXXIa and XXXIb. Qualified Business Certification and Agreement. The primary business representative and the local business liaison must review the listed commitments and sign (notarized) that the commitments made are understood, that they have read the Texas Enterprise Zone Act (Chapter 2303, Texas Government Code) and the Enterprise Zone Program Rules (10 TAC 176), and are familiar with the provisions therein, and that the application is true and correct. The local business liaison must work for the qualified business (not the governing jurisdiction), and must be located at the qualified business site. If the local business liaison has not been hired at the time of application, indicate the title of the local business liaison in the appropriate place, and on the line for "printed name" state "position currently vacant". XXXII. Participating Consultant Form. Complete a Participating Consultant Form for any consultant participating in the application process. We will only discuss the application with the person listed on the form. XXXIII. Application Fee Memorandum. Complete the Non -Refundable Application Fee Memorandum and submit under separate cover, along with a check or money order made payable to Office of the Governor to the address listed above. The application fee must be received by the application deadline in order for the application to be considered for designation during the round. Tab 2 A certified copy of the government posting, posted at city hall or the county courthouse, as applicable. Posting must occur at least seven days prior to the public hearing and must contain the following items: date, time and location of the hearing; the name and address of the proposed project being nominated; the designation being sought (enterprise project, double jumbo enterprise project or triple jumbo enterprise project) and notice that tax incentives will be discussed, if applicable. Tab 3 A publisher's affidavit and a copy of the public notice, published in a newspaper of general circulation for the area. By statute, the newspaper notice must occur at least seven days prior to the public hearing, and must contain the following items: date, time and location of the hearing, the name and address of the proposed project being nominated, the designation being sought (enterprise project, double jumbo enterprise project or triple jumbo enterprise project) and notice that tax incentives will be discussed, if applicable. Tab 4 A copy of the notice of the public hearing sent to the Bank prior to the public hearing. The notice must be submitted to the Bank by the nominating governing body (municipality or county), not an EDC, consultant, etc. Tab 5 Certified copy of the minutes of all public hearings held with regard to the application. The public hearing must occur prior to the adoption of the ordinance or order, or the ordinance or order is null and void. Tab 6 If a county is nominating a project that is inside the jurisdiction of a municipality within that county, then an interlocal agreement needs to be completed. The agreement must contain the following: • States which governing body has the administration authority under Section 2303.201, which states that the governing body of an enterprise zone is the governing body of the municipality or county with jurisdiction over the area designated as an enterprise zone • States that both the county in which the project or activity is located and the municipality in whose jurisdiction the project or activity is located approve the nomination of the project or activity • States the active designation period of the agreement • States the legal name of the company being considered for designation and the street address or metes and bounds of the qualified business site • Contains original signatures from the City Manager and the County Judge, and attested by the City Secretary and the County Secretary as authorization from each governing body to the contract Rev.6.1.17 (Texas Enterprise Zone Program) Instructions vi Tab 7 Certified copy of nominating ordinance, order or resolution, as applicable, with original signatures or original certification. If a nominating ordinance or order has been passed for a previous project on or after September 1, 2003, the nominating jurisdiction may nominate subsequent projects by resolution if the local incentives offered are the same as outlined in the ordinance or order. If the project is nominated by resolution, provide a reference to the prior ordinance or order, and place a copy of the ordinance or order behind the nominating resolution. This does not prohibit a municipality or county from extending additional incentives, including tax incentives, for business enterprises by a separate ordinance or order after a new public hearing with all of the required notices is held. Do not include "and its subsidiaries", or any similar language when stating the name of the business being nominated for designation. Any additional entity, including subsidiaries, may be allowed to participate in the designation through an Additional Participating Entities Form. A sample ordinance/order, as well as a sample nominating resolution, may be found at the following website: https:Hgov.texas.gov/business/page/texas-enterprise-zone-program under the "Application Materials" Headline. The first project nominated by the jurisdiction must either be by city ordinance or county court order, as applicable, and must: • identify and summarize local incentives available within the governing body's jurisdiction (at least one local incentive must be offered by the nominating jurisdiction); • designate a governing body liaison, by position title, to communicate and negotiate with the Office, enterprise project(s) and other entities affected by the enterprise zone program; • nominate the project or activity for half enterprise project, enterprise project, double jumbo enterprise project, or triple jumbo enterprise project designation, as applicable; • state the exact legal name of the business; • state whether or not the project or activity to be nominated for project status is located in an enterprise zone under the Act, or outside of an enterprise zone; • state the date the project is scheduled to end; and • state that a public hearing was held, and include the date the public hearing was held with regard to nomination of the project. The public hearing must occur prior to passing the nominating ordinance or order, or the ordinance or order is null and void. If a resolution is passed to nominate the project or activity, the resolution must be a certified copy, with original signatures or original certification, as applicable, and must: • state the exact legal name of the business; • nominate the project or activity for half enterprise project, enterprise project, double jumbo enterprise project, or triple jumbo enterprise project designation, as applicable; • state whether or not the nominated project or activity is located in an enterprise zone, or outside of an enterprise zone; • state the date the project is scheduled to end; • state that the local incentives offered are the same as those made available in the previously issued ordinance or order; and • reference, by number, the original ordinance or order, with the date passed and approved. Tab 8 To determine if a qualified business site is located in an enterprise zone, go to the following website: https:Hf4ov.texas.,i4ov/business/page/texas-enterprise-zone-program, and click on "Enterprise Zone Finder" and fill in the address and zip code of the qualified business site. If the 2010 lookup states that the qualified business site is not in an enterprise zone, you may just print the screen and place behind Tabs 8 and 9. If the 2010 lookup states that the qualified business site is in an enterprise zone, provide an official U.S 2010 Census map showing the entire location of the qualified business site. The census map must include all block groups that the site resides within. Tab 9 Provide backup documentation for the applicable category. Criteria for distressed county. Documentation for distressed county criteria can be found at the following website: https://gov.texas.gov/business/page/texas-enterprise-zone-program under the "Texas Enterprise Zone" headline. Poverty level for block group. Documentation for 2010 Census Block Group can be found at the following website:: https:Hgov.texas.gov/business/page/texas-enterprise-zone-program under the "Texas Enterprise Zone" headline. Rev.6.1.17 (Texas Enterprise Zone Program) Instructions vii Tab 10 Provide Certificate of Corporate Resolution with original signatures. A sample Corporate Resolution may be found at the following website: https:Hf4ov.texas.gov/business/page/texas-enterprise-zone-pro_r�am under the "Application Materials" Headline. The corporate resolution must: • approve the enterprise project application; • name the primary business representative authorized to sign on behalf of the business any contracts or forms for the enterprise project application; • authorize and direct person to certify to any interested part that the resolution has been duly adopted, is in full force and effect, and is in accordance with the provisions of the charter and by-laws of the business; and • contain a corporate seal or be notarized. Tab 11 Provide the document which indicates the authority to do business in Texas by the Texas Secretary of State. Tab 12 Provide a description and introduction of the project or activity, in the form of a letter addressed to the governing body representative and the Bank, on company letterhead, signed by the primary business representative. The letter must include: • a general description of the business structure; • the location of the parent company and/or corporate headquarters, if applicable; • a summary of location(s) currently in Texas, including the current number of employees statewide; • history and description of the qualified business and its products and/or services; • the nature of the business, including markets and transportation needs; • a description of the company's export history, if applicable; • total sales/revenue; • the number of employees currently located at the qualified business site; • a description of the project location (qualified business site) and intended use; • a description of each additional location within the nominating jurisdiction that is to be included in the designation, including proximity to the qualified business site, with an explanation how the activities that are performed at the additional location(s) contribute to the project or activity at the qualified business site, if applicable; • a summary of short and long-term plans for expansion at the qualified business site; • projected dates; • a detailed description of expected capital investment; • a summary of jobs to be created and/or retained for benefit during the designation period; • a detailed description of each additional participating entity's role within the corporate structure and their role with regard to the project or activity (list each participating entity, how they relate to each other, and what their role is within the project or activity), if applicable; and • a statement from a franchise or subsidiary, if applicable, that the business will maintain separate payroll and tax records of the business activity conducted at the qualified business site. Tab 13 Provide a breakdown of the types of existing full-time jobs at the qualified business site to be used for baseline purposes only. The breakdown must include: • six -digit Standard Occupational Code (website: http://www.bls.gov/soc/) and/or categories of existing jobs by detailed job titles; • number of positions in each category; and • salary range or hourly rate for each. If using salary range please include a column with the average wage. Tab 14 Provide a breakdown of the types of new jobs to be created at the qualified business site. All jobs must meet the statutory requirement that they perform at least 50% of their time at the qualified business site unless the person's job responsibility is to transport or deliver the enterprise project's goods or services. The breakdown must include: • six -digit Standard Occupational Code (website: http://www.bls.gov/soc/ ) and/or categories of existing jobs by detailed job titles; • number of positions in each category; and • salary range or hourly rate for each. If using salary range please include a column with the average wage. Rev.6.1.17 (Texas Enterprise Zone Program) Instructions viii Tab 15 Provide a breakdown of the types of jobs to be retained at the qualified business site for benefit. All jobs must meet the statutory requirement that they perform at least 50% of their time at the qualified business site unless the person's job responsibility is to transport or deliver the enterprise project's goods or services. The breakdown must include: • six -digit Standard Occupational Code (website: http://www.bls.gov/soc/ ) and/or categories of existing jobs by detailed job titles; • number of positions in each category; and • salary range or hourly rate for each. If using salary range please include a column with the average wage. Include the original request by the business to the governing body signed by the primary business representative, as well as the documentation which verifies the qualifying criteria behind Tab 15. Tab 16 Provide a copy of the executed documents which indicate access to the qualified business site property. Tab 17 Provide a breakdown of the types of jobs to be created and/or retained at the qualified business site for benefit under each concurrent designation. The breakdown must include: • six -digit Standard Occupational Code (website: http://www.bls.gov/soc/ ) and/or categories of existing jobs by detailed job titles; • number of positions in each category; and • salary range or hourly rate for each. If using salary range please include a column with the average wage. Tab 18 Provide backup documentation for each category checked under Distress of the Area. The maximum number of points that may be earned under Distress of the Area is 85. If backup documentation is not present in Tab 18, points will not be awarded. Points for any local incentive checked in Local Effort may only be received if the local incentive is outlined in the nominating ordinance or order as an incentive as provided in the note under XXVIII Self - Evaluation. If the local incentive is not present in the nominating ordinance or order points will not be awarded. For points in red, please provide a copy of the executed incentive agreement(s). If a copy of the executed incentive agreement(s) is not present in Tab 18, points will not be awarded. The maximum number of points that may be earned under Local Effort is 53. The maximum number of points available under Private Effort is 75 and is based on Commitment to the community, average weekly wage for the jobs for benefit, the number of jobs for benefit, projected capital investment, employee benefits provided, type of jobs (based on NAICS) and industry cluster. For any commitment in which 3 points are taken, please provide a summary of the program as well as a contact name and number for the program administrator. If the summary of the program AND the contact information for the program administrator are not present in Tab 18, points will not be awarded. To find the County Average Weekly wage, Go to the following website https://texaslmi.com/LMIbyCategoDL/QCEW, and follow the instructions below. Section 1: Select COUNTY Section 2: Select the County you are researching i.e. "ANDERSON" Click CONTINUE Section 3: Select year — "20##" (use the most recent year for which all four quarters are available) Section 4: Select Time Period — select ALL Click CONTINUE Section 5: Select Industry Code — NAICS Section 6: Select Ownerships — select ALL Section 7: Select Division — select ALL Click CONTINUE Section 8: Select Industries — select TOTAL, ALL INDUSTRIES Section 9: Select Data Series — select AVG WEEKLY WAGES Order by: select AREA VIEW DATA Rev.6.1.17 (Texas Enterprise Zone Program) Instructions ix Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Town of Westlake ® Non-refundable Application Fee submitted, made payable to Office of the Governor in the amount of: ❑ $500 for a Half Enterprise Project ® $750 for an Enterprise Project ❑ $1,500 for a Double Jumbo Enterprise Project ❑ $2,250 for a Triple Jumbo Enterprise Project Copy Attached ►1 ■❑ Public Hearing Held Government Posting (Tab 2) Published in Newspaper of General Circulation (Tab 3) Notice of Hearing to the Economic Development Bank (Tab 4) Transcript or Minutes of all Public Hearings Held Attached (Tab 5) Interlocal Agreement (Tab 6) OFFICIAL ACTION Nominating Ordinance or Order Attached (Tab 7) Ordinance/Order No. TBD Date Passed Nominating Resolution Attached, if applicable (Tab 7) Resolution No. Date Passed Enterprise Project (counts as one designation) Double Jumbo Enterprise Project (counts as two designations) Triple Jumbo Enterprise Project (counts as three designations) Number of Designations Allocated to this Jurisdiction per State Biennium (six or nine) Number of Designations Already Used this State Biennium Date TBD TBD TBD TBD TBD Number of Designations Represented in this Application Number of Designations Applied for including Other Application(s) applied for during this Round Number of Project Designations Remaining for Governing Body if all Applications are Approved Not Applicable ❑ ❑ Yes —or- ❑ Yes —or- El Yes 6 0 1 1 5 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 1 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Nominating Jurisdiction Nominating Jurisdiction Charles Schwab & Co., Inc. Town of Westlake If Nominating Jurisdiction is a Municipality, skip to Primary Business Address of the Qualified Business Site Population of Nominating County at 2010 Census ❑ Population is Less than 1,000,000: The qualified business site IS NOT located in a municipality's city limits or ETJ ❑ It is Not ❑ Population is 1,000,000 or more: Is the qualified business site located in a municipality's city limits or ETJ? ❑ Yes ❑ No If yes, which municipality? Primary Business Address of the Qualified Business Site Street Address 3000 Schwab Way City Westlake State TX Zip 76262 - County where Qualified Business is Located Denton Census Map: Official U.S. Census Map showing the entire location of the Qualified Business Site is attached (location of qualified business site must be clearly marked on map) (Tab 8) ►1 - Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 2 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. PROVIDE BACKUP DOCUMENTATION (choose one) ❑ Check here if located at a Qualified Business Site in a Distressed County* Poverty Level of the Distressed County at the 2010 Decennial Census Percent of Adult Population that Does Not Hold a High School Diploma or Equivalency 25 years and older at the 2010 Decennial Census Unemployment Rate for the Distressed County for the Most Recent Five Years Year: 20 Rate: Year: 20 Rate: Year: 20 Rate: Year: 20 Rate: Year: 20 Rate: Backup Documentation Attached (Tab 9) ❑ Yes --OR-- 2010 Census Tract 203.06 Block Group: 1.® 2.❑ 3.❑ 4.❑ S.❑ 6.❑ 7.❑ B.❑ 9. ❑ ❑ Check here if located in a block group that IS an enterprise zone Poverty Level of the 2010 Census Block Group (20% or more) Backup Documentation Attached — 2010 Poverty Data (Tab 9) ❑ Yes --OR-- ® Check here if located in a block group that IS NOT an enterprise zone Poverty Level of the 2010 Census Block Group (less than 20%) 0.00% Backup Documentation Attached — 2010 Poverty Data (Tab 9) ® Yes List all additional census tract block groups that the qualified business site encompasses: *Note: Current updated listing of Distressed counties can be found at: https://gov.texas.gov/business/page/texas-enterprise-zone-program under "Teas Enterprise Zones" and is helpful for obtaining much of the requested information in this section. Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 3 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. No Additional Addresses to be Included in Designation Provide the address of any additional location to be included in this designation and a detailed explanation how the activities that are performed at the additional location contribute to the project or activity at the qualified business site. List each additional address separately, with explanation following. Provide a map of the proximity of all locations including, the qualified business site behind this page. Left blank intentionally Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 4 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Briefly describe efforts by the governing jurisdiction during the last year to encourage participation by residents, neighborhood groups, and other businesses in the area. Identify governing jurisdiction's efforts to revitalize the area. As a community that is continuing to develop, the Town of Westlake is currently growing at a rate of 6% annually and its population has increased 77% since the most recent census, which recorded a population in 2010. The Town of Westlake is known for its scenic beauty of rolling hills dotted with majestic Post Oaks and quiet ponds. The Town's rural character and stewardship of its valuable natural features is recognized and honored as a model development in the State of Texas. Dedication to protecting the Town's rural character, while adapting to change and growth, has led to the creation of the F.M. 1938 Master Plan. The primary purpose of the Master Plan is to reinforce the rural character by creating strong visual identity for the area through the implementation of intensive landscaping, signature gateways and pedestrian friendly amenities. The Vision of Westlake is to maintain its open spaces in balance with distinctive development, trails, and quality of life amenities amidst an ever expanding urban landscape. The vision is reflected in some key objectives of the Town's Comprehensive Plan: - Ensure a stewardship of the natural features of the land - Ensure that new development is in the best long-term interests of those who choose to live and work in the community - Maintain a rural character throughout the township - Protect the quality and character of existing development - Provide services and amenities for both resident and employee populations visiting Westlake In addition, the Town of Westlake hosts many events throughout the year such as: - Masterworks Free Concert Series - Arbor Day - Decoration Day - Classic Car Show - Community Tree Lighting - Historical Marker Dedication Days Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 5 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Briefly describe the type of business activity that has occurred during the last two years to revitalize the area. Estimate and describe the privately -sponsored investment or in -kind services used to improve the area or create jobs. Over 50 Employers call Westlake their home and a daytime population of more than 13,500. A few major developments and planned developments who have expanded or relocated to Westlake is as follows: - Knolls at Solana (Residential) - Entrada (Residential) - Solana Business Park (Commercial) - Quail Hollow (Residential) - Granada (Residential) - Fidelity (Commercial) - Deloitte University (Commercial) - Charles Schwab (Commercial) - Goosehead Insurance (Commercial) Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 6 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Exact Legal Name Under Which the Business is Seeking Designation Charles Schwab & Co., Inc. Federal Tax ID Number 94-1737782 Comptroller of Public Accounts Number 19417377827 ® Attach Certificate of Corporate Resolution authorizing the Enterprise Project Application (Tab 10) Does the Qualified Business have a State Sales and Use Tax liability? Is business current on tax payments with the State of Texas? If not current on tax payments to the State, explain Does the company currently have facilities in Texas? Does the company have the authority to do business in Texas? ® Yes ❑ No ►1�Mw ® Yes ❑ No ® Yes ❑ No Check Applicable Documents indicating authority to do business in Texas from the Texas Secretary of State and attach a copy (Tab 11) ❑ Articles of Incorporation ® Certificate of Existence or Status ❑ Assumed Name Certificate ❑ Other ❑ Certificate of Formation Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 7 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. What is the structure of the company? ❑ Privately Held Corporation ❑ ❑ Publicly Held Corporation ❑ ❑ Limited Liability Corporation (LLC) ❑ ❑ Sole Proprietorship Is the Qualified Business a Franchise? Is the Qualified Business a Subsidiary? List any person or entity that has over 5% ownership in the business (Attach additional page behind this page as needed) Number of Years in Business Number of Employees Worldwide 32,000 Parent Company The Charles Schwab Corporation Years Parent Company in Business 20 Location of Parent Company 3000 Schwab Way Partnership Limited Partnership (LP) Other ❑ Yes ® No ❑ Yes ® No Name Percent Charles R. Schwab 10% City Westlake State TX Zip 76262 - Will any other entity of the controlled group be financially involved with this proposed enterprise project or activity? ❑ Yes ® No If yes, provide an Organization Chart of the Business Structure behind this page ❑ It is Attached Also, if yes, list each participating entity below and complete an Additional Participating Entities form (page 9 of this application) for each entity in the business controlled group participating in the project or activity Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 8 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Not Applicable Complete the following information, including a contact, for each related entity that is a member of a controlled group that is necessary to the project or activity Prefix First Name Last Name Title Organization Street Address Mailing Address City Phone Number Email Address Federal Tax ID No. State Zip Fax Number Comptroller of Public Accounts No. _ Provide a detailed description of this entity's role with respect to the project for each applicable category. ❑ Capital Investment for Use at the Qualified Business Site ❑ Direct Payment of State Sales and Use Taxes for Items Used at the Qualified Business Site ❑ Employment of Employees at the Qualified Business Site Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 9 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Check all that apply ❑ Energy ❑ Consumer / Non -Cyclical ❑ Basic Materials ❑ Healthcare ❑ Capital Goods ® Financial ❑ Transportation ❑ Technology ❑ Consumer / Cyclical ❑ Telecommunication Services ❑ Services ❑ Utilities ❑ Manufacturing NAICS Code: 523120 SIC Code: Primary Product or Service: Securities Brokerage for Charles Schwab If applicable, identify the targeted industry cluster within which this project falls. ❑ Advanced Technologies and Manufacturing, including four sub -clusters: Nanotechnology and Materials; Micro - electromechanical Systems; Semiconductor Manufacturing; Automotive Manufacturing ❑ Aerospace, Aviation and Defense ❑ Biotechnology and Life Sciences, not including medical services ® Information and Computer Technology, including three sub -clusters: Communications Equipment; Computing Equipment and Semiconductors; Information Technology ❑ Petroleum Refining and Chemical Products ❑ Energy, including three sub -clusters: Oil and Gas Production; Power Generation and Transmission; Manufactured Energy Systems ❑ None Apply MARKET FOR PRODUCTOR SERVICE ❑ Local ❑ Exporter (International) ❑ Regional ® Non -Exporter ❑ National ❑ International Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 10 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. No other Locations in Texas ❑ city Number of Jobs Austin 2,700 Dallas 88 El Paso 488 Fort Worth 16 Frisco 9 Houston 48 Midland 3 Richardson 9 San Antonio 153 Southlake 2,286 Sugar Land 8 The Woodlands 16 Westlake (Non OBS) 865 Total Jobs, Other Texas Locations 6,717 (Attach additional pages behind this page as needed.) Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 11 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Prefix Mr First Name Mark Last Name Keller Title Organization Charles Schwab & Co., Inc. Street Address 9875 Schwab Way Mailing Address 9875 Schwab Way City Lone Tree State CO Zip 80124 - Phone Number 720-418-3964 Fax Number Email Address mark. keller(aschwab Company Website https://www.schwab.com/ Prefix Mrs First Name Shelby Last Name Norman Title Regional Property Manager Organization Charles Schwab & Co., Inc. Street Address 3000 Schwab Way Mailing Address 3000 Schwab Way City Westlake State TX Zip 76262 - Phone Number 817-584-6043 Fax Number Email Address shelby.norman@schwab.com Company Website https://www.schwab.com/ Is the Local Business Liaison currently located at the Qualified Business Site? ® Yes ❑ No If not, when do you anticipate relocation to the Qualified Business Site? ® Description of the project in the form of a letter addressed to the governing body liaison and the Economic Development Bank on company letterhead signed by the primary business representative attached (Tab 12) Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 12 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Check all that apply ❑ None Apply ❑ New Business / Start-up ❑ Relocation from Out -of -State ❑ Open New Location ® Expansion (newjobs) ❑ Relocation within Nominating Jurisdiction ❑ Consolidation (jobs being moved from one jurisdiction in Texas to another cannot be claimed for benefit) ❑ Relocation within Texas (jobs being moved from one jurisdiction in Texas to another cannot be claimed for benefit) Relocating From: iP/[i[ 1�Ii[��i.[ ��TiCi��[iTITi�Z�IL��II� II���`i1LK Y�3��11 " IIZ L�I�I IiL�7[[iRiLZ�IIL�11�111�Z�t�3iT7-IM"7TA11TSTMOP Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 13 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Check all that apply, provide a description of the related capital investment for each category ❑ Construct New Facility ( Sq. ft) ❑ Expand Existing Facility (by Sq. ft.) ® Renovate Existing Facility ® Upgrade / Repair Facility ❑ Upgrade Existing Machinery & Equipment ® Purchase New / Additional Machinery & Equipment Provide the estimated date for each category (90-day window and end project designations, exact date). If a category does not apply, leave blank. 90-Day Window Begin Construction Construction Complete Purchase Machinery & Equipment Begin Hiring New Employees Begin Operations Fully Operational End Project Designation 10/18/2021 10/18/2021 3/1/2027 10/18/2021 10/18/2021 10/18/2021 3/1/2027 3/1/2027 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 14 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Land Building Construction $22,000,000.00 Labor on Construction Building Expansion/Renovation Costs $77,000,000.00 Machinery & Equipment Other Tech FFE $11,000,000.00 Total $40,000,000.00 What percent of the projected capital investment is for routine and planned maintenance, including, but not limited to "turnarounds", required to maintain regular business operations? 0.00% Provide a detailed description of each cateaory of capital investment for the Dr000sed Droiect or activitv. The estimated total capital outlay of $40M will be used to invest approximately $22M for new construction and improvements to the Westlake campus, plus another $7M building expansion/renovations, plus another $11M for furniture, fixtures, and equipment, and technology purposes. This investment will modernize the workspace to improve employee efficiency, provide modern technological upgrades, and increase space efficiencies. Attach a breakdown of types of existing full-time jobs by six -digit Standard Occupational Code and/or title, and the salary range or hourly rate for each (Tab 13) Full -Time Jobs 2,146 Part -Time Jobs Contract Jobs Total Jobs at the Qualified Business Site 2,146 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 15 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. ❑ New Jobs Attach a breakdown of types of new jobs to be created by six -digit Standard Occupational Code and/or title, and the salary range or hourly rate for each (Tab 14) Total Number of New Full -Time Jobs to be Created 1 Total Amount of Annual Payroll for New Jobs $3,302,263.43 ® Retained Jobs (check only iffor benefit) Attach a breakdown of types of jobs to be retained for benefit by six -digit Standard Occupational Code and/or title, and the salary range or hourly rate for each (Tab 15) Total Number of Jobs to be Retained for Benefit 490 Total Amount of Annual Payroll for Retained Jobs $138,642,748.78 Choose all that apply and include backup documentation ❑ Permanent employees will be permanently laid off (Chapter 2303.406(a)(4)(A)) ❑ Business will permanently close down (Chapter 2303.406(a)(4)(B)) ❑ Business will relocate out of Texas (Chapter 2303.406(a)(4)(C)) ® Business is able to employ individuals in accordance with Section 2303.402 (Chapter 2303.406(a)(4)(D)) ❑ Business facility has been legitimately destroyed or impaired due to fire, flood, tornado, hurricane, or any other natural disaster (Chapter 2303.406(a)(4)(E)) I have reviewed the request for the retained job benefit under the Texas Enterprise Zone Program, and verify that it meets the criteria outlined above, as required by statute. The backup documentation has been placed under Tab 14 of this application. Signature (Governing Body Liaison) Date Printed Name Laura Wheat Title Westlake Mayor Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 16 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. ® Yes ❑ No Commit to negotiate or cooperate in the achievement of the purposes of the Enterprise Zone Act. ® Yes ❑ No Commit to hire under -skilled, inexperienced, disadvantaged or displaced workers who reside in an enterprise zone. ® Yes ❑ No Commit to hire minority workers and to contract with minority -owned businesses. ® Yes ❑ No Commit to provide technical and vocational job training for enterprise zone residents or economically disadvantaged employees. ® Yes ❑ No Commit to provide child care for employees. ® Yes ❑ No Commit to implement and contribute to a tutoring or mentoring program for area students. ® Yes ❑ No Commit to work toward the prevention or reduction of juvenile crime activity. ® Yes ❑ No Commit to make contributions to the well-being of the community, such as job training, or the donation of land for parks or other public purposes. ® Yes ❑ No Employee benefits provided (i.e., medical coverage, prescription drug coverage, dental plan, flexible spending accounts, life insurance, 401K, stock options, etc.) No Additional Commitments are Anticipated ❑ Outline the company's additional commitments to the community by specific recipient and dollar value of anticipated zontrmution(s) curing the aesignation perioa. Through the Charles Schwab Foundation, Charles Schwab has provided approximately $170K in grants to non -profits in Westlake between 2018 and June 2020. Please see a detailed list below: Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 17 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. The project will be financed by (check all that apply) ® Internal Sources ❑ External Sources The Project received (check all that apply): ❑ Texas Enterprise Fund Grant ❑ Texas Emerging Technology Fund Grant ❑ Industrial Revenue Bonds ❑ Tax Increment Financing Nroviae a Drier narrative aescription or the metnoa or rinancing the project Sao not attacn rrnanciai All funding will be sourced internally. Check the appropriate box below and provide a copy of the executed documents indicating property access (Tab 16) ❑ Lease Agreement ❑ Purchase Agreement ❑ Lease / Purchase Agreement ® Other Denton County Appraisal District Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 18 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. ❑ Pending ® Current ❑ No Permits Required List any local, state or federal permits that are pending, along with the issuing agency and the expected date of receipt. Do not attach copies of permits. Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 19 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. This application for enterprise project status constitutes a concurrent designation If yes, complete this section in its entirety and provide requested attachments ❑ Yes ® No Provide a brief explanation of the capital investment and new and/or retained jobs for each designation, delineating what capital investment and jobs will apply to which designation with timelines for all. (Attach additional pages behind this e as neeaea. Breakdown of Concurrent Project Designations: Attach a breakdown of types of jobs for benefit by six -digit Standard Occupational Code and/or title, and the salary range or hourly rate for each designation (Tab 17) Baseline Jobs Number of Jobs at the 90-Day Window Date for the First Project Designation Date Jobs* Retained Date Approved Date Expires Certified Capital Investment New Jobs Jobs TOTAL *Last certification. If no jobs have been certified, provide an explanation as to why not and when application for certification of jobs is expected to occur. Place the explanation behind this page. Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 20 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Total Distress of the Area Score (max. 85 pts.) 26 Total Local Effort Score (max. 53 pts.) 33 Total Private Effort Score (max. 75 pts.) 49 TOTAL PROJECT SCORE 108 For internal use only: Points Awarded for State Priority (max. 10 pts.) Provide backup documentation for ALL areas for which points are taken (Tab 18). If backup documentation is not provided in Tab 18 points will not be awarded. Distress of the Area (Qualified Business Site) (40%) Jurisdiction Population 992 Population of nominating Jurisdiction* is less than 50,000 (2010 decennia/ census) County Population 662,614 10 pts 10 Population of County is less than 50,000 (2010 decennia/ census) ❑ Yes 5 pts Poverty Level of Distressed County ❑ 15.5% - 19.9% poverty (2010 decennia/ census) ❑ 20.0% - 29.9% poverty (2010 decennia/ census) ❑ 30.0% - 39.9% poverty (2010 decennial census) ❑ 40.0% - 49.9% poverty (2010 decennial census) ❑ 50.0% poverty and above (2010 decennial census) Poverty Level of Block Group ® 20.0% - 29.9% poverty (2010 decennial census) ❑ 30.0% - 39.9% poverty (2010 decennial census) ❑ 40.0% - 49.9% poverty (2010 decennial census) ❑ 50.0% poverty and above (2010 decennial census) 8% 27.69% 4 pts 6 pts 8 pts 12 pts 15 pts 4 pts 4 6 pts 10 pts 15 pts Backup Attached Backup Attached ❑ Backup Attached ❑ Backup Attached *Note: Current updated listing of Distressed counties can be found at: https:Hgov.texas.gov/business/page/texas-enterprise-Zone-program under "Teas Enterprise Zones" with links to distressed counties by year and is helpful for obtaining much of the requested information in this section. Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 21 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Poverty Level of nominating Jurisdiction* ❑ 20.0% - 22.9% poverty (2010 decennia/ census) ❑ 23.0% - 24.99% poverty (2010 decennial census) ❑ 25.0% - 29.9% poverty (2010 decennial census) ❑ 30.0% poverty and above (2010 decennial census) Poverty Level of County ❑ 20.0% - 22.9% poverty (2010 decennial census) ❑ 23.0% - 24.9% poverty (2010 decennial census) ❑ 25.0% - 29.9% poverty (2010 decennial census) ❑ 30.0% poverty and above (2010 decennial census) Unemployment Level for County (most recent year) ❑ 5.0% - 6.49% unemployment ® 6.5% - 7.9% unemployment ❑ 8.0% - 9.9% unemployment ❑ 10.0% and above unemployment 4.53% 8.00% 6.50% 4 pts 6 pts 8 pts 10 pts 4 pts 6 pts 8 pts 10 pts 1 pts 2 pts 2 8 pts 10 pts County Adult Population without High School Diploma or Equivalent (2010 decennial census) 8.80% ❑ 25.4% or above 10 pts State or Federally -Declared Disaster Area (within the past 12 months) ® Yes -- ® State ® Federal 10 pts 10 Date Disaster Declared 2/19/2021 Backup Attached ❑ Backup Attached ❑ Backup Attached Backup Attached ❑ Backup Attached Adversely Affected Defense Dependent Community (BRAC**Impacted) Backup Attached ❑ ❑ Yes 5 pts *If the nominating jurisdiction is a county, take points under both nominating jurisdiction and county, if earned. **Base Closure and Realignment Commission Total Distress of the Area Score (max. 85 pts.) 26 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 22 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Local Effort (25%) Based on the Nominating Ordinance or Order (incentive must be listed specifically in the nominating ordinance or order) Check local incentives offered and record points earned up to the maximum of 53 points. Take Points in black if included in the local order and take points in red if incentive is included in the local order AND actually delivered to the rp oject. For points in Red, attach copy of executed incentive contract(s) in Tab 18. ® Local Sales Tax Refund 2/4 pts 2 ® Tax Abatement 2/4 pts 2 ® Tax Increment Financing 2/4 pts 2 ❑ Freeport Exemption 2 pts ❑ Economic Development Sales Tax (4A) Contribution 2/4 pts ❑ Economic Development Sales Tax (4B) Contribution 2/4 pts ® Chapter 380/381 2/4 pts 2 ® Other Tax Deferrals, Tax Refunds or Tax Incentives 2/4 pts 2 ® Zoning Changes / Variances 1 pt 1 ® Building Code Exemptions 1 pt 1 ® Impact / Inspection Fee Exemptions 2 pts 2 ® Streamlined Permitting 1 pt 1 ® Improved Police and/or Fire Protection 1 pt 1 ® Community Crime Prevention Programs 1 pt 1 ❑ Special Public Transportation Routes or Reduced Fares 1 pt ® Capital Improvements in Water and Sewer Facilities 1 pt 1 ® Road Repair 1 pt 1 ® Creation or Improvement of Parks 1 pt 1 ® Low -Interest Loans for Housing Rehabilitation or New Construction 1 pt 1 ® Transfer Abandoned Housing to Individuals or Community Groups 1 pt 1 ® Low -Interest Loans for Business 2/4 pts 2 ® use of Surplus School Buildings for Incubators 1 pt 1 ® Provision of Publicly Owned Land for Development Purposes 1/4 pt 1 ® One -Stop Permitting, Problem Resolution Center or Ombudsmen 1 pt 1 ® Promotion and Marketing Services 1 pt 1 ® Job Training and Employment Services 1/4 pt 1 ® Retraining Program 1/4 pt 1 ® Literacy and Employment Skills Programs 1/4 pt 1 ❑ Vocational Education 1/4 pt 1 ® Customized Job Training 1/4 pt 1 Total Local Effort Score (max. 53pts.) 33 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 23 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Private Effort (35%) Commitment to the Community (If taking 3 points for any program below, please provide a description of the program and contact name & numbers in Tab 18.) If Tab 18 documentation is not included points will not be awarded. ® Negotiate or cooperate in the achievement of the 1 pt 1 purposes of the Enterprise Zone Act ® Hire under -skilled, inexperienced, disadvantaged or 1 pt 1 displaced workers who reside in an enterprise zone ® Hire minority workers and contract with minority- 1 pt 1 owned businesses ® Provide technical/vocational training for enterprise zone 3 pts 3 residents and economically disadvantaged employees ® Provide child care for employees 3 pts 3 ® veterans assistance or recruitment program(s) 3 pts 3 ® Implement or contribute to a tutoring or mentoring 3 pts 3 program for area students ® Participate in juvenile crime prevention program 3 pts 3 ® Contribute to the well-being of the community, such 3 pts 3 as job training, or donation of land for parks or other public purposes Subtotal of Commitments to the Community 21 Average Job Wage Level of Jobs Compared to County Average Weekly Wage (AWW) Backup Attached Note: In order to be eligible, the project MUST be at or above County AWW ® Attached County Average Weekly Wage backup for Denton County for 2020 (year) First Quarter Second Quarter Third Quarter Fourth Quarter TOTAL $11,028.00 $11,031.00 $1,027.00 $1,148.00 $44,234.00 4 = $1,058.50 (County AWW) Calculate the average weekly wage in the formula below including only the new and/or retained jobs represented in this application for state benefit. $141,945,012.00 - 500 = $283,890.02 TotalAnnual Payroll # of Jobs Avg. Annualized Wage County AWW $1,058.50 110% of County AWW $1,164.35 Choose One ❑ AWW >_ AWW for County ❑ AWW >_ 110% of AWW for County ® AWW >_ 120% of AWW for County 52 = $5,459.42 AWW 120% of County AWW $1,270.20 3 pts 8 pts 10 pts 10 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 24 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Number of Jobs for Benefit (choose applicable category and range) ® 10 to 199 new jobs for benefit 4 pts 4 ❑ 200 to 299 new jobs for benefit 8 pts ❑ 300 to 399 new jobs for benefit 12 pts ❑ 400 to 499 new jobs for benefit 16 pts ❑ 500 and Above new jobs for benefit 25 pts --AND-- 10 to 99 retained jobs for benefit 1 pt ❑ 100 to 199 retained jobs for benefit 2 pts ❑ 200 to 299 retained jobs for benefit 2 pts ❑ 300 to 399 retained jobs for benefit 3 pts ® 400 to 499 retained jobs for benefit 4 pts 4 ❑ 500 and Above retained jobs for benefit 5 pts Capital Investment (choose applicable range) ❑ $40,000 to $399,999 ❑ $400,000 to $999,999 ❑ $1,000,000 to $4,999,999 ® $5,000,000 to $149,999,999 ❑ $150,000,000 to $249,999,999 ❑ $250,000,000 and Above 1 pt 2 pts 3 pts 4 pts 4 8 pts 10 pts Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 25 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Employee Benefits Provided Backup Attached ® Employee benefits provided (i.e., medical coverage, prescription 2 pt 2 drug coverage, dental plan, flexible spending accounts, life insurance, 401K, stock options, etc.) Type of Jobs ® Jobs are Primary Jobs as defined in the Dev. Corp. Act, as amended 2 pt 2 Industry Cluster ® Business is a targeted industry cluster as listed on page 10 2 pt 2 Total Private Effort Score (max. 75 pts.) 49 Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 26 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Governing Body Liaison Prefix Mrs. First Name Laura Last Name Wheat Title Mayor - Westlake Organization Street Address 1500 Solana Boulevard Mailing Address 1500 Solana Boulevard City Westlake State TX Zip 76262 - Phone Number 817-430-0941 Fax Number Email Address Community Website https://www.westlake-tx.org/ To the best of my knowledge and belief, the information contained in this Enterprise Project Application is true and correct and I have read the Texas Enterprise Zone Act and the Enterprise Zone Program Rules and am familiar with the provisions contained therein, as evidenced by my signature below. Signature (Governing Body Liaison) Date Printed Name Laura Wheat Title Mayor - Westlake GIVEN under my hand and seal of office this day of , (Notary Seal) Notary Public, State of Texas My commission expires Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 27 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. The nominated Enterprise Project hereby certifies and agrees that it: is located in, or has committed to locate in Westlake , Texas, in Denton County, Texas; and 2. will maintain separate payroll and tax records of the business activity conducted at the qualified business site, or other information as required by local and state government units; and 3. commits to participate in local efforts to achieve development and revitalization of the area; and 4. understands that before obtaining a state benefit, the qualified business must submit to the Comptroller a certified report of the actual number of jobs created and/or retained and the capital investment made; and 5. understands that to be a qualified business eligible for enterprise project designation, twenty-five percent (25%) of the new or additional employees hired must be residents of an enterprise zone or economically disadvantaged persons or veterans if the qualified business site is located in an enterprise zone, or thirty-five percent (35%) if the qualified business site is located outside of an enterprise zone; and 6. commits that 35% percent of its new employees will be residents of an enterprise zone, economically disadvantaged persons, or veterans; and 7. understands that the project must maintain the level of employment and the jobs for which a refund has been received to the end of the designation period or for at least three (3) years from the date of refund of state sales and use taxes, whichever is later, or it may become liable for recapture of refunded taxes and interest by the Texas Comptroller of Public Accounts (Comptroller); and 8. will report to the Comptroller the status and effectiveness of the designation; and 9. certifies that the project, or a branch, division, or department of the business, does not and will not knowingly employ an undocumented worker; and 10. understands that the state sales and use tax refund is subject to approval by the Comptroller and the requirements of the Tax Code and applicable Administrative Rules — specifically Section 151.429 of the Tax Code and Title 34 Texas Administrative Code, Section 3.329. Construction contracts must be "separated" (i.e. contract in which the agreed contract price is divided into a separately stated agreed contract price for incorporated materials and a separately stated agreed contract price for skill and labor) and not "lump -sum" in order to claim a refund of state sales tax. This certification and agreement is effective from the date of designation through the date of expiration as an enterprise project. To the best information and belief, the information contained in this Enterprise Project Application is true and correct and I, as primary business representative, have read the Texas Enterprise Zone Program Act and the Enterprise Zone Program Rules and am familiar with the provisions contained therein as evidenced by my signature below. Signed (Primary Business Representative) Printed Name Mark Keller Title Vice President - Tax Date GIVEN under my hand and seal of office this day of , Notary Public, State of My commission expires (Notary Seal) Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 28 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. The nominated Enterprise Project hereby certifies and agrees that it: 1. is located in, or has committed to locate in Westlake , Texas, in Denton County, Texas; and 2. will maintain separate payroll and tax records of the business activity conducted at the qualified business site, or other information as required by local and state government units; and 3. commits to participate in local efforts to achieve development and revitalization of the area; and 4. understands that before obtaining a state benefit, the qualified business must submit to the Comptroller a certified report of the actual number of jobs created and/or retained and the capital investment made; and 5. understands that to be a qualified business eligible for enterprise project designation, twenty-five percent (25%) of the new or additional employees hired must be residents of an enterprise zone or economically disadvantaged persons or veterans if the qualified business site is located in an enterprise zone, or thirty-five percent (35%) if the qualified business site is located outside of an enterprise zone; and 6. commits that 35% percent of its new employees will be residents of an enterprise zone, economically disadvantaged persons, or veterans; and 7. understands that the project must maintain the level of employment and the jobs for which a refund has been received to the end of the designation period or for at least three (3) years from the date of refund of state sales and use taxes, whichever is later, or it may become liable for recapture of refunded taxes and interest by the Texas Comptroller of Public Accounts (Comptroller); and 8. will report to the Comptroller the status and effectiveness of the designation; and 9. certifies that the project, or a branch, division, or department of the business, does not and will not knowingly employ an undocumented worker; and 10. understands that the state sales and use tax refund is subject to approval by the Comptroller and the requirements of the Tax Code and applicable Administrative Rules — specifically Section 151.429 of the Tax Code and Title 34 Texas Administrative Code, Section 3.329. Construction contracts must be "separated" (i.e. contract in which the agreed contract price is divided into a separately stated agreed contract price for incorporated materials and a separately stated agreed contract price for skill and labor) and not "lump -sum" in order to claim a refund of state sales tax. This certification and agreement is effective from the date of designation through the date of expiration as an enterprise project. To the best information and belief, the information contained in this Enterprise Project Application is true and correct and I, as the local business liaison, have read the Texas Enterprise Zone Program Act and the Enterprise Zone Program Rules and am familiar with the provisions contained therein as evidenced by my signature below. Signed GIVEN under my hand and seal of office this (Local Business Representative) day of , Printed Name Shelby Norman Title Regional Property Manager Date Notary Public, State of Texas My commission expires (Notary Seal) Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 29 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. No Consultant Participating ❑ Complete the following information for each consultant involved with this project (Attach copy of the Power of Attorney, if applicable — Tab 19) First Name Title Organization Street Address 1401 McKinney, Suite 2400 Mailing Address 1401 McKinney, Suite 2400 Last Name City Houston State TX Zip 77010 - Phone Number 713-750-4964 Fax Number Mobile Number 713-444-1392 Website www.ey.com Email Address Ryan.Free(aey.com ® Application Preparer ❑ Other Representing Charles Schwab & Co., Inc. Brief Description of Consultant's Role with Application Assistance with preparation and filing of Enterprise Project I confirm that the above -named consultant has been retained to participate in this application process as outlined above. Signature (Authorizing Participant) Date Printed Name Mark Keller Title Vice President - Tax To the best of my knowledge and belief, the information contained in this Enterprise Project Application is true and correct. Signature Printed Name Ryan A. Free (Participating Consultant) Date Title Senior Manager Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 30 Office of the Governor Economic Development and Tourism Texas Enterprise Project Application Charles Schwab & Co., Inc. Town of Westlake TO: Office of the Governor Attn: Financial Services Post Office Box 12878 Austin, Texas 78711 Subject: Submission of Texas Enterprise Zone Program Application Fee made payable to Office of the Governor for an Enterprise Project Application Submitted by Town of Westlake on Behalf of Charles Schwab & Co., Inc. for the March 2022 Quarterly Application Round Financial Services, please send this form along with a copy of the attached Non -Refundable Application Fee made payable to Office of the Governor, Interagency to the Economic Development and Tourism Division, Attn: Enterprise Zone Program Staff, Economic Development Bank for the March 2022 Enterprise Project Round submitted by Town of Westlake on behalf of Charles Schwab & Co., Inc. ❑ $500 for a Half Enterprise Project ® $750 for an Enterprise Project ❑ $1,500 for a Double Jumbo Enterprise Project ❑ $2,250 for a Triple Jumbo Enterprise Project If you have questions regarding this submission, please contact: First Name Ryan Last Name Title Organization Ernst & Young, LLP Street Address 1401 McKinney, Suite 2400 Mailing Address 1401 McKinney, Suite 2400 City Houston State TX Zip 77010 - Phone Number 713-444-1392 Fax Number Email Address Ryan.FreeCa)ey.com Rev.06.01.17 (Texas Enterprise Zone Program) Tab 1, Page 31 TOWN OF WESTLAKE ORDINANCE NO. 946 AN ORDINANCE OF THE TOWN OF WESTLAKE, TEXAS APPROVING THE TOWN'S PARTICIPATION IN THE TEXAS ENTERPRISE ZONE PROGRAM PURSUANT TO THE TEXAS ENTERPRISE ZONE ACT, CHAPTER 2303, TEXAS GOVERNMENT CODE, IDENTIFYING LOCAL INCENTIVES AVAILABLE TO QUALIFIED BUSINESSES, DESIGNATING A LIASION FOR COMMUNICATION WITH INTERESTED PARTIES, AND NOMINATING CHARLES SCHWAB & CO., INC. TO THE OFFICE OF THE GOVERNOR ECONOMIC DEVELOPMENT & TOURISM THROUGH THE ECONOMIC DEVELOPMENT BANK AS AN ENTERPRISE PROJECT. WHEREAS, the Town of Westlake ("Town"), being in full compliance with the Texas Enterprise Zone Act (the "Act"), desires to create the proper economic and social environment to induce the investment of private resources in productive business enterprises and to provide employment to residents of the Town; and WHEREAS, pursuant to Chapter 2303, Subchapter F of the Act, Charles Schwab & Co., Inc. has approached the Town to request a nomination as an Enterprise Project, to be located at 3000 Schwab Way, Westlake, Texas 76262; and WHEREAS, the Office of the Governor Economic Development and Tourism ("OOGEDT") through the Economic Development Bank (the "Bank") will consider Charles Schwab & Co., Inc. as an Enterprise Project pursuant to nomination and application made by the Town; and WHEREAS, Charles Schwab & Co., Inc. is a "qualified business," as defined in Section 2303.402 of the Act, and meets the criteria for designation as an enterprise project, as set forth in Section 2303, Subchapter F of the Act, as determined by the state; and WHEREAS, after proper notice, the public hearing to consider this Ordinance electing to participate in the Texas Enterprise Zone Program, and the tax incentives available to qualified businesses, was held by the Town Council of Westlake, Texas at 5:00 p.m. on April 25, 2022 in the Council Chamber at 1500 Solana Blvd., Building 7, Suite 7100, Westlake, Texas 76262; and Ordinance 946 Page 1 of 4 NOW, THEREFORE, BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: The following local incentives, at the election of the Town and in accordance with the Town's Economic Development Policy, may be available to the nominated project or activity of a qualified business: a) The Town may: 1. abate property taxes in accordance with the Town's Tax Abatement Guidelines; 2. provide local sales tax refunds in accordance with the Town's Economic Development Policy; 3. provide economic incentives via the Westlake 4B Development Corporation; 4. participate in a tax increment reinvestment zone pursuant to Chapter 311 of the Texas Tax Code; 5. provide other tax deferrals such as Foreign Trade Zone tax incentives and relief; or 6. provide economic incentives pursuant to Chapter 380 of the Local Government Code b) The Town may provide regulatory relief to businesses, including: 1. zoning exemptions, changes, or variances; 2. exemptions from certain building code requirements 3. exemptions of impact or inspection fees; or 4. streamlined permitting c) The Town may provide enhanced services to businesses, including: 1. improved police and fire protection; 2. institution of community crime prevention programs; or d) The Town may provide improvements in community facilities, including: 1. capital improvements in water and sewer facilities; 2. road repair; or 3. creation or improvement of parks e) The Town may provide business and development services, including: 1. low -interest loans or grants for businesses; 2. low -interest loans for housing rehabilitation or new construction projects; 3. transfer abandoned housing to individuals or community groups; 4. use of surplus school buildings for incubators; 5. promotion and marketing services; 6. provision of publicly owned land for development purposes; or 7. one -stop permitting, problem resolution centers, or ombudsmen f) The Town, through its funding and other agencies, may provide job training and employment services to businesses including: 1. retraining programs; 2. literacy and employment skills programs; Ordinance 946 Page 2 of 4 3. vocational education; or 4. customized job training; SECTION 2: The Town directs and designates its Town Manager as the Town's liaison to communicate and negotiate with the OOGEDT through the Bank and enterprise project(s) and to oversee activities and communications with qualified businesses and other entities affected by the enterprise project. SECTION 3: The Town finds that Charles Schwab & Co., Inc. meets the criteria for designation as an enterprise project under Chapter 2303, Subchapter F of the Act on the following grounds: a) Charles Schwab & Co., Inc. is a "qualified business" under Section 2303.402 of the Act since it will be engaged in the active conduct of a trade or business at a qualified business site within the governing body's jurisdiction located outside of an enterprise zone, and at least thirty-five percent (35%) of the business' new permanent jobs, as defined by the Act, at the qualified business site will be held by: 1. residents of any enterprise zone in this state; 2. economically disadvantaged individuals; or 3. veterans b) There has been and will continue to be a high level of cooperation between public, private, and neighborhood entities in the area; and c) The designation of Charles Schwab & Co., Inc. as an enterprise project will contribute to the achievement of the plans of the Town for development and revitalization of the area. SECTION 4: The Town further finds that: a) It is in the best interest of the Town to nominate Charles Schwab & Co., Inc. as an Enterprise Project pursuant to the Act. SECTION 5: The Town nominates Charles Schwab & Co., Inc. for Enterprise Project status. SECTION 6: The enterprise project shall take effect on the date of designation of the enterprise project by OOGEDT and terminate five years from the date of designation. SECTION 7: This Ordinance shall take effect from and after its passage. The findings of the Town and its actions approving this Ordinance taken at the meeting of the Town Council of Westlake, Texas are hereby approved and adopted. Ordinance 946 Page 3 of 4 PASSED AND APPROVED ON THIS 25TH DAY OF APRIL 2022. ATTEST: Laura Wheat, Mayor Mary Kayser, Interim Town Secretary Amanda DeGan, Town Manager APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Ordinance 946 Page 4 of 4 T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Action Item Monday, April 25, 2022 TOPIC: Conduct a public hearing and approve a Resolution for the final plat of the Vaquero Golf Club Addition. STAFF: Ron Ruthven, Planning and Development Director STRATEGIC ALIGNMENT High Quality Planning, Design & Development - We are a desirable Planned /Responsible Preserve Desirability Development N/A well planned, high -quality & Quality of Life community that is distinguished by exemplary design standards. SUMMARY The property owner, The Vaquero Club, Inc., is requesting a final plat of the 194.094-acre subject property. The subject property is developed as a private club and includes an existing 18-hole golf course, clubhouse, tennis courts, pickle -ball courts and other various amenities owned and operated by The Vaquero Club. The subject property serves as the principal open space area and amenity for the Vaquero residential development. A final plat for the subject property was approved by the Town Council on October 23, 2000. However, the final plat was not recorded with the Tarrant County Clerk and plat subsequently expired without being recorded. Per the attached letter, the applicant proposes major improvements to the golf course. As part of these improvements, the subject property must be platted pursuant to Section 82-3(i) in the Town's subdivision regulations, which states: 'NO BUILDING PERMIT UNTIL PROPERTYHAS BEEN PLATTED. No building permit or certificate of occupancy shall be issued for any parcel or tract of land until the property has received final plat or development plat approval, and no private improvements shall take place or be commenced except in conformity with these regulations. " Therefore, the proposed final plat satisfies the above requirement. Page 1 of 2 DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Town of Westlake: The proposed Resolution is not anticipated to significantly impact the Town of Westlake's budget. Comprehensive Plan: The proposed Resolution does not impact the Comprehensive Plan. Cost Recovery Analysis: The proposed Resolution is not not evaluated through the Cost Recovery Analysis Tool. Traffic Impact: The proposed Resolution does not have an impact on traffic. STAFF RECOMMENDATION The proposed final plat complies with the Vaquero zoning regulations and Town ordinances. Staff recommends approval of this Resolution. PLANNING AND ZONING RECOMMENDATION The Planning and Zoning recommended approval of this Final Plat by a vote of 4-0 on April 11, 2022. ATTACHMENTS Vaquero Club Letter Proposed Resolution Resolution Exhibits Page 2 of 2 VALgtA^e,A-� Vaquero 2300 Vaquero Club Drive Westlake, Texas 76262 Telephone: 817.3 79.2441 Email: marty&kvaqueroclub.com MEMORANDUM To: Development Review Committee From: Marty Hoeffken, General Manager, Vaquero Club Re: February 22, 2022 Vaquero Club Plat Resubmittal Date: February 17, 2022 The following is in response to the Town Engineer's request for Vaquero to provide commentary on the potential impact of the golf course project on home values in the Vaquero neighborhood. The strategy and mission behind the golf course project is to deliver the Vaquero membership one of the best golf courses in the country. The golf course is the keystone asset for the overall Club and for the Vaquero residential community. The golf course is now 20 years old and the key golf course infrastructure (irrigation & drainage) has reached or surpassed the end of its expected useful life. More importantly, the greens and the bunkers have also surpassed their useful life and are rapidly deteriorating. Failure of one or more of these components of the golf course would be detrimental to residential values and Club membership values. In anticipation of this need, the Club developed a master plan for the golf course over five years ago. Last year, the Club finalized the details of a plan to make generational investment in the golf course and presented it to the Club membership for approval. The Members of Vaquero overwhelmingly supported the $20 million investment to among other things put in new irrigation, new drainage, new greens, and new bunkers and to change in some cases the course layout to improve the golf course playability and position it as one of the best course on the Southwest. The Club has partnered with Andrew Green, a world -class architect, to execute this project and to position Vaquero as the premier club in the Southwest. A key driver of the value of homes in the Vaquero community is access to the Club and its facilities. Currently, 160 of Vaquero's 300 homeowners are members of the club. This substantial investment in the golf course by the Vaquero Club will substantially improve the key amenity at Vaquero and serve to protect and enhance the value of the homes in the Vaquero residential community. TOWN OF WESTLAKE RESOLUTION NO.22-22 A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS APPROVING A FINAL PLAT OF THE VAQUERO GOLF CLUB ADDITION. WHEREAS, the proposed final plat complies with the Vaquero zoning regulations and development plan as amended; and, WHEREAS, the Planning and Zoning Commission held a public hearing on April 11, 2022 and voted unanimously to recommend approval of the final plat; 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 April 11, 2022, does hereby approve the final 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 25TH DAY OF APRIL 2022. ATTEST: Laura Wheat, Mayor Mary J. Kayser, Interim Town Secretary Amanda DeGan, Town Manager APPROVED AS TO FORM: L. Stanton Lowry, Town Attorney Resolution 22-22 Page 1 of 2 EXHIBITS EXHIBIT A Vaquero Golf Club Addition Final Plat Resolution 22-22 Page 2 of 2 C C, I 0 100 200 400 600 GRAPHIC SCALE IN FEET 1 " = 200' rel, s2b \ yv .09 MOOl9 3MA •� n CIS �00 ON '1SN' / v` ffi S " Loi- 3 me 4f Ol VVV a NfI N� 0N NI11119 ^, c ab81o_ I o^ w off$= 88 gP >�"z ai =adz w. 39 I I 1 I I I 1 Y 0 W� \ 44va 45 try �' br ,$ ` O N WZ / v Dry q3 JJ .o9'al b: S 06102'21" W 8 �ry1ry /ISIS " 220.05' "_ / x Fs W In r m• to j! 90�- o ffi gw Z I _ W rye$ tlzs \ m $ A5 I -�§ _ o&<_g 00 S� C m G V .S5'804 w ags yk, /3j�iS�, _ .69'96 S 05�28'49" E 595.79 n In : Y atez 'o 'z" 40 40 324.82 / mP rn Q m = m m J & C3 d a N < z ���O� < NX*88 00 1� 1 =12 a 1,"1 1 O= F- Z Q' v J )7U F- i SI O � ft \�64�• mFEY \ Dr• �� < E 2 48' N 001, 00" W 1,75&87' vevob/ w z� •. pro az s - L/NE TABLE L/NE BEARING LENGTH L1 N 01'16'47" E 131.38, L2 N 41'30'05" W 44.29' L3 S 48'27'28" W 43.61' L4 S 16'08'23" W 134.26' L5 S 13'49'38" E 79.51' L6 S 73'51'37" E 147.45' L7 S 63'56'25" E 72.90' L8 S 36'33'52" E 116.20' L9 S 63'00'28" E 209.66' L10 S 77'43'01" E 165.38' L11 S 48'29'23" W 130.13' L12 S 88'30'27" W 54.98' L13 N 45'21'41" W 94.67' L14 N 14*58'16" E 59.16' L15 S 79'51'39" W 140.06' L16 S 41'59'45" W 185.99' L17 S 45*03'17" E 10.04' L18 N 45'29'53" E 200.97' L19 S 151115" E 25.11' L20 S 45'25'41" W 197.21' L21 S 76'12'12" E 70.43' L22 N 06'22'03" W 54.29' L23 N 83'44'56" E 94.00' L24 N 51 *41'52" E 75.84' L25 S 52'08'33" E 59.03' L26 N 83'23'57" E 130.88' L27 S 89'49'22" E 41.97' L28 S 00-10'38" W 22.98' - - PROPERTY LINE - - - EASEMENT LINE - - SETBACK LINE (C-M.) CONTROLLING MONUMENT 1/2 IRF 1/2-INCH IRON ROD "RPLS 5310" W/"RPLS 5310" CAP FOUND 1/2 IRF 1/2-INCH IRON ROD "RPLS 4688" W/"RPLS 4688" CAP FOUND XF "+" CUT IN CONCRETE FOUND 1/2 IRF 1/2-INCH IRON ROD FOUND 5/8 IRF 5/8-INCH IRON ROD "CARTER&BURGESS" W/"CARTER & BURGESS" CAP FOUND P.O.B. POINT OF BEGINNING 0 POINT FOR CORNER (UNLESS OTHERWISE NOTED) z \ x N a J � P rLsz=, 9< 3 g7' S 03'2436" W SA A E 46 230.00' � J zl 991 h / OD ^ O m°1 - 3 - y M snez N =PTO O 3Q � Q)y A°'� 1z I �� zd _ e" � o InLjZ < �,o / IN _moo =w -z -0 w= cd Fa 0 .90'ZLI /� Zk�6 p� S 00'1541" W 437.42' S z W o� z�n a� c� yyAl ��o N 5"€ W s e°' W w �N p ca N {t% Q M$ 0mad C11S Z + ,g R?�1 cr e z`9s K of 11 1 III U U a 5 it ,< e 11 Tz p R a z< 0. W 5 R S o.. 184 _ z .00 foe a�'I $ NQ 1aS z 1.ss, H1. Y cY I�I rnz = mY o z 17 \a tl K J F- CJ U 44 oszz+ ' % - a= -� U CURIE TABLE CURVE OEL TA RAO/US LENGTH TANGENT CHORD BEAR//VG CHORD C1 20*10'46" 475.00 167.29 84.52 S 83'57'01" E 166.43 C2 19*31'19" 612.61 208.73 105.39 S 18'40'35" W 207.72 Uj LuQj� V rp9'L1L l9su +� I Z 10 d YpNco rN - •� o m Z :2 Q ` r$ 00 O CD �Qma r _ Q U ham• ■ zd g� 9 I 4Mc �FQ J` N o09w aOd J <pf S � OD V7 BY�F `,yyS h z 17-01, I / S 164. " W pd zR 7g o Q z a �,. � N 00'36'51" W 1.018.35' -WL INVUSM -4D ^awl ,00'I09 ,9C1,L ,962z1- ,00'SLI--00'SLI-.OD'SLI .OS'OZl- OL',LI r3n3H AD A110 N3773H !0 A110' >eo �ml o s a9 - s z �x-c N3veL3s .sc �dXX V/ ROANOKE - DOVE PROJECT LOCATION ^ V N a MEADOW MEW z a TARRANT COUNTY m a FAWKS N J MAPSCO F10 Z I o TREE HOUSE = - -°`t8Z €_I VICINITY MAP -z - - - b0. ZAP B (1 " = 2, 000' ) 1S 0210'16" W 280.78' ,l9'9LL ,ZZ'9ll I pi7W�'�g �n iV ONE m M01�1n� � pNMOIs M t mtl � J � N U ci < \ O d WZZ rrs rc uW z r W 3� 54 \ v3 s W�8 ,9.0 ?��L z z s Lr. U Sys °° ^aom^'3aoo e" cV C zG" 09 �!R �j4 01DIfi fO s �C VK3 ;z Y��Y -h �11I 3' V iJ MO may ,t^'�^ �- L u � U / / d 00R g rn m z a rn 0 Do'0 Y D V) W C M / U0 MUW of H N N 00 a N R W 0 m Z Q0� 0 * n Q�= z NO LO .a+zlz S 00ro9'22" W F > ; 00 v 212.49' s / ^S N oW wz hry F- F-v N 00'23'14" W 1,650.99' -,00'L12-,Z0'LIZ .89'L9Z ssa $^ 3 _ ryhy` . \ Eo o. 8l bo 5 S S Zkl F6 1-1 Ogo zd O ,00'L9I v I" I 'rol Oo Iv Ig I SURVEYOR: OWNER: PACHECO KOCH CONSULTING ENGINEERS THE VAQUERO CLUB, INC. 7557 RAMBLER ROAD, SUITE 1400 2300 VAQUERO CLUB DRIVE DALLAS, TEXAS 75231 WESTLAKE, TEXAS 76262 PH: (972) 235-3031 PH: (817) 379-4555 CONTACT: JONATHAN COOPER CONTACT: MATT WEITZ Y P P°E EG �5'S�1 l�O U LL 3! 3 %«�C�M zM� ln �w iz<l°10 z7 K sed c�_ O �C41UZW `jr� - �H J jN 0o O O > 3Hrus3a 40 AmaL 3 9NIQTn9 .Sl D9z H3nu 30 A11D A0'99z 00.gq _ b$ a o m x 234.23' wS -F Ag a am as J _ ,� r•r o J mo yqys� o dw Rg � b$ ,I I wife g rE 6z 9 Rg �I gg J R SHEET 1 OF 6 IFOH,%L [PLAT OF THE VAQUERO CLUB 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO ADALLPacheco Koch 7557 RAMBLER ROAD SUITE 0 AS, TX 75231 972.235.3031 TX REG. ENGINEERING FIRM F-469 TX REG. SURVEYING FIRM LS-10008000 DRAWN BY I CHECKED BY SCALE DATE JOB NUMBER DHM MWW/JEC 1"=200' APRIL 2022 4964-21.226 j v CD 0 N N I I 0 w N LLJ LL N N N I 0 N 0 LLJ U) CD 0 N N :2 N Q O CO Ln o% 0) N -t N c� �o� N Ln m U r+7 W O U U OJ '.N C' J LOT 29R, BLOCK B z LPL a w zz 'jj VAQUERO PHASE 2B Mo? z J tit RESIDENTIAL ADDITION z I a N I o /q� g (INST. N0. D203353198) 00 ZUJ I m LOT 1 /?��� o�� / ly 0 10' DRAINAGE & �� wL UTILITY EASEMENT% C / 0J O 03 (INST. N0. D202093512) 0 20 40 80 120 u�Q 20IluLD1� 7\ � BLOCK C \ J o GRAPHIC SCALE IN FEET DRIVE LOT 35 �O� V�� R N 1" = 40' FIS14 & 2020 3512) C1 (INST. N0. 141.55' � L=42.22' �� � �8. (ll7S ' D'• & 1/2 IRF N 15' DRAINAGE EASEMENT "RPLS�D °2pzogSEMeNr (DOC. N0. D202093512) 5310" O 743' �� `\ 3572) 10' ELECTRIC EASEMENT 10' DRAINAGE & 3S• \ _ INO. (INST. NO. D203305307) J (INST. UTILITY EASEMENT 13 LD7N C7NE LOT 31 R, BLOCK B VAQUERO PHASE 2C 1/2 IRF RESIDENTIAL ADDITION "RPLS 5310"h0 (INST. N0. D204245576) VAQUERO PHASE 2B RESIDENTIAL ADDITION 10' ELECTRIC EASEMENT N (INST. NO. D213032439) (INST. N0. D203305307) LOT 1 LOT 2R, BLOCK E r • \ 61 96' / XF �6 24,37.25' 2�7 13 5/8-INCH IRON ROD WITH / LOT 33R, BLOCK B YELLOW VAQUERO PHASE 2C / O UNREADABLE \ LOT 4R1 RESIDENTIAL CAP FOUND BLOCK E, ADDITION '^ , ^ VAQUERO PHASE (INST. N0. / Mr 1/2 IRF V• 2B RESIDENTIAL D207254769) �^ A ADDITION "RPLS 5310" 21013' \ �25.00' N 16'26'05" E UTI10'LITY ELECTRIC & EASEMENT 51.89' \ N (INST. N D202093512) L �LOT 6 10' DRAINAGE & UTILITY EASEMENT \ (INST. NO. D203305307) BLOCK E LOT 4, BLOCK B 15' SANITARY SEWER EASEMENT LOT 7 I (DOC. N0. D202093512) VAQUERO PHASE 2C RESIDENTIAL ADDITION VAQUERO PHASE 2B RESIDENTIAL (INST. NO. D202303440) \ \ �� ADDITION (INST. N0. D202093512) NCO S 39'06'34" E 2 10' ELECTRIC &- I Q 227.51 \ tic �. UTILITY EASEMENT INST. NO.15' DRAINAGE & ^ �. \ \ ti 15' DRAINAGE & UTILITY EASEMENT UTILITY EASEMENT (INST. N0. D203305307) ^ N 15' ELECTRIC UTILITY EASEMENT 96 LOT 8 (INST. NO. D203305307) (DOC. NO. D202093512) N5 MEMUCAN HUNT SURVEY - ABSTRACT NO. 756 (APPROX. LOCATION) 425.33 _ _ LEROY BOGGESS SURVEY - ABSTRACT NO. 196 1235.50' DRAINAGE & UTILITY EASEMENT �OD !/t1� h� LOT 10 (DOC. NO. D202093512) •� \`J i s 0�` 233 C2 �� LOT 11 8 15' ELECTRIC UTILITY EASEMENT (DOC. NO. D202093512) LOT 1, BLOCK A THE VAQUERO CLUB TRACT 4 TRACT 3 THE VAQUERO CLUB (INST. NO. D208035699) 194.024 ACRES (8,454,727 SF) 1200.3' 03 06 w 1 2 TRACT 5 Ln O N w N i t 0 SHELBY ESTATES Z (INST. NO. D183385932) 30' DRAINAGE & UTILITY EASEMENT (DOC. NO. D202093512) 10' ELECTRIC & \ I UTILITY EASEMENT 01 (CAB. A, SLIDE 7091) ,6 VAQUERO PHASE 2A RESIDENTIAL I i ADDITION (CAB. A, SLIDE 7091) I267.28' - I I I I IN Ip I� to I 3 Im I� I� t I V I L- -T SANITARY SEWER EASEMENT (DOC. NO. D201009642) (VARIABLE WIDTH) LOT 1OR, BLOCK K VAQUERO PHASE 1 RESIDENTIAL ADDITION (INST. NO. D213125275) 11 11 G II r--J - - - PROPERTY LINE EASEMENT LINE SETBACK LINE (C-M.) CONTROLLING MONUMENT 1/2 IRF 1/2-INCH IRON ROD "RPLS 5310" W/"RPLS 5310" CAP FOUND 1/2 IRF 1/2-INCH IRON ROD "RPLS 4688" W/"RPLS 4688" CAP FOUND XF "+" CUT IN CONCRETE FOUND 1/2 IRF 1/2-INCH IRON ROD FOUND 5/8 IRF 5/8-INCH IRON ROD "CARTER&BURGESS" W/"CARTER & BURGESS" CAP FOUND P.O.B. POINT OF BEGINNING 0 POINT FOR CORNER (UNLESS OTHERWISE NOTED) LOT 9 10' ELECTRIC & UTILITY EASEMENT (CAB. A, SLIDE 7091) Ln m LOT 9 L/NE TABLE L/NE B, EA LENGTH L1 N 01 *16'47" E 131.38' L2 N 41'30'05" W 44.29' L3 S 48'27'28" W 43.61' L4 S 16'08'23" W 134.26' L5 S 13'49'38" E 79.51' L6 S 73'51'37" E 147.45' L7 S 63'56'25" E 72.90' L8 S 36'33'52" E 116.20' L9 S 63'00'28" E 209.66' L10 S 77'43'01" E 165.38' L11 S 48'29'23" W 130.13' L12 S 88'30'27" W 54.98' L13 N 45'21'41" W 94.67' L14 N 14*58'16" E 59.16' L15 S 79'51'39" W 140.06' L16 S 41'59'45" W 185.99' L17 S 45*03'17" E 10.04' L18 N 45'29'53" E 200.97' L19 S 15'305" E 25.11' L20 S 45'25'41" W 197.21' L21 S 76'12'12" E 70.43' L22 N 06'22'03" W 54.29' L23 N 83'44'56" E 94.00' L24 N 51'41'52" E 75.84' L25 S 52'08'33" E 59.03' L26 N 83'23'57" E 130.88' L27 S 89'49'22" E 41.97' L28 S 00*10'38" W 22.98' CURVE TABLE CURVE DELTA RADIUS LENGTH TANGENT CHORD BEAR/NG CHORD C1 20*10'46" 475.00 167.29 84.52 S 83'57'01" E 166.43 C2 19*31'19" 612.61 208.73 105.39 S 18'40'35" W 207.72 A ti LOT 7 g0 �7' g) s�. 25.00' 105.g1 � ` ` LOT 6 `O6 S 56'07'38" E �� \ /1� LOT 5R, r BLOCK K 56.41' N 78007'20" E moo. 1,225.7' _ _ ` 166.68' \ w LOT 4R AND 5R, BLOCK K, REPrA �� OF VAQUERO PHASE 1 RESIDENTIAL \ 90 ADDITION (INST. NO. D202370496 t `Lti9 0to 15' DRAINAGE EASEMENT ------� N LOT 4R, TRACT 6 (DOC. NO. D201009642) O O BLOCK K GO QG N mCO eq 0 M 1 1 N I � LOT 3 1/2 IRF ` 20.00' 49 4s DO ML MATCH LINE (SEE SHEET 3) I S 37*01'14" E 94.69' LOT 8 BLOCK K 15' DRAINAGE EASEMENT (CAB. A, SLIDE 7091) SURVEYOR: PACHECO KOCH CONSULTING ENGINEERS 7557 RAMBLER ROAD, SUITE 1400 DALLAS, TEXAS 75231 PH: (972) 235-3031 CONTACT: JONATHAN COOPER ROANOKE - DOVE ICI PROJECT LOCATION KCaw°°d TIMBER RIDGE ASPEN SPRINGS rEsnAKE ImIFR LUT WINTER AUTUMN COUNTRY VAQUERO GOLF CLUB Q ? z J a J SUMMER GREENWOOD z a G11Y lkT < RANDOL a w z W WJ W(� � � z HICKORY z } Y W p " N a MEADow wEw o g EU 0QTARRANT COUNTY a FAWKS MAPSCO F10 Z TREEHOUSE VICINITY MAP (1" = 2,000') NOTES 1. Bearing system for this survey is based on the State Plane Coordinate System, North American Datum of 1983 (2011), Texas North Central Zone 4202. Distances reported have been scaled by applying the Tarrant County TxDOT surface adjustment factor of 1.00012. 2. Subject property is shown on the National Flood Insurance Program Flood Insurance Rate Map for Tarrant County, Texas and Incorporated Areas, Map No. 48439C008OK, Community -Panel No. 480614 0080, Effective Date. September 25, 2009, and Map No. 48439C0085K, Community -Panel No. 480614 0085, Effective Date: September 25, 2009. All of the subject property is shown to be located in Zone 'X" on said map. Relevant zones are defined on said map as follows: Zone X" - Other Areas: Areas determined to be outside the a2% annual chance floodplain. J. No underground utilities have been located and/or shown on this survey. Only visible and apparent above ground utility appurtenances are shown. 4. This survey does not provide a determination or opinion concerning the location or existence of wetlands, foultlines, toxic or hazardous waste areas, subsidence, subsurface and environmental conditions or geological issues. No statement is made concerning the suitability of the subject tract for any intended use, purpose or development. 5. Square footage totals shown hereon or referenced herein are based on mathematical closures and do not necessarily represent the positional accuracy of the boundary monuments. 6. The distances shown hereon for adjoining and adjacent properties have been compiled from recorded plats and deeds, and do not necessarily represent field verified or monumented distances. Z The survey abstract lines shown hereon are approximate and are not located on the ground. 8. No generic UE.S" (utility easements) will be allowed. 9. No easements will be allowed by separate instrument without express written consent by the Town of Westlake. la "X-lots" shall be owned and maintained by the Property Owners Association. 11. Drainage easements on this plat shall be private and not maintained by the Town of Westlake. 12. Easements shown within the bounds of this plot without recording information are hereby dedicated by this plat. 13. Selling a portion of this property, by metes and bounds, is a violation of the Town Ordinances and State Low. 14. The purpose of this final plat is to create one lot by vacating Lot 1, Block 1, Aikmon Addition and platting property on the Vaquero Golf Course. OWNER: THE VAQUERO CLUB, INC. 2300 VAQUERO CLUB DRIVE WESTLAKE, TEXAS 76262 PH: (817) 379-4555 CONTACT: MATT WEITZ SHEET 2 OF 6 1F0HQL OOIF THE VAQUERO CLUB 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO J v k W Q h Q� v 0 m 0 V 1 Q V 0 0 N N I I 0 w LJ LL N N N I Cn / a0 O N 0 0 07 / CD / N N LOT 1, BLOCK 1 FISHER ADDITION (INST. No. D214043902) 786.18' J. TIMOTHY BRITTAN AND KRISTAN BRITTAN (DOC. NO. D206068103) PROPERTY LINE EASEMENT LINE - - SETBACK LINE (C.M.) CONTROLLING MONUMENT 1/2 IRF 1/2-INCH IRON ROD "RPLS 5310" W/"RPLS 5310" CAP FOUND 1/2 IRF 1/2-INCH IRON ROD "RPLS 4688" W/"RPLS 4688" CAP FOUND XF "+" CUT IN CONCRETE FOUND 1/2 IRF 1/2-INCH IRON ROD FOUND 5/8 IRF 5/8-INCH IRON ROD "CARTER&BURGESS" W/'CARTER & BURGESS" CAP FOUND P.O.B. POINT OF BEGINNING 0 POINT FOR CORNER (UNLESS OTHERWISE NOTED) 1/2-INCH IRON ROD FOUND MATCH UNE (SEE SHEET 1) 74 ^ s °°' 243.14' �i / TRACT 6 / SANITARYSEWER y � 6g 6 LOT 2 N LOT 1 B � SHELBY ESTATES NO. 642) / \ ;72 61' 1/2 IRF (INST. N0. D183385932) 5/8 IRF "EAGLE \ 00 B2.2;" i _L15 - 127.47 SURVEY INC" \ \ - - - 1,221.00' \\ / / \ ? `� TRACT 3 THE VAQU VAQUERO CLUB, INC 0 20 40 80 120 / 12.59' ? � O�;Qs 10' ELEC. ESMT. (INST. N0. D213186237) fin/ (INST. 1' NOT 35R),1 \ V GRAPHIC SCALE IN FEET / BLOCK J 1" = 40' CID/ \ ` REPLAT OF VAQUERO PHASE 1 \ / LOT 21 G RESIDENTIAL ADDITION BLOCK od LOT 1, BLOCK A (INST. NO. D201046701) \ / / THE VAQUERO CLUB 2500 d, PK-NAIL FOUND o + LOT 34R J E6 9s' 3:: TRACT 3 THE VAQUERO CLUB 'S� '3620� / / 34,6 � '�/ '� LOT 1OR POST OAK �� O (INST. N0. D208035699) 6 � �L12 PLACE 0 h \ I o' (A 60-FOOT WIDE PRIVATE ROAD) r 194.024 ACRES J o p (8,454,727 SF) ,r�A DO LOT 88R I I � N LOT 33R I I11 j Z %K C2 693• LARRY SMITH AND WIFE, PATTY SMITH 15' ELECTRIC UTILITY EASEMENT (VOL. 6769, PG. 1161) (DOC. N0. D201009642) 5/8 IRF 1/2-INCH IRON "CARTER & BURGESS" ROD FOUND \ LOT 32R (C.M.) (C.M.) - 132 ' -°°- LEROY BOGGESS SURVEY - ABSTRACT NO. 196 - 1pti ,680s, N 89'22'44" E 1,218.54' _ JOSIAH WALKER SURVEY -ABSTRACT N0. 1604 _J (APPROX. LOCATION) \ 0 1 LOT 31R I50' BUILDING LINE ct. C� I 7 I I OO 2,, oC; I m 0 M� LOT 3OR \ o J I N 2,5• ^� LOT 29 \ M 06, co O ' I LOT 1 BLOCK A 50' BUILDING LINE N 2.8j• \ THE VAQUERO CLUB / LOT 28 I LOT 1, BLOCK 1 132.00' y, I3 I TRACT 3 AIKMAN ADDITION >R THE VAQUERO CLUB CAB. A, SLIDE 2363) 9 O� 8°• \ I (INST. N0. D208035699) (VACATED BY THIS PLAT) LOT 2sR \ b % M J 1/2 IRF "RPLS 4688" 9\s8 0 194.024 ACRES o o Z \\\ \ (5 WATER EASEMENT (8,454,727 SF) o �I 9r LOT 25R \ \ \ NO. LOT 24R LOT 23R \ \ \ 15' UTILITY EASEMENT K •+ fig. LOTS 22R-26R, BLOCK J, VAQUERO PHASE 1 RESIDENTIAL w \ \ \ (DOC. N0. D201009642) Flo•./ f1 -11LOTS 00 \ \ S 1 A60•� 4 SO (INST. NO. D204269602) Z o \ \ • 19g2 LOT 21 6 I \ S o \ \ \ \ S �3 LOT 20 0. LOT .� 15' ELECTRIC UTILITY EASEMENT \ \ 246• �\ 22R : \ (DOC. NO. D201009642) \ \ \ \ f ' g0'g2 LOT 19 Q 01 261.81 86.01 LOT 18 C�00 \ 1 105.84' \ \ \ S $1•�4 LOT 17 �. \ \ 155.49 o 00 \ J \ \ p LOT 16 \ CIVY � 8s.\\ LOT 15 20' DEDICATION FOR \ \ PUBLIC TRAIL EASEMENT ^ LOT 14R \ (DOC. N0. D201009642) \ \\ MATCH UNE (SEE SHEET 3) \ 12.6 4' - LOT 24 � o REPLAT LOTS 1R, 12R-14R, LOT & 68R-86R, BLOCK J, 20' UTILITY EASEMENT \ 13R VAQUERO PHASE 1 RESIDENTIAL ADDITION (DOC. NO. D201009642) (INST. N0. D201296494) 1. �59g LOT 12R / o_ 5�a 10' ELECTRIC EASEMENTdNT I 50' BUILDING LINE \ 2� (DOC. NO. D200176853) \ 1,554.35_ 1,217.42' LOT 11 - - - - - - � - --209.28'- - _ - s / 20' LANDSCAPE EASEM \ 2oa1g (DOC. NO. D200176 LOT 10 \ LOT 28 N \ SUS / 21 18A \ 161.65' LOT 9 �� 10' ELECTRIC EASEMENT -0 Q g� . a4 (DOC. NO. D200176853) ti � N LOT 8 LOT 27 O / 0 os o_ / 159.93' g��2 LOT 7 LOT 26 O 0 1g0�4 a O O �O LOT 6 m � LO s Ln o / 159.93' t LOT 5 / o o1 BLOCK J LOT 25 \ N � LOT 4 N 159.93' - O 20' UTILITY EASEMENT r / (DOC. NO. D201009642) \ 25.31' O IT LOT 24 LnZ 1�OT 3 ' N 8� \ i R2• MEL MATCH UNE (SEE SHEET 3) MATCH UNE (SEE SHEET 4) ROANOKE - DOVE PROJECT LOCATION TIMBER RIDGE ASPEN YE47LA1� SPRINGS Kai" LUT WINTER AUTUMN VAQUERO GOLF COUNTRY CLUB z a J t z GREENWOOD CITY 11�T RANDOL SUMMER o z HICKORY < y Y w o _ <�TARRANT COUNTY N N a MEADOW VIEW z r; a HOUSE Q_ FAWKS = N MAPSCO F10 Z VICINITY MAP (1" = 2,000') W� OQ 171.04' 0 ow LOT 23 U w I N o LOT 1, BLOCK A N LO THE VAQUERO CLUB 60.00' W N r Y TRACT 3 Ld " THE VAQUERO CLUB, INC Li 0 3 (INST. NO. D208035699) I M LOT 22 I V 10' ELECTRIC EASEMENT (DOC. NO. D200176853) T- ;� 194.024 ACRES ~ a -160.00'- N (8,454,727 SF) I O O LOT 21 N Z I MATCH UNE (SEE SHEET 5) SURVEYOR: PACHECO KOCH CONSULTING ENGINEERS 7557 RAMBLER ROAD, SUITE 1400 DALLAS, TEXAS 75231 PH: (972) 235-3031 CONTACT: JONATHAN COOPER LIME TABLE L//VE BEAR//VG LENGTH L1 N 01 *16'47" E 131.38' L2 N 41'30'05" W 44.29' L3 S 48'27'28" W 43.61' L4 S 16'08'23" W 134.26' L5 S 13'49'38" E 79.51' L6 S 73'51'37" E 147.45' L7 S 63'56'25" E 72.90' L8 S 36'33'52" E 116.20' L9 S 63'00'28" E 209.66' L10 S 77'43'01" E 165.38' L11 S 48'29'23" W 130.13' L12 S 88'30'27" W 54.98' L13 N 45'21'41" W 94.67' L14 N 14*58'16" E 59.16' L15 S 79'51'39" W 140.06' L16 S 41'59'45" W 185.99' L17 S 45*03'17" E 10.04' L18 N 45'29'53" E 200.97' L19 S 15*31'15" E 25.11' L20 S 45'25'41" W 197.21' L21 S 76*12'12" E 70.43' L22 N 06'22'03" W 54.29' L23 N 83'44'56" E 94.00' L24 N 51 *41'52" E 75.84' L25 S 52'08'33" E 59.03' L26 N 83'23'57" E 130.88' L27 S 89'49'22" E 41.97' L28 S 00-10-38" W 22.98' CZARME TABLE CURVE DEL TA RADIUS LENGTH TANGENT CHORD BEAR//VG CHORD C1 20*10'46" 475.00 167.29 84.52 S 83'57'01" E 166.43 C2 19*31'19" 612.61 208.73 105.39 S 18'40'35" W 207.72 NOTES 1. Bearing system for this survey is based on the State Plane Coordinate System, North American Datum of 1983 (2011), Texas North Central Zone 4202. Distances reported have been scaled by applying the Tarrant County TxDOT surface adjustment factor of 1.00012. 2. Subject property is shown on the National Flood Insurance Program Flood Insurance Rate Map for Tarrant County, Texas and Incorporated Areas, Map No. 48439CO080K, Community -Panel No. 480614 0080, Effective Date. September 25, 2009, and Map No. 48439CO085K, Community -Panel No. 480614 0085, Effective Date. September 25, 2009. All of the subject property is shown to be located in Zone X" on said map. Relevant zones are defined on said map as follo ws. Zone "X" - Other Areas. Areas determined to be outside the 0.2X annual chance floodplain. J. No underground utilities have been located and/or shown on this survey. Only visible and apparent above ground utility appurtenances are shown. 4. This survey does not provide a determination or opinion concerning the location or existence of wetlands, faultlines, toxic or hazardous waste areas, subsidence, subsurface and environmental conditions or geological issues. No statement is made concerning the suitability of the subject tract for any intended use, purpose or development. 5. Square footage totals shown hereon or referenced herein are based on mathematical closures and do not necessarily represent the positional accuracy of the boundary monuments. 6. The distances shown hereon for adjoining and adjacent properties have been compiled from recorded plats and deeds, and do not necessarily represent field verified or monumented distances. 7. The survey abstract lines shown hereon are approximate and are not located on the ground. 8. No generic "U.E.S" (utility easements) will be allowed. 9. No easements will be allowed by separate instrument without express written consent by the Town of Westlake. 10. "X-lots" shall be owned and maintained by the Property Owners Association. 11. Drainage easements on this plat shall be private and not maintained by the Town of Westlake. 12. Easements shown within the bounds of this plat without recording information are hereby dedicated by this plat. 13. Selling a portion of this property, by metes and bounds, is a violation of the Town Ordinances and State Law. 14. The purpose of this final plat is to create one lot by vacating Lot 1, Block 1, Aikmon Addition and platting property on the Vaquero Golf Course. OWNER: THE VAQUERO CLUB, INC. 2300 VAQUERO CLUB DRIVE WESTLAKE, TEXAS 76262 PH: (817) 379-4555 CONTACT: MATT WEITZ SHEET 3 OF 6 IFOWI OOIF THE VAQUERO CLUB 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO J v IL_ G r--J LOT 8 0 0 N N I i 0 w w N N N I rn ao O N 0 LLJ U) CD 0 N N PROPERTY LINE EASEMENT LINE - - SETBACK LINE (C.M.) CONTROLLING MONUMENT 1/2 IRF 1/2-INCH IRON ROD "RPLS 5310" W/"RPLS 5310" CAP FOUND 1/2 IRF 1/2-INCH IRON ROD "RPLS 4688" W/"RPLS 4688" CAP FOUND XF "+" CUT IN CONCRETE FOUND 1/2 IRF 1/2-INCH IRON ROD FOUND 5/8 IRF 5/8-INCH IRON ROD "CARTER&BURGESS" W/"CARTER & BURGESS" CAP FOUND P.O.B. POINT OF BEGINNING 0 POINT FOR CORNER (UNLESS OTHERWISE NOTED) NOTES 71Z LOT 3 15' SANITARY SEWER EASEMENT (DOC. NO. D20100964p2) 09 ` \LOT 2 6 � gN� \ 20UTILITY EASEMENT (DOC. NO. D201009642) 5/8 IRON ROD WITH 4V "KHA" CAP FOUND o LOT 1 o OD o N� N _ CV N N II J VA QUERO CL UB DRIVE N 94.0023 / (A 60-FOOT WIDE PRIVATE ROAD) 14 5/8 IRF N "CARTER&BURGESS" LOT 86R, / BLOCK J LOT 40, BLOCK I I / CEDAR ELM J TERRACE 6?R6, 12.52' �51'43'41" (A 60-FOOT WIDE PRIVATE ROAD) / R=3S0'00' f ' LOT 85, BLOCK LOT 3 \ 06• MATCH UNE (SEE SHEET 3) ' i / \ \A,03. LOT 87 40 98 \ R2, LOT 2 46.08' I\ S 8 c� °`� LOT 1 R / O �8 \ 3R ^ I ? 0 O �� 5C RTER&BURGESS" M �O� �A� a \ \ �� r (C.M.) A JK _ 4 N I 20' UTILITY EASEMENT / 2 �� Od. W (DOC. NO. D201009642) ` 1 \V\ W I5/8 IRF �\ \\ 10' DRAINAGE EASEMENT W I "CARTER&BURGESS" \� (DOC. NO. D201009642) J (C.M.) \ \ I15' UTILITY EASEMENT \ \ (DOC. N0. D201009642) \ I DRAINAGE &UTILITY EASEMENT (DOC. NO. D201009642) 0 20 40 80 120 GRAPHIC SCALE IN FEET 1"=40' 1. Bearing system for this survey is based on the State Plane Coordinate System, North American Datum of 1983 (2011), Texas North Central Zone 4202. Distances reported have been scaled by applying the Tarrant County TxDOT surface adjustment factor of 1.00012. 2. Subject property is shown on the National Flood Insurance Program Flood Insurance Rate Map for Tarrant County, Texas and Incorporated Areas, Map No. 48439CO080K, Community -Panel No. 480614 0080, Effective Date. September 25, 2009, and Map No. 48439CO085K, Community -Panel No. 480614 0085, Effective Date. September 25, 2009. All of the subject property is shown to be located in Zone X" on said map. Relevant zones are defined on said map as folio ws. Zone "X" - Other Areas. Areas determined to be outside the 0.2X annual chance floodplain. J. No underground utilities have been located and/or shown on this survey. Only visible and apparent above ground utility appurtenances are shown. 4. This survey does not provide a determination or opinion concerning the location or existence of wetlands, faultlines, toxic or hazardous waste areas, subsidence, subsurface and environmental conditions or geological issues. No statement is made concerning the suitability of the subject tract for any intended use, purpose or development. 5. Square footage totals shown hereon or referenced herein are based on mathematical closures and do not necessarily represent the positional accuracy of the boundary monuments. 6. The distances shown hereon for adjoining and adjacent properties have been compiled from recorded plats and deeds, and do not necessarily represent field verified or monumented distances. Z The survey abstract lines shown hereon are approximate and are not located on the ground. 8. No generic "U.E.S" (utility easements) will be allowed. 9. No easements will be allowed by separate instrument without express written consent by the Town of Westlake. 10. "X-lots" shall be owned and maintained by the Property Owners Association. 11. Drainage easements on this plat shall be private and not maintained by the Town of Westlake. 12. Easements shown within the bounds of this plat without recording information are hereby dedicated by this plat. 13. Selling a portion of this property, by metes and bounds, is a violation of the Town Ordinances and State Law. 14. The purpose of this final plat is to create one lot by vacating Lot 1, Block 1, Aikmon Addition and platting property on the Vaquero Golf Course. L=343.07 T=184.22' CB=N 19*29947" E CD=331.54' MATCH UNE (SEE SHEET 5) \ o LOT 5 0 \ LOT 4 \ 15' DRAINAGE EASEMENT (DOC'�514 NOD201009642) (�gr'+' 9'b77 _25t 'f c - 207.50' 15.77, LOT 10 / LOT 6R, BLOCK I / VAQUERO PHASE 1 RESIDENTIAL n / p3 ADDITION, LOT 6R, BLOCK 1 N 188 LOT 13R-1, BLOCK I VAQUERO PHASE 1, RESIDENTIAL LOT 11 o ADDITION (INST. NO. D212179377) �N S9 41.97' C °� 30.88' om L26 L27 N 24 53' 37a•Zg \ � S 69.01 3" F \ 20' UTILITY EASEMENT ` \ (DOC. NO. D201046701) A--31'43'30" \ \ R= 400.00' 1 1 L=221.48' T=113.66' CB=N 60054'02" E I I \ CD=218.66' \ 15' ELECTRIC UTILITY EASEMENT I (DOC. NO. D201009642) \ J� LOT 18R / ti LOT 19R 320 33. S 6 >> > N ROD 1/2 IROFOUND I 0 401 • 0,>• F \ LOT 1, BLOCK A \ VARIABLE WIDTH DRAINAGE EASEMENT / / THE VAQUERO CLUB (DOC. NO. D201009642) TRACT 3 \ / THE VAQUERO CLUB (INST. NO. D208035699) II II / / POINT FOR CORNER (1/2-INCH IRON ROD FOUND _ 120.19' - \ \ BEARS N 51'20' E - 0.8 FEET) 194.024 ACRES (8,454,727 SF) --171.90'- - LOT 20R h, LOT 21R 9 02 uq S O 1 0-2 31 9� 20' ELECTRIC UTILITY EASEMENT (DOC. NO. D201046701) 13' �� S 74.0.2 22?32- 1 1 .2!)",� LOT .1O 41 R 95� w' S 88'04'32" W 199.59' \\ I `�� LOT 4 I � \ LOT 5 \\ I I \ BLOCK K VAQUERO-ARTHUR ADDITION PHASE I (INST. N0. D202193453) \ 15' ELECTRIC UTILITY EASEMENT \\ (DOC. NO. D201009642) 10' UTILITY EASEMENT \\ M (CAB. A, SLIDE 7648) \ \ LOT 39 \\ \\ 3 w� 131.15' 20.00' I 0 273.62' 20' DRAINAGE, UTILITY & ACCESS EASEMENT I N (CAB. A, SLIDE 7648) I \ I o LOT 6 \ N r` I \ lJ� \ PERMANENT ACCESS EASEMENT �p. (INST. NO. D201029148) 0`AS \ \ D W W- N I N 5/8-INCH IRON ROD WITH YELLOW ., v I UNREADABLE CAP FOUND GO (C.M.) Z STATE PLANE O J I COORDINATES (SURFACE): N LOT 14 = N=7,037,194.31 U I E=2,370,665.00 LOT 39A a a=51'01'35" 3 I R=482.97' L=430.12' ( I VAQUERO-ARTHUR ADDITION PHASE 2 IT=230.50' Q I I(INST. N0. D203305308) I CB=S 66'26'25" W 04 CD 416.05 _131.41'_ 188.43' - - 1 j 42 �$ / I LOT 21 N O c0 N / ! O DRAINAGE & UTILITY EASEMENT (INST. NO. D203426028) • �s SURVEYOR; LOT 22 LOT 23 PACHECO KOCH CONSULTING ENGINEERS 7557 RAMBLER ROAD, SUITE 1400 DALLAS, TEXAS 75231 PH: (972) 235-3031 CONTACT: JONATHAN COOPER 870.80' 181.81' LOT 3 0 CAS \ r LOT 42R N 0 J � Cn N 0 0 CA N Ocy) 0) 21.77_ 219.12' 12.11' LOT 2 ZO /J / N /LOT 41R ROANOKE - I I PROJECT LOCATION K,11`-O 1 VAQUERO GOLF UW N MEADOW VIEW o z TARRANT COUNTY FAWKS N J MAPSCO F10 Z VICINITY MAP (1" = 2,000') LIME TABLE LINE BEARING LENGTH L1 N 01.16'47" E 131.38' L2 N 41'30'05" W 44.29' L3 S 48'27'28" W 43.61' L4 S 16'08'23" W 134.26' L5 S 13.49'38" E 79.51' L6 S 73.51'37" E 147.45' L7 S 63'56'25" E 72.90' L8 S 36.33'52" E 116.20' L9 S 63'00'28" E 209.66' L10 S 77.43'01 " E 165.38' L11 S 48.29'23" W 130.13' L12 S 88'30'27" W 54.98' L13 N 45'21'41" W 94.67' L14 N 14*58'16" E 59.16' L15 S 79.51'39" W 140.06' L16 S 41.59'45" W 185.99' L17 S 45.03'17" E 10.04' L18 N 45.29'53" E 200.97' L19 S 15*31'15" E 25.11' L20 S 45.25'41" W 197.21' L21 S 76.12'12" E 70.43' L22 N 06.22'03" W 54.29' L23 N 83'44'56" E 94.00' L24 N 51.41'52" E 75.84' L25 S 52'08'33" E 59.03' L26 N 83'23'57" E 130.88' L27 S 89.49'22" E 41.97' L28 S 00*10'38" W 22.98' CURVE TABLE CURVE OEL TA RAD/US LENGTH TANGENT C110RD BEARING CHORD C1 20.10'46" 475.00 167.29 84.52 S 83.57'01" E 166.43 C2 19'31'19" 612.61 208.73 105.39 S 18.40'35" W 207.72 OWNER• THE VAQUERO CLUB, INC. 2300 VAQUERO CLUB DRIVE WESTLAKE, TEXAS 76262 PH: (817) 379-4555 CONTACT: MATT WEITZ SHEET 4 OF 6 IFOHAL PLAY OIL THE VAQUERO CLUB 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO m v N N I i 0 w 0 w a_ N N N I rn ao 0 N 0 0 LOT 21 1664• 78' SECePCK LOT 20 �s s � 0 \7- N LOT 19 BLOCK A OAKMONT HILLS ADDITION (DOC. NO. D200176853) _ _ 212.16' _ 48.95' 120.00' T 129.11' 10' ELECTRIC EASEMENT (DOC. NO. D200176853) to 10 LOT 15 LOT 14 I� I� LOT 13 0 - N 35' SETBACK \ 120.00' 120.00' 9.94' \ CO VENTR Y 217.25' 69.76' 217.25' _ CO_UR_ T 257.25' \ 120.00, 120.00' 35' SETBACK / N 0 o O N �o LOT 10 LOT 11 10' ELECTRIC EASEMENT (DOC. NO. D200176853) 7.5' UTILITY EASEMENT (DOC. NO. D200176853) LOT 12 120.00, 120.91' 250.00' 85.82' 20' D. & U. EASEMENT (DOC. NO. D185029208) 7 10' ELECTRIC EASEMENT LOT 14 (DOC. NO. D200176853) Oh 00 tea. ti LOT 13 I N PHASE II BLOCK 3 215.34 MATCH UNE (SEE SHEET 3) MATCH UNE (SEE SHEET 4) NEI=\ I \ I \ I 10' DRAINAGE EASEMENT DRAINAGE & UTILITY EASEMENT \ (DOC. N0. D201009642) (DOC. NO. D201009642) I� IW N IW Lu \ W LOT 1, BLOCK A \ THE VAQUERO CLUB \\\ \ d=51*01'35" \\ R=482.97' TRACT 3 \\ L=430.129 THE VAQUERO CLUB, INC \ \ T= 230.50' (INST. NO. D208035699) CB=S 66.2625" W \\ CD=416.05' I 5/8-INCH IRON \\\ (OM FOUND 194.024 ACRES \� (8,454,727 SF) \\ 5/8-INCH IRON ROD WITH YELLOW \ "CBG SURVEYING" CAP FOUND \ \ \ (C.M.) s i \\ \ � 1/2-INCH IRON ROD WITH YELLOW ^4z, UNREADABLE CAP FOUND 0 p��• \ 15' UTILITY EASEMENT \ (C.M.) P N \ \ \ LOT 23 (DOC. NO. D201009642) \ \ I 19'S0'13" ��'� �� R=492.88' L= 170.65 04 T=86.19' �\ \ CB=S 30'45'51" W ^� PERMANENT ACCESS \ EASEMENT \ \ CD=169.80' o, \ (INST. N0. D201029148) 30' D. & U. EASEMENT \ 5/8 IRF "CARTER LOT 24 (DOC. NO. D185029208) 00 \ \ \ & BURGESS" 1 ° ti S %^I / \ (IN 15' SANITARY SEWER EASEMENT XF S 89.41'27" W 667.2 (INST NO D203426028) 0 LOT 12 \ O 0 00 moo. 00 Z LOT 11 20' D. & U. EASEMENT (DOC. NO. D185029208) \2so\oo' LOT 14 ^'V �j HICKORY HOLLOW ESTATES (DOC. NO. D185029208) o ro LOT 13 N PHASE II BLOCK 2 30' D. & U. EASEMENT (DOC. NO. D185029208) 214.40' LOT 12 \ °o. LOT 11 \ 20' D. & U. EASEMENT \ (DOC. NO. D185029208) = 250.00 \ \ _ 83 LOT 12 1 I.35'- 20' D. & U. EASEMENT (DOC. N0. D185029208) �o LOT 11 ^. PHASE I BLOCK 1 / N N I W 1/2-INCH IRON �� LOT 34 ROD FOUND STATE PLANE COORDINATES (SURFACE): N=7,035,652.95 o F=2.368.163.22 Ob ", / N 89'48'33" W 322.15' TOWN OF WESTLAKE �\ 15 BUILDING LINE 10' UTILITY EASEMENT (VOL. 5645, PG. 536) W 10' UTILITY EASEMENT o (VOL. 5645, PG. 536) m LOT 4, BLOCK 3 TIMBER KNOLL ESTATES (DOC. NO. D199157018) CITY OF KELLER 250.56' \ cS_ \L �o of �o 0 Z\ \ 6���� Z� 104.61' (n LOT 30 OOd N � N \ 7t Z X \ LOT 31 \ LOT 32 \ 15' SANITARY SEWER EASEMENT \ (INST. NO. D203426028) IL- C r___A �Q • 190 I 254.30' 203.01' 105.29' \ IX LOT 29 \ LOT 28 \ \ >.cl� • Sw + 420 9\ LOT 25 \ •�� �/� N BLOCK K BLOCK K LOT 27 \ �00, tK VAQUERO-ARTHUR ADDITION PHASE 3 (INST. NO. D203426028) ram\ ���• VAQUERO- ARTHUR ADDITION, PHASE 3 50' ACCESS EASEMENT 5/8 IRF \ (INST. NO. D\ 3426028) (VOL. 14723, PG. 328) I \ DRAINAGE & ACCESS EASEMENT I I (INST. NO. D203426028) \ I I LOT 36 \ I I I i PROPERTY LINE EASEMENT LINE - - SETBACK LINE (C.M.) CONTROLLING MONUMENT 1/2 IRF 1/2-INCH IRON ROD "RPLS 5310" W/"RPLS 5310" CAP FOUND 1/2 IRF 1/2-INCH IRON ROD "RPLS 4688" W/"RPLS 4688" CAP FOUND XF "+" CUT IN CONCRETE FOUND 1/2 IRF 1/2-INCH IRON ROD FOUND 5/8 IRF 5/8-INCH IRON ROD "CARTER&BURGESS" W/'CARTER & BURGESS" CAP FOUND P.O.B. POINT OF BEGINNING 0 POINT FOR CORNER (UNLESS OTHERWISE NOTED) 0 20 40 80 120 GRAPHIC SCALE IN FEET 1"=40' ROANOKE - (PROJECT LOCATIONI TARRANT COUNTY MAPSCO F10 Z VICINITYMAP (1" = 2,000') LIME TABLE L/NE BEARING LENGTH L1 N 01 *16'47" E 131.38' L2 N 41'30'05" W 44.29' L3 S 48-27'28" W 43.61' L4 S 16'08'23" W 134.26' L5 S 13.49'38" E 79.51' L6 S 73'51'37" E 147.45' L7 S 63'56'25" E 72.90' L8 S 36'33'52" E 116.20' L9 S 63'00'28" E 209.66' L10 S 77'43'01" E 165.38' L11 S 48'29'23" W 130.13' L12 S 88'30'27" W 54.98' L13 N 45'21'41" W 94.67' L14 N 14*58'16" E 59.16' L15 S 79'51'39" W 140.06' L16 S 41'59'45" W 185.99' L17 S 45*03'17" E 10.04' L18 N 45'29'53" E 200.97' L19 S 15*31'15" E 25.11' L20 S 45'25'41" W 197.21' L21 S 76*12'12" E 70.43' L22 N 06'22'03" W 54.29' L23 N 83'44'56" E 94.00' L24 N 51'41'52" E 75.84' L25 S 52'08'33" E 59.03' L26 N 83'23'57" E 130.88' L27 S 8949'22" E 41.97' L28 S 00*10'38" W 22.98' CURIE TABLE CURVE OEL TA RADII -IS LENGTH 7AAGSVT CHORO BEAR/NG CHORD C1 20*10'46" 475.00 167.29 84.52 S 83.57'01" E 166.43 C2 19-31'19" 612.61 208.73 105.39 S 18'40'35" W 207.72 NOTES 1. Bearing system for this survey is based on the State Plane Coordinate System, North American Datum of 1983 (2011), Texas North Central Zone 4202. Distances reported have been scaled by applying the Tarrant County TxDOT surface ad)jstment factor of 1.00012. 2. Subject property is shown on the National Flood Insurance Program Flood Insurance Rate Map for Tarrant County, Texas and Incorporated Areas, Map No. 48439CO080K, Community -Panel No. 480614 0080, Effective Date: September 25, 2009, and Map No. 48439C0085K, Community -Panel No. 480614 0085, Effective Date: September 25, 2009. All of the subject property is shown to be located in Zone X" on said map. Relevant zones are defined on said map as follows: Zone "X" - Other Areas: Areas determined to be outside the 0.2% annual chance floodplain. J. No underground utilities have been located and/or shown on this survey. Only visible and apparent above ground utility appurtenances are shown. 4. This survey does not provide a determination or opinion concerning the location or existence of wetlands, faultlines, toxic or hazardous waste areas, subsidence, subsurface and environmental conditions or geological issues. No statement is made concerning the suitability of the subject tract for any intended use, purpose or development. 5. Square footage totals shown hereon or referenced herein are based on mathematical closures and do not necessarily represent the positional accuracy of the boundary monuments. 6. The distances shown hereon for adjoining and adjacent properties have been compiled from recorded plats and deeds, and do not necessarily represent field verified or monumented distances. Z The survey abstract lines shown hereon are approximate and are not located on the ground. & No generic "U.E.S" (utility easements) will be allowed. 9. No easements will be allowed by separate instrument without express written consent by the Town of Westlake. 10. "X-lots" shall be owned and maintained by the Property Owners Association. 11. Drainage easements on this plat shall be private and not maintained by the Town of Westlake. 12. Easements shown within the bounds of this plat without recording information are hereby dedicated by this plat. 13. Selling a portion of this property, by metes and bounds, is a violation of the Town Ordinances and State Law. 14. The purpose of this final plat is to create one lot by vacating Lot 1, Block 1, Aikman Addition and platting property on the Vaquero Golf Course. PACHECO KOCH CONSULTING ENGINEERS THE VAQUERO CLUB, INC. 7557 RAMBLER ROAD, SUITE 1400 2300 VAQUERO CLUB DRIVE DALLAS, TEXAS 75231 WESTLAKE, TEXAS 76262 PH: (972) 235-3031 PH: (817) 379-4555 CONTACT: JONATHAN COOPER CONTACT: MATT WEITZ SHEET 5 OF 6 FOHAL PLAY 001F THE VAQUERO CLUB 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO j v 0 0 N N I i 0 w w I� N N N I 0 N 0 n 0 LLJ U) i CD 0 N N OWNER'S CERTIFICATE WHEREAS, THE VAQUERO CLUB, INC., is the owner of a tract of land situated in the Memucan Hunt Survey, Abstract No. 756, Leroy Boggess Survey, Abstract No. 196, and Josiah Walker Survey, Abstract No 1604, Tarrant County, Texas, Town of Westlake, Tarrant County, Texas, according to the deed recorded in Instrument No. D208035699 of the Official Public Records of Tarrant County, Texas and being more particularly described as follows: DESCRIPTION, of a 194.094 acre tract of land situated in the Memucan Hunt Survey, Abstract No. 756, Leroy Boggess Survey, Abstract No. 196, and Josiah Walker Survey, Abstract No. 1604, Tarrant County, Texas; said tract being all of that certain tract of land described as Tract 3 in Special Warranty Deed to The Vaquero Club, Inc. recorded in Instrument No. D208035699 of the Official Public Records of Tarrant County, Texas; said tract also being all of that certain tract of land described in Special Warranty Deed to The Vaquero Club, Inc recorded in Instrument No. D213186237 of said Official Public Records; said 194.094 acre tract being more particularly described as follows: BEGINNING, at a 1/2-inch iron rod with yellow 'RPLS 5310" cap found for corner in the southerly right-of-way line of Post Oak Place (a 60 foot wide private drive); said point being the southerly line of Lot 35, Block C, Vaquero Phase 2B Residential Addition, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument Number D202093512 of the Official Public Records of Tarrant County, Texas, and the northernmost northwest corner of Lot 1, Block E of said Vaquero Phase 2B Residential Addition; THENCE, departing the said southerly line of Post Oak Place and said southerly line of Lot 35, along the easterly line of said Vaquero Phase 2B Residential Addition, The following sixteen (16) calls: South 48 degrees, 27 minutes, 28 seconds, West, a distance of 43.61 feet to a 1/2-inch iron rod with yellow 'RPLS 5310" cap found for corner; South 16 degrees, 08 minutes, 23 seconds, West, a distance of 134.26 feet to a 1/2-inch iron rod with yellow 'RPLS 5310" cap found for corner; South 13 degrees, 49 minutes, 38 seconds, East, a distance of 79.51 feet to a "+" cut in concrete found for corner; South 73 degrees, 51 minutes, 37 seconds, East, a distance of 147.45 feet to a point for corner; South 17 degrees, 12 minutes, 52 seconds, East, a distance of 324.82 feet to a point for corner; South 39 degrees, 06 minutes, 34 seconds, East, a distance of 227.51 feet to a point for corner; South 39 degrees, 45 minutes, 00 seconds, West, a distance of 137.53 feet to a point for corner; South 05 degrees, 28 minutes, 49 seconds, East, a distance of 595.79 feet to a point for corner; South 37 degrees, 01 minutes, 14 seconds, East, a distance of 94.69 feet to a point for corner; South 56 degrees, 07 minutes, 38 seconds, East, a distance of 56.41 feet to a point for corner; North 78 degrees, 07 minutes, 20 seconds, East, a distance of 166.68 feet to a point for corner; South 63 degrees, 56 minutes, 25 seconds, East, a distance of 72.90 feet to a point for corner; South 36 degrees, 33 minutes, 52 seconds, East, a distance of 116.20 feet to a point for corner; South 06 degrees, 02 minutes, 21 seconds, West, a distance of 220.05 feet to a point for corner; South 63 degrees, 00 minutes, 28 seconds, East, a distance of 209.66 feet to a 5/8-inch iron rod found with green 'EAGLE SURVEY INC" found for corner; South 77 degrees, 43 minutes, 01 seconds, East, a distance of 165.38 feet to a 1/2-inch iron rod found for corner in the westerly line of said Post Oak Place; said point being in the westerly line of Lot 21, Block G, Vaquero Phase 1 Addition, an addition to the Town of Westlake according to the plat recorded in Instrument No. D201009642 of said Official Public Records; said point being the beginning of a non -tangent curve to the left; THENCE, along the said westerly line of Post Oak Place, the westerly line of said Lot 21, Block G, and along said curve to the left, having a central angle of 19 degrees, 31 minutes, 19 seconds, a radius of 612.61 feet, a chord bearing and distance of South 18 degrees, 40 minutes, 35 seconds, West, 207.72 feet, an arc distance of 208.73 feet to a PK-Nail in concrete found for corner at the end of said curve; said point being the northeast corner of Lot 88R, Block J, Replat of Vaquero Phase 1 Residential Addition, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument No. D201046701 of said Official Public Records, and the northwest corner of Lot 10R, of said Block J; THENCE, departing the said westerly line of Post Oak Place, the northwest corner of said Lot 10R, and the northeast corner of said Lot 88R, along the north and west lines of said Block J, the following nineteen (19) calls: South 48 degrees, 29 minutes, 23 seconds, West, a distance of 130.13 feet to a point for corner; South 88 degrees, 30 minutes, 27 seconds, West, a distance of 54.98 feet to a point for corner; North 45 degrees, 21 minutes, 41 seconds, West, a distance of 94.67 feet to a point for corner; North 14 degrees, 58 minutes, 16 seconds, East, a distance of 59.16 feet to a point for corner; North 43 degrees, 13 minutes, 48 seconds, West, a distance of 212.02 feet to a point for corner; South 79 degrees, 51 minutes, 39 seconds, West, a distance of 140.06 feet to a point for corner; South 41 degrees, 59 minutes, 45 seconds, West, a distance of 185.99 feet to a point for corner; South 45 degrees, 03 minutes, 17 seconds, East, a distance of 10.04 feet to a point for corner; South 42 degrees, 00 minutes, 17 seconds, West, a distance of 427.35 feet to a 1/2-inch iron rod found for corner; South 19 degrees, 42 minutes, 33 seconds, West, a distance of 319.55 feet to a point for corner; South 51 degrees, 29 minutes, 02 seconds, West, a distance of 260.01 feet to a 1/2-inch iron rod with 'RPLS 4688" found for corner; South 66 degrees, 38 minutes, 39 seconds, West, a distance of 132.20 feet to a point for corner; South 70 degrees, 32 minutes, 43 seconds, West, a distance of 160.72 feet to a point for corner; South 76 degrees, 37 minutes, 13 seconds, West, a distance of 246.86 feet to a point for corner; South 81 degrees, 04 minutes, 13 seconds, West, a distance of 261.81 feet to a point for corner; South 17 degrees, 01 minutes, 22 seconds, West, a distance of 154.89 feet to a point for corner; South 25 degrees, 39 minutes, 00 seconds, East, a distance of 834.20 feet to a point for corner; South 50 degrees, 10 minutes, 34 seconds, East, a distance of 280.02 feet to a point for corner; North 45 degrees, 29 minutes, 53 seconds, East, a distance of 200.97 feet to a point for corner in the southwest right-of-way line of Cedar Elm Terrace (60-foot wide private drive; said point being in the southwest line of Lot 87 of said Block J and the east corner of Lot 1R of aid Block J; THENCE, South 15 degrees, 31 minutes, 15 seconds, East, along the said southwest line of Cedar Elm Terrace and the said southwest line of Lot 87, a distance of 25.11 feet to a point for corner at the intersection of the said southwest line of Cedar Elm terrace and the northwest right-of-way line of Vaquero Club Drive (60-foot wide private drive); said point being a south corner of said Lot 87 and in the northwesterly line of Lot 40, Block I of said Vaquero Phase 1 Residential Addition; THENCE, along the northwesterly, southwesterly, and southeasterly lines of said Vaquero Club Drive and the northwesterly, southwesterly, and southeasterly lines of said Lot 40, the following five (5) calls: South 45 degrees, 25 minutes, 41 seconds, West, a distance of 197.21 feet to a 5/8-inch iron rod with yellow "CARTER & BURGESS" cap found for corner; South 76 degrees, 12 minutes, 12 seconds, East, a distance of 70.43 feet to a 5/8-inch iron rod with yellow "CARTER & BURGESS" cap found for corner; North 45 degrees, 21 minutes, 46 seconds, East, a distance of 206.92 feet to a 5/8-inch iron rod withyellow "CARTER & BURGESS" cap found for corner; said point being the beginning of a non- tangent curve to the left; Along said curve, having a central angle of 51 degrees, 43 minutes, 41 seconds, a radius of 380.00 feet, a chord bearing and distance of North 19 degrees, 29 minutes, 47 seconds, East, 331.54 feet, an arc distance of 343.07 feet to a 5/8-inch iron rod with yellow 'CARTER & BURGESS" cap found at the end of said curve; North 06 degrees, 22 minutes, 03 seconds, West, a distance of 54.29 feet to a 5/8-inch iron rod with yellow 'CARTER & BURGESS" cap found for corner; said point being the southwest corner of Lot 1 of said Block I THENCE, departing the said southeasterly line of Vaquero Club Drive and the southeasterly lines of said Lot 40, along the southerly and westerly line of said Block I, the following fifteen (15) calls: North 83 degrees, 44 minutes, 56 seconds, East, a distance of 94.00 feet to a point for corner; North 23 degrees, 49 minutes, 00 seconds, East, a distance of 203.17 feet to a 5/8-inch iron rod with 'KHA" found for corner; said point being the beginning of a non -tangent curve to the right; Along said curve to the right, having a central angle of 31 degrees, 43 minutes, 30 seconds, a radius of 400.00 feet, a chord bearing and distance of North 60 degrees, 54 minutes, 02 seconds, East, 218.66 feet, an arc distance of 221.48 feet to a point at the end of said curve; North 76 degrees, 52 minutes, 26 seconds, East, a distance of 378.29 feet to a point for corner; North 51 degrees, 41 minutes, 52 seconds, East, a distance of 75.84 feet to a point for corner; South 52 degrees, 08 minutes, 33 seconds, East, a distance of 59.03 feet to a point for corner; North 83 degrees, 23 minutes, 57 seconds, East, a distance of 130.88 feet to a point for corner; South 89 degrees, 49 minutes, 22 seconds, East, a distance of 41.97 feet to a point for corner; South 00 degrees, 10 minutes, 38 seconds, West, a distance of 22.98 feet to a point for corner; South 69 degrees, 01 minutes, 03 seconds, East, a distance of 320.33 feet to a 1/2-inch iron rod found loose for corner; South 65 degrees, 10 minutes, 40 seconds, East, a distance of 178.07 feet to a point for corner; South 69 degrees, 02 minutes, 31 seconds, East, a distance of 144.13 feet to a point for corner; South 74 degrees, 02 minutes, 37 seconds, East, a distance of 226.95 feet to a point for corner; South 12 degrees, 30 minutes, 18 seconds, East, a distance of 263.97 feet to a point for corner; South 03 degrees, 24 minutes, 36 seconds, West, a distance of 230.00 feet to a point for corner at the southwest corner of Lot 42r of said Block I; said point being in the north line of Block K, Vaquero -Arthur Addition Phase 1, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument No. D202193453 of said Official Public Records; THENCE, South 88 degrees, 04 minutes, 32 seconds, West, along the said north line of Block K, a distance of 870.80 feet to a point for corner in the northwest corner of Lot 39R of said Block K; from said point a 1/2-inch iron rod found bears North 51 degrees 20 minutes East, a distance of 0.8 feet; THENCE, along the west line of said Lot 39R, the following two (2) calls: South 00 degrees, 15 minutes, 41 seconds, West, a distance of 437.42 feet to a point for corner; South 24 degrees, 26 minutes, 03 seconds, East, a distance of 245.00 feet to a 5/8-inch iron rod with yellow unreadable cap found for corner at the southwest corner of said Lot 39R; said point being the northwest corner of Lot 39A, Block K, Vaquero -Arthur Addition Phase 2, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument No. D203305308 of said Official Public Records; THENCE, along the northwesterly and northerly line of Block K of said Vaquero -Arthur Addition Phase 2 and the northerly line of Block K, Vaquero -Arthur Addition Phase 3, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument No. D203426028 of said Official Public Records; the following nine (9) calls: South 02 degrees, 10 minutes, 16 seconds, West, a distance of 280.78 feet to a point for corner; said point being the beginning of a non -tangent curve to the left; Along said curve to the left, having a central angle of 51 degrees, 01 minutes, 35 seconds, a radius of 482.97 feet, a chord bearing and distance of South 66 degrees, 26 minutes, 25 seconds, West, 416.05 feet, an arc distance of 430.12 feet to a 5/8-inch iron rod with yellow "CBG SURVEYING" cap found for corner at the end of said curve; South 40 degrees, 37 minutes, 42 seconds, West, a distance of 198.01 feet to a 1/2-inch iron rod with yellow unreadable cap found for corner; said point being the beginning of a non -tangent curve to the left; Along said curve, having a central angle of 19 degrees, 50 minutes, 13 seconds, a radius of 492.88 feet, a chord bearing and distance of South 30 degrees, 45 minutes, 51 seconds, West, 169.80 feet, an arc distance of 170.65 feet to a 5/8-inch iron rod with yellow "CARTER & BURGESS" cap found for corner at the end of said curve; South 47 degrees, 39 minutes, 45 seconds, West, a distance of 114.24 feet to a 5/8-inch iron rod found for corner; North 53 degrees, 32 minutes, 15 seconds, West, a distance of 150.57 feet to a point for corner; South 89 degrees, 41 minutes, 27 seconds, West, a distance of 667.21 feet to a "+" cut in concrete found for corner; South 00 degrees, 09 minutes, 22 seconds, West, a distance of 212.49 feet to a point for corner; South 49 degrees, 32 minutes, 09 seconds, West, a distance of 918.12 feet to a point for corner at the southwest corner of Lot 34 of said Block K; said point being in the north line of that certain tract of land described in General Warranty Deed to Gilbert de Cardenas and Marlene de Cardenas recorded in Instrument No. D221165169 of said Official Public Records; THENCE, North 89 degrees, 48 minutes, 33 seconds, West, along the north line of said Cardenas tract and the north line of Lot 4, Block 3, Timber Knoll Estates, an addition to the City of Keller, Texas according to the plat recorded in Document No. D199157018 of said Official Public Records, a distance of 322.15 feet to a 1/2-inch iron rod found for corner; said point being in the said north line of Lot 4 and an ell corner of Lot 11, Hickory Hollow Estates Phase I, an addition to Tarrant County, Texas according to the plat recorded in Document No. D185029208 of said Official Public Records; Cabinet , Slide OWNER'S DEDICATION THENCE, North 00 degrees, 09 minutes, 18 seconds, West, along the east line of said Hickory Hollow Estates, a distance of 1,203.21 feet to a 5/8-inch iron rod found for corner at the northeast corner of NOW, THEREFORE, KNOW ALL PERSONS BY THESE PRESENTS: said Hickory Hollow Estates; said point being the southeast corner of Block A, Oakmont Hills Addition, an addition to the City of Keller, Texas according to the plat recorded in Document No. D200176853, THAT, THE VAQUERO CLUB, INC. do hereby adopt this plat, designating the herein described property as THE VAQUERO CLUB, an addition to the Town of Westlake, Tarrant County, Texas. THENCE, North 00 degrees, 23 minutes, 14 seconds, West, along the east line of said Oakmont Hills The easements thereon are hereby reserved for the purposes indicated, and in accordance with Addition, a distance of 1,650.99 feet to a point for corner at the northeast corner of said Oakmont Hills the easement documents filed with the Town of Westlake and Tarrant County. The utility and Addition; said point being the southeast corner of that certain tract of land described in Warranty Deed fire lane easements shall be open to fire and police units, garbage and rubbish collection with Vendor's Lien to J. Timothy Brittan and Kristin Brittan recorded in Document No. D206068103 of said agencies and the public and private utilities for which the easement is reserved, and as Official Public Records; specifically approved by the Town of Westlake for the use of a particular easement. The maintenance of paving or any other surface on the utility and fire lane easements is the sole THENCE, North 00 degrees, 36 minutes, 51 seconds, West, along the east line of said Brittan tract, at a responsibility of the property owner. No buildings, or other permanent improvements shall be distance of 744.36 feet passing the northeast corner of said Brittan tract and the southeast corner of constructed, reconstructed or placed upon, over or across the easements as shown. Said Lot 1, Block 1, Fisher Addition, an addition to the Town of Westlake, Texas according to the plat recorded easements being hereby reserved for use and accommodation of all public utilities for which in Document No. D214043902 of said Official Public Records; continuing along the east line of said Lot in all a total distance of 1,018.35 feet to a 1/2-inch iron rod found for corner at the southwest corner of the easement is reserved, and as specifically approved by the Town of Westlake. Any public that certain tract of land described in Warranty Deed with Vendor's Lien to Larry Smith and Patty Smith utility for which the easement is reserved, and as specifically approved by the Town of recorded in Volume 6769, Page 1161 of the Deed Records of Tarrant County, Texas; Westlake to use a particular easement shall have the right to remove and keep removed all or part of any buildings or other improvements which in any way may endanger or interfere with THENCE, North 89 degrees, 22 minutes, 44 seconds, East, along the south line of said Smith tract, a the construction, maintenance, or efficiency of its system in the easement and that public distance of 1,218.54 feet to a 5/8-inch iron rod with yellow cap "CARTER & BURGESS" found for corner utility shall at all times have full right of ingress and egress upon the easement for the at the southeast corner of said Smith tract; purpose of constructing, reconstructing, inspecting, patrolling, and maintaining and adding to or removing all or part of its system, subject to complying with all ordinances, rules, regulations THENCE, North 00 degrees, 14 minutes, 00 seconds, West, along the EAST LINE OF SAID Smith tract, at a and resolutions of the Town of Westlake, Texas, and in accordance with the easement distance of 474.40 feet passing the northeast corner of said Smith tract and the southeast corner of documents filed with the Town of Westlake and Tarrant County. The Town of Westlake, Texas, Tract 6, Shelby Estates, an addition to the Town of Westlake, Texas according to the plat recorded in and the public utility shall have the right of ingress and egress to private property for the Document No. D183385932 of said Official Public Records, continuing along the east line of Tract 6, Tract purpose of reading meters, maintenance and service required or ordinarily performed by that 5, and Tract 4 of said Shelby Estates in all a total distance of 1,758.87 feet to a point for corner at utility. the northeast corner of said Tract 4; said point being the southeast corner of Lot 4, Block B, Vaquero Phase 2C Residential Addition, an addition to the Town of Westlake, Texas according to the plat recorded in Instrument No. D202303440 of said Official Public Records; AInT1A/ITUCTAAII,IAlt` AAIVTUTAII` Tn TUC' 1`nAITDADV IAI TUIC DI AT 44... 4- 44....,.,.,..I....., --A THENCE, along the east line of said Block B, the following five 5 calls: across, over or under the easement tract(s) to such other persons as the owners deem proper, provided such other grants are subject to the easements to the Town of Westlakegranted North 11 degrees, 01 minutes, 46 seconds, East, a distance of 244.48 feet to a point for corner; in this plat or the easement documents, and the uses granted do not materially interfere with the use of said easements by the Town of Westlake for the purposes set forthherein North 16 degrees, 26 minutes, 05 seconds, East, a distance of 51.89 feet to a point for corner; and the town approves said additional easements or additional uses in writing. Any damages to facilities located in said easements as a result of the use granted to such otherperson North 27 degrees, 35 minutes, 10 seconds, East, a distance of 366.47 feet to a point for corner; shall be promptly repaired by such other person, and the Town of Westlake shall have North 01 degrees, 16 minutes, 47 seconds, East, a distance of 131.38 feet to a point for corner; no responsibility for any damage to such other person's facilities in connection with the use of said easement by the Town of Westlake. North 41 degrees, 30 minutes, 05 seconds, West, a distance of 44.29 feet to a point for corner in the said southerly line of Post Oak Place and in the said southerly line of Lot 35; said point being the IN ADDITION, notwithstanding anything to the contrary in this plat, the owners, and their northeast corner of Lot 31R of said Block B, and the beginning of a non -tangent curve to the right; successors and assigns, may use the easement tract(s) identified in the easement documents, THENCE, along said curve to the right, having a central angle of 20 degrees, 10 minutes, 46 seconds, a and shown within the boundaries of the platted property for paving, pedestrian walkway, radius of 475.00 feet, a chord bearing and distance of South 83 degrees, 57 minutes, 01 seconds, East, parking, landscaping and aerial improvement purposes (the "improvements"), which do not 166.43 feet, an arc distance of 167.29 feet to the POINT OF BEGINNING; materially interfere with or prevent the use by the Town of Westlake of said easements for the purposes set forth herein. Any damages to facilities located in the easements identified on the CONTAINING: 8,454,727 square feet or 194.094 acres of land, more or less. platted property as a result of such uses shall be promptly repaired by the then -current owner of the platted property that caused such damage, and the Town of Westlake shall have SURVEYOR'S CERTIFICATE no responsibility for any damages to the improvements in connection with the use of said easements by the Town of Westlake. STATE OF TEXAS COUNTY OF DALLAS This plat is approved subject to all platting ordinances, rules, regulations and resolutions of the Town of Westlake, Texas. NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS: THAT I, Jonathan E. Cooper, a Registered Professional Land Surveyor, do hereby certify that this plat was WITNESS, my hand, this the prepared from an actual and accurate survey of the land made on the ground and that the corner monuments shown thereon were properly placed under my personal supervision in accordance with the BY: platting rules and regulations of the City of Plano, Texas. . 0 F TF .**,- STE9'';I�q �: e`` � FO ;cP --------------------------- ....................... JONATHAN E. COOPER Jonathan E. Cooper ....................... Registered Professional Land Surveyor : � 5369 P �Q No. 5369 9yo :;es s°��'�'�° jcooper®pkce.com s uRi www.pkce.com STATE OF TEXAS ;K911121�'Lo]=07_11I_f~ BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Jonathan E. Cooper, known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this _____ day of _______ , 2022. Notary Public in and for the State of Texas My commission expires: Approved by the Town of Westlake Town Planning and Zoning Commission: Chairman Date The Vaquero Club, Inc. STATE OF TEXAS § COUNTY OF TARRANT § day of ______- 2022. Matt Weitz -Director of Agronomy BEFORE ME, the undersigned authority, a Notary Public in and for the State of Texas, on this day personally appeared Matt Weitz known to me to be the person whose name is subscribed to the foregoing instrument and acknowledged to me that he executed the same for the purposes and consideration therein expressed. GIVEN UNDER MY HAND AND SEAL OF OFFICE this the _____ day of------------------- 2022. Notary Public in and for the State of Texas SURVEYOR: PACHECO KOCH CONSULTING ENGINEERS 7557 RAMBLER ROAD, SUITE 1400 DALLAS, TEXAS 75231 PH: (972) 235-3031 CONTACT: JONATHAN COOPER • THE VAQUERO CLUB, INC. 2300 VAQUERO CLUB DRIVE WESTLAKE, TEXAS 76262 PH: (817) 379-4555 CONTACT: MATT WEITZ SHEET 6 OF 6 ---------------------------------------------------- F 0 ]Lll pLLaIr COIF Secretary Date THE VAQUERO CLUB Document No. Approved by the Town of Westlake Town Council: Date: Mayor Date Secretary Date Document No. : Date: 1 LOT BEING 194.094 ACRES VACATING LOT 1, BLOCK 1, AIKMAN ADDITION AND SITUATED IN JOSIAH WALKER SURVEY, ABSTRACT NO. 16049 LEROY BOGGESS SURVEY, ABSTRACT NO. 1969 MEMUCAN HUNT SURVEY, ABSTRACT NO. 756 IN THE TOWN OF WESTLAKE, TARRANT COUNTY, TEXAS PD3-1: VAQUERO m v T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Workshop - Discussion Item Monday, April 25, 2022 TOPIC: Update and discussion regarding a Cost Recovery and Fiscal Impact Tool to be utilized for the review of proposed development requests STAFF: Ron Ruthven, Planning and Development Director STRATEGIC ALIGNMENT Vision,E I PerspectiveStrategic; Results Outcome High Quality Planning, Design & Planned / Responsible Development - We are a desirable Optimize Planning & Development Fiscal Stewardship well planned, high -quality Development community that is distinguished by Capabilities exemplary design standards. SUMMARY The purpose of this item is to provide an update to the Town Council regarding the implementation of cost recovery tool to be utilized as part of staff s analysis of new development requests. On November 30, 2020, MESA Planning provided a presentation to the Town Council regarding the tool and has since been developing the tool such that it can be utilized for new development requests. COUNCIL ACTION/OPTIONS • Provide direction to staff regarding the implementation of the cost recovery tool. STAFF RECOMMENDATION N/A FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Funding Source: General Fund Contract: No Forms: N/A Service Levels: N/A Page 1 of 2 DEVELOPMENT/MOBILITY IMPACT TO COMMUNITY Westlake Academy: N/A. Comprehensive Plan: N/A. Cost Recovery Analysis: N/A. Traffic Impact: N/A. Page 2 of 2 T H E T 0 W H 0 E WESTLAKE DISTINCTIVE BY DEMN TOWN COUNCIL AGENDA ITEM Regular Meeting - Discussion Monday, April 25, 2022 TOPIC: Discussion of Community Engagement Opportunities for Town Boards and Committees: Focus on the Planning and Zoning Commission STAFF: Ron Ruthven, Planning and Development Director STRATEGIC ALIGNMENT Vision,E I PerspectiveStrategic; Results Outcome High Quality Planning, Design & Planned / Responsible Citizen, Student & Development - We are a desirable well planned, high -quality Preserve Desirability Development Stakeholder community that is distinguished by & Quality of Life exemplary design standards. SUMMARY This item provides an opportunity to discuss the purpose of the Planning and Zoning Commission (P&Z) in the context of community engagement opportunities. The Planning and Zoning Commission serves as an advisory board to the Town Council and makes recommendations on zoning and platting related requests and proposals. The Commission consists of eight members: five voting members and three alternate members. The members are appointed by the Town Council and serve two-year terms. What is the Purpose of the P&Z Commission? The Planning and Zoning Commission's role in the community is to ensure high quality development that adheres to the Town's Comprehensive Plan, as well as meets guidelines and regulations in Town Ordinances and laws of the State of Texas. This includes residential and commercial properties, public facilities, open spaces, as well as overall land use within the Town. Westlake Planning and Zoning Commission - Quick Facts. • The statutory authority for a Zoning Commission is established by Section 211.006-7 of the Texas Local Government Code; • The Commission meets once per month as determined by the Commission and/or Town Page 1 of 3 Council; • The Commission currently has no by-laws; • Although the Commission currently has eight members (5 regular members and 3 alternates), the Commission can have more, or less, members, all of whom may be voting members (and not alternates), as determined by the Town Council. • Similar to the Zoning Board of Adjustment, general law municipalities (under 5,000 in population) are not required to have a Planning and Zoning Commission; the Council can serve in this role; • Chapter 26 of the Town of Westlake Code of Ordinances requires a Planning and Zoning Commission for Westlake and grants the Commission the authority to consider: ■ Text amendments to development regulations ■ Zoning changes and map amendments, including reclassification of the zoning designations on land, specific use permits, and planned developments. ■ Site plans for development. ■ Amendments to the Comprehensive Plan. ■ Amendments to the Thoroughfare Plan. ■ Amendments to the Open Space Plan. ■ Plats and Replats Other duties may be assigned to the Commission as approved by the Town Council through amendments to Chapter 26; • Most of the Commission's actions are non -binding, which means that the Commission's recommendations don't trigger special approval, or denial, requirements by the Town Council. Exceptions include some site plan approvals in the Circle T Ranch zoning districts, wherein Commission approval may be final, provided no waivers are requested. P&Z Members The following are the current Commission members and their term expirations: Member Name Term Expiration Tim Brittan, Chairman June 2023 Michelle Lee, Vice Chair June 2023 Ken Kraska June 2023 Kim Morris June 2022 Rick Rennhack June 2022 Sharon Sanden (Alternate member No. 1) June 2022 Diane Prager (Alternate member No. 2) June 2022 Vacant (Alternate member No. 3) June 2022 Unless a Commissioner resigns, each Commissioner serves as long as the Council desires through a reappointment process every two years. Given the complexities involved with zoning, planning Page 2 of 3 and development, tenure on the Commission plays an important role in giving a member the valuable experience and training necessary to better examine and consider requests before the Commission. P&Z Assistance/Guidance/.... Town Planning and Development staff work closely with P&Z and advises them on Town plans, ordinances, and policies. In addition, staff provide background information and research, prepare plans and reports, make recommendations, and answer technical questions on development proposals under the commission's consideration. Other staff responsibilities include: • Education and orientation for existing and new commissioners • Reviewing development cases • Noticing meetings • Responding to requests for information about development and Zoning cases in a timely and professional manner • Creating and delivering agenda packets in time for adequate review • Highlighting key issues, data, and criteria in staff reports and presentations • Anticipating the type of information that will be needed for a decision • Being accessible and keeping all commissioners equally informed • Reviewing applications for completeness • Acting in a fair, ethical, and consistent manner Who does P&Z work with? Most everyone seeking to develop a property in Westlake must first appear before the Planning & Zoning Commission, before going to Town Council to receive entitlement to develop or redevelop properties. As part of this process, P&Z hears input from citizens, business owners, neighborhood groups and community organizations on a proposed development case. Input can be provided in writing, email or by attending the meeting to speak on the matter. How does someone get involved? Planning and Zoning Commission appointments are made by Town Council as terms expire, or as needed throughout the year to fill vacancies. To apply for a Board and Commission position within the Town of Westlake an application must be completed and returned to the Town Secretary's Office by mail to Town Hall, or by email. COUNCIL ACTION/OPTIONS N/A STAFF RECOMMENDATION N/A FISCAL/SERVICE LEVEL IMPACT TO COMMUNITY Project Cost/Funding Amount: N/A Contract: No Funding Source: N/A Forms: N/A Page 3 of 3 T IN E T 0 W N O F WESTLAKE DISTINCTIVE BY DESIGN TOWN COUNCIL AGENDA ITEM Regular Meeting - Discussion Monday, April 25, 2022 TOPIC: Presentation and Discussion on Term Limits for Town Council Positions STAFF CONTACT: Amanda DeGan, Town Manager Strategic Alignment Vision, Value, Mission Perspective Strategic Theme & Results � Outcome Objectiv Exemplary Service & Governance Transparent / Integrity- Citizen, Student & - We set the standard by delivering Increase CSS driven Government Stakeholder unparalleled municipal and Satisfaction educational services at the lowest cost. EXECUTIVE SUMMARY (INCLUDING APPLICABLE ORGANIZATIONAL HISTORY) As part of a request from a Council Member, the topic of imposing term limits on elected officials was brought forward as a future agenda item request and placed on the agenda for discussion. This presentation will answer the specific question and provide context for the types of cities in Texas; however, it is not meant to be a fully researched presentation on the differences in the type of municipalities in Texas. While much of this information is on the municipal website, I am including the landing page verbiage along with additional language excerpted from the Texas Muncipal League's (TML) document titled ` Alphabet Souk: Types of Texas Cities ". From the Town's website: The Town of Westlake was incorporated in 1956 as a Type A General Law municipality. This type of municipal designation was created by statute in 1858. The statute became the founding legislation for the Texas Local Government Code which outlines the powers and duties of general law cities and towns. Much of the original language from the mid- 1800's has survived the test of time and is still used in the Code today. Page 1 of 2 To distinguish between the two `types' of cities allowable in Texas, the Texas Municipal League states that, "A home rule city may do anything authorized by its charter that is not specifically prohibited or preempted by the Texas Constitution or state or federal law. A general law city has no charter and may only exercise those powers that are specifically granted or implied by statute. " 1 Thus, until the Town reaches a population of more than 5,000 residents, Westlake will remain a Type A municipality. From the TML document: "The Local Government Code, codified in 1987, did away with the distinction of city, town, or village and loosely replaced those terms with type A, B, or C cities. Many minor differences, such as the method of filling vacancies and quorum requirements, exist in the operation of the different types of general law cities." Relative to the specific question from the Council Member, the TML document further states that "No state law provision exists that authorizes a general law city to impose term limits, but a home rule charter may provide for them. In 2017, the Texas Legislature considered legislation that would have authorized or required term limits in all cities. These bills and resolutions, S.B. 110, H.B. 1185, and S.J.R. 13, did not pass. Type A city councilmembers have a two-year term of office unless a longer term of office is adopted under the Constitution. Id. § 22.035; TEX. CONST. art. XI, section 11." COMMUNITY IMPACT ANALYSIS AND STAFF RECOMMENDATION: Funding Amount: N/A Start Date: N/A Completion Date: N/A Status: N/A Funding Source: N/A Contract: No Forms: N/A Expansion/Reduction/Maintenance of Service Levels: None Impact/Reduction/Maintenance of Tax Base: None Impact to Enrollment or Service Delivery at Westlake Academy: None Impact to Comprehensive Plan Elements: None This report is meant for discussion and education of the community and Council. Staff has no recommendation as the issue is governed by State law. ATTACHMENTS None Page 2 of 2 Town Council/Board of Trustees Item # 13 — Recap and Staff Direction Town Council/ Board of Trustees Item # 14 — Future Agenda Items Any Town Councilmember may request at a workshop and or Town Council meeting, under "Future Agenda Item Requests", an agenda item for a future Town Council meeting. The Town Councilmember making the request will contact the Town Manager/Superintendent with the requested item and the Town Manager/Superintendent will list it on the agenda. At the meeting, the requesting Town Councilmember will explain the item, the need for Town Council discussion of the item, the item's relationship to the Town Council strategic priorities, and the amount of estimated staff time necessary to prepare for Town Council discussion. If the requesting Town Councilmember receives a second, the Town Manager/Superintendent will place the item on the Town Council agenda calendar allowing for adequate time for staff preparation on the agenda item. Future Agenda Items to be discussed: a. No items are scheduled for this meeting Future Agenda Items Already Discussed and Scheduled: a. Historical Designations for various properties in Westlake. (Mayor Wheat 5/24/20) ➢ Scheduled to be placed on agenda in May (]/]9122) b. Social media policy as it relates to bullying. (Wheat 11/15/21) ➢ Scheduled for Fall 2022 agenda (1124122) c. Social media education policy for K-12. (Wheat 11/15/21) ➢ Scheduled for Fall 2022 agenda (1124122) d. Council discuss and consider extending our lease at Solana, as current market conditions make this an attractive option. (White 12/13/21) ➢ Scheduled for May 2022 agenda (]/]9122) e. Council discuss and consider amending our Town Ordinances to establish term limits for both Mayor and Council seats. For ex. 4 year or 6 year limits. (White 12/13/21) ➢ Scheduled for April 2022 agenda f. Council discuss and consider requiring developers to post a Development/Performance Bond on large projects moving forward. (White 12/13/21). g. Scheduled for August 2022 agenda h. Community engagement opportunities for Town Boards and Committees. (Dasgupta 1/19/22) ➢ Scheduled April 2022 agenda (1124122) Town Council/ Board of Trustees Item # 15 — Adjournment