HomeMy WebLinkAbout11-14-11 TC Agenda packetThe Regular Meeting of the Town of Westlake Town Council will begin immediately following the conclusion
of the Town Council Workshop but not prior to the 7:00 p.m. posted start time.
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TOWN OF WESTLAKE, TEXAS
Mission Statement
On behalf of the citizens, the mission of the Town of Westlake is to be a one-of-a-kind community
that blends our rural atmosphere with our rich culture and urban location.
Westlake, Texas – A Premier Knowledge Based Community
TOWN COUNCIL MEETING
AGENDA
November 14, 2011
WESTLAKE TOWN HALL
3 VILLAGE CIRCLE, 2ND FLOOR
WESTLAKE, TX 76262
COUNCIL CHAMBERS / MUNICIPAL COURT ROOM
Workshop Session: 5:00 p.m.
Regular Session 7:00 p.m.
Workshop Session
1. CALL TO ORDER
2. PLEDGE OF ALLEGIANCE
3. DISCUSS AND REVIEW OF CONSENT AGENDA ITEMS FROM NOVEMBER 14,
2011, REGULAR MEETING. (30 min)
Page 2 of 4
4. DISCUSSION ITEMS
a. Discussion of the Strategic Plan. (1 hour)
b. Discuss the proposed 2012 meeting calendar. (15 min)
5. EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other
legal matters not related directly to litigation or settlement. Pending or
contemplated litigation and settlement offers include but are not limited to the
following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee: Town Manager
6. RECONVENE MEETING
7. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS.
8. COUNCIL RECAP / STAFF DIRECTION
9. ADJOURNMENT
Regular Session
1. CALL TO ORDER
2. CITIZEN PRESENTATIONS AND RECOGNITIONS: This is an opportunity for
citizens to address the Council on any matter whether or not it is posted on the agenda.
The Council cannot by law take action nor have any discussion or deliberations on any
presentation made to the Council at this time concerning an item not listed on the
agenda. The Council will receive the information, ask staff to review the matter, or an
item may be noticed on a future agenda for deliberation or action.
3. CONSENT AGENDA: All items listed below are considered routine by the Town Council
and will be enacted with one motion. There will be no separate discussion of items
unless a Council Member or citizen so requests, in which event the item will be removed
from the general order of business and considered in its normal sequence.
a. Consider approval of the minutes from the meeting held on October 24, 2011.
Page 3 of 4
b. Consider approval of Resolution 11-33, Authorizing the town manger to amend
the agreement with Shrickel, Rollins, and Associate for landscape architectural
services related to enhancements to FM 1938 project.
c. Consider approval of Resolution 11-34, Approving TxDOT Change Orders 20
and 22 for FM 1938 construction.
4. CONSIDERATION AND DISCUSSION OF AN ORDINANCE 672 AUTHORIZING
THE ISSUANCE OF GENERAL OBLIGATION REFUNDING BONDS.
5. EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code,
annotated, Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal
matters involving pending or contemplated litigation, settlement offers, or other
legal matters not related directly to litigation or settlement. Pending or
contemplated litigation and settlement offers include but are not limited to the
following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate
the appointment, employment, evaluation, reassignment, duties, of a public
officer or employee: Town Manager
6. RECONVENE MEETING
7. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS.
8. FUTURE AGENDA ITEMS: Any Council member may request at a workshop and / or
Council meeting, under “Future Agenda Item Requests”, an agenda item for a future
Council meeting. The Council Member making the request will contact the Town
Manager with the requested item and the Town Manager will list it on the agenda. At
the meeting, the requesting Council Member will explain the item, the need for Council
discussion of the item, the item’s relationship to the Council’s strategic priorities, and
the amount of estimated staff time necessary to prepare for Council discussion. If the
requesting Council Member receives a second, the Town Manager will place the item on
the Council agenda calendar allowing for adequate time for staff preparation on the
agenda item.
Page 4 of 4
9. COUNCIL RECAP / STAFF DIRECTION
10. COUNCIL CALENDAR
- Grandparents’ Day at Westlake Academy
November 18, 2011; 8:00 am - Noon
- Westlake Academy Closed-Fall Break
November 21 – 25, 2011
- Town Offices Closed-Thanksgiving Holidays
November 24-25, 2011
- Community Tree Lighting
December 1, 2011; 6:00-8:00 pm, WA Campus
- Employee Recognition Banquet
December 3, 2011; 6:30 p.m., Marriott Solana
11. ADJOURNMENT
ANY ITEM ON THIS POSTED AGENDA COULD BE DISCUSSED IN EXECUTIVE
SESSION AS LONG AS IT IS WITHIN ONE OF THE PERMITTED CATEGORIES UNDER
SECTIONS 551.071 THROUGH 551.076 AND SECTION 551.087 OF THE TEXAS
GOVERNMENT CODE.
CERTIFICATION
I certify that the above notice was posted at the Town Hall of the Town of Westlake, 3 Village Circle,
November 9, 2011, by 5:00 p.m. under the Open Meetings Act, Chapter 551 of the Texas Government
Code.
_____________________________________
Kelly Edwards, TRMC, Town Secretary
If you plan to attend this public meeting and have a disability that requires special needs, please advise
the Town Secretary 48 hours in advance at 817-490-5710 and reasonable accommodations will be made
to assist you.
Town of
Westlake
Item # 2 – Pledge of
Allegiance
Texas Pledge:
"Honor the Texas
flag; I pledge
allegiance to thee,
Texas, one state under
God, one and
indivisible."
CONSENT AGENDA: All items listed below are considered routine by the Town Council
and will be enacted with one motion. There will be no separate discussion of items
unless a Council Member or citizen so requests, in which event the item will be removed
from the general order of business and considered in its normal sequence.
a. Consider approval of the minutes from the meeting held on October 24, 2011.
b. Consider approval of Resolution 11-33, Authorizing the town manger to amend
the agreement with Shrickel, Rollins, and Associate for landscape architectural
services related to enhancements to FM 1938 project.
c. Consider approval of Resolution 11-34, Approving TxDOT Change Orders 20 and
22 for FM 1938 construction.
Town of
Westlake
Item # 3 –
Review of Consent
Agenda Items
DISCUSSION ITEMS
a. Discussion of the Strategic Plan. (1 hour)
b. Discuss the proposed 2012 meeting calendar. (15 min)
Town of
Westlake
Item # 4 –
Discussion Items
Page 1 of 2
TOWN OF WESTLAKE AGENDA ITEM
Department: Town Manager’s Office Meeting Date: November 14, 2011
Staff Contact: Amanda DeGan Workshop Discussion
Assistant to the Town Manager
Municipal Court Director
Subject: Discussion of Follow-up Items from May 23, 2011 Strategic Planning
Retreat and June 13, 2011 Workshop Session
EXECUTIVE SUMMARY
At Council direction, the staff has developed a revised strategic plan designed to streamline our
processes and create a dynamic document to guide our municipal service provision and planning
efforts. The proposed revised strategic plan is now contained within a Strategic Issues-focused
Governance System (SIGS) approach which includes the following elements:
mission, vision, and value statements (revised)
strategic issues
a balanced scorecard strategy map
a cycle of business chart
a synopsis of the Town’s program based budget providing holistic representation of our
public services
On May 23, 2011, the Town Council held an off-site planning retreat with the municipal
Leadership Team to work on a number of items – among them the Town’s reformatted strategic
planning document. Staff recommended a transition from the traditional format of a 5 to 10 year
strategic plan (which often is outdated soon after the initial draft), to a 1-24 month approach
which allows for on-going SWOT (strengths, weaknesses, opportunities, and threats) analysis to
provide for a more readily usable end product. The logic behind converting our municipal
strategic plan to a more issues focused approach is two-fold. First, it provides for a planning
document that is selective in that it identifies those issues deemed important enough to require
the organization’s special attention as well as its resources above and beyond the organization’s
day-to-day work. Second, by identifying these strategic issues, the SIGS in turn drives the
organization’s change agenda. (Eadie, 171)
Also at the Town Council’s May retreat, the staff presented a proposed revised vision statement
and an expanded list of corresponding vision points. The original strategic plan outlined three
vision points to support our vision statement. Staff’s expansion of the vision points includes the
subjects of governance and quality of service delivery to our residents. The proposed vision
points are shown below:
Sense of Place
Leadership
Page 2 of 2
Caring Community
Exemplary Governance
Service Excellence
At a follow-up workshop on June 13, 2011, the proposed SIGS approach to the Town’s Strategic
Plan was briefly reviewed again and additional discussion centered on the proposed vision,
values, and mission statements for the Town. At this workshop, the Council indicated it favored
succinct wording to convey the vision for the Town of Westlake that accurately captures our
unique location in the Metroplex. Staff was directed to discuss the proposed vision statement
with Mayor Wheat and Mayor Pro Tem Carol Langdon who volunteered to wordsmith the
verbiage and return a revised draft at a future Council workshop.
Proposed Vision Statement: Westlake is an oasis of tranquility and natural beauty amidst
an ever expanding urban landscape.
The purpose of the current workshop discussion is to finalize the Strategic Issues-focused
Governance System (SIGS) as well as the latest iteration of the Town’s vision, mission and
value statements.
APPLICABLE STRATEGIC PLAN VISION POINT
Inviting Residential and Corporate Neighborhoods
We are Leaders
Hospitality Finds its Home in Westlake
FISCAL IMPACT
Funded Not Funded N/A
RECOMMENDATION / ACTION REQUESTED/ OPTIONS
Review this latest draft proposal of the 2011 Strategic Issues-focused Governance System, and
provide staff feedback and direction. If the Town Council is comfortable with this draft, it will
be brought forward at a future meeting for consideration for adoption along with performance
measures.
ATTACHMENTS
1. Current Municipal Strategic Plan (adopted by the Town Council in 2009)
2. Latest Draft Proposed 2011 Strategic Plan Utilizing the Strategic Issues-focused
Governance System (SIGS)
In order to focus our efforts as it pertains to serving the residents and businesses as well as creating a dynamic
strategic planning document, the Council and staff developed a Strategic Issues-Focused Governance System (SIGS).
The system is designed to combine the strategic plan, Balanced Scorecard Strategy Map and program based budget
document into a comprehensive tool to guide the Town Council and staff as well as create an achievable vision for
Westlake.
The plan is organized according to Strategic Issues, identified as affecting our community over the next 24 months.
This type of issues-focused version of a traditional strategic plan is designed to allow the organization to scan our envi-
ronment for opportunities or challenges as it relates to our community and develop action plans to achieve the best
results for Westlake.
The Strategy Map from the Balanced Scorecard component of the SIGS outlines the Town Council directives which
are vital to our service provision levels for our community and identify measurable objectives to indicate our
performance in these areas of achievement.
The Program Based Budget is an effort to quantify the cost of services by program rather than the traditional line-item
budget format. The financial costs are identified by each program, rather than by each department, along with an
explanation of the core services and program objectives.
The philosophy of the Town of Westlake’s team embraces a “shared services model” as the most cost effective method
to deliver excellent public services to the community through our dedicated and professional staff members. The
community consists of our local residents, the children, parents and staff of Westlake
Academy, our corporate citizens, the employees who work in Westlake and various oth-
er customers, developers and visitors who do business in and around our town.
Through the use of a hybrid of internal direct service provision, inter-local agreements,
public/private partnerships and the shared provision of programs at Westlake Academy,
the staff strives to maintain Westlake as a premiere choice for
families and corporate neighbors while operating in a
financially responsible manner.
Each departmental director and their staff teams are cross-trained and provide support
or management of the service programs for both the Town of Westlake and the Town-
owned charter school, Westlake Academy. These programs include facilities
maintenance, development, human resources, IT support, financial services, communica-
tions, and executive level management.
The final results are a group of individuals who are actively engaged in creating a unique
living experience through community events, educational opportunities and distinctive
neighborhoods, which cannot be experienced anywhere else.
Strategic Issues-Focused Governance System
Strategic Plan
2011 Town of Westlake
“Westlake, a premier knowledge based community”
Table of Contents
Balanced Scorecard Strategy Map 2
Business Cycle Chart 3
Mission, Vision & Community
Values Statements
4
Strategic Plan 4
Program Based Budget Summary 12
Vaquero
DRAFT
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Sense of Place ~ Distinctive neighborhoods, architecturally vibrant corporate campuses, grazing longhorns, soaring
red‐tailed hawks, meandering roads and trails, lined with natural stone and native oaks.
Leadership ~ A premiere place to live,
leadership in public education, corporate
and governmental partnerships, and high
development standards.
Caring Community ~ Informed residents,
small town charm and values, historical
preservation.
Vision Statement
Westlake is an oasis of tranquility and natural beauty amidst an ever expanding
urban landscape.
Mission Statement
“On behalf of the citizens, the mission of the Town of Westlake is to
be a one-of-a-kind community that blends our rural atmosphere
with our vibrant culture and metropolitan location.”
3 Village Circle, Suite 202, Westlake, Texas 76262
www.westlake-tx.org (817) 430-0941
Strategic Plan
2011 Town of Westlake
“Westlake, a premier knowledge based community”
Innovation
Educational leaders
Family friendly and welcoming
Engaged citizens
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.
Preservation of our natural beauty
Strong aesthetic standards
Transparent government
Fiscal responsibility
Community Values
Vision Points
Approximately 992 residents currently occupy the Town of Westlake’s 6.6 square miles,
which is situated in the northern triangle of the Fort Worth—Dallas area.
Originally settled in 1847, Westlake was incorporated in 1956. Today, the Town of
Westlake is home to several neighborhoods, all of which share a commitment to
excellence, but possess unique character and charm. All residents live in single-family
homes and there is an award winning private golf course in town.
The median age in Westlake is 38, and 51% of the residents are female. Some of the
community’s top employers are: Fidelity Investments, TD Auto Finance, and CoreLogic.
Several companies have offices in Solana, a high-profile corporate campus near State
Highway 114. Solana’s Village Circle also provides a mix of retail spaces and restau-
rants, plus offers the 296-room Marriott Solana hotel.
The sales tax rate in Westlake is 8.25%. Of the money collected, 6.25% is paid to the state
of Texas, 1% to the Town, and the remaining 1% to a local property tax relief fund and
an economic development fund.
History and Demographics
Solana Office Complex
Top Employers
Fidelity Investments
TD Auto Finance
CoreLogic
Wells Fargo Bank
McKesson Corporation
Deloitte University
Marriott — Solana
“Good
business
leaders create a
vision,
articulate the
vision, and
relentlessly
Page 6 Town of Westlake
Recent Infrastructure Re-investment & Development Projects
FM 1938—Construction of major north/south thoroughfare
Deloitte University
Dove Road and Ottinger Road Improvements
Stagecoach Hills Waterline & Paving/Drainage Improvements
Aspen Lane, Mahotea Boone and Roanoke Road Paving/Drainage
Improvements
SH 114 / SH 1170 Interchange
DRAFT
SENSE OF PLACE — The Town is home to several different types of community
developments, which include residential, corporate and agricultural uses. Our largest
residential neighborhood is home to a state of the art golf facility and many beautiful
homes. Stagecoach Hills airpark is located along the historic stagecoach line which
once transported passengers from Keller to Denton. Westlake residential neigh-
borhoods include:
Aspen Lane ● Glenwyck Farms ● Mahotea Boone ● Paigebrooke Farms
Stagecoach Hills ● Terra Bella ● Vaquero ● Wyck Hill
The Town is located along the Tarrant and Denton County borders and has portions of
major State highways that surround its perimeter. We are an ideal location for
businesses and have enjoyed a long history with our corporate campus developments.
During the 2011 strategic planning process, the Town Council and staff Leadership
Team developed an overview of the strategic issues facing Westlake and developed
action plans to monitor the success and completion of the projects. The vision and
mission statements were updated to reflect the unique characteristics found within our
community and the values which are important to our residents.
The information is contained within five vision points which describe the areas that the
Council and staff have determined are vital to maintaining our Town and providing
services to enhance the lives of our residents and community.
Vision Point One—Sense of Place
Vision Point Two—Leadership
Vision Point Three—Caring Community
Vision Point Four—Exemplary Governance
Vision Point Five—Service Excellence
Strategic Plan Overview
LEADERSHIP — Town leaders foresaw the need for a facility to educate the children of
Westlake in a local setting and to provide the citizens with a civic campus and a sense
of community.
In 2003, the Town raised funds to build Westlake Academy, the only open-enrollment
charter school owned and operated by a municipality in the State. The Academy of-
fers the rigorous International Baccalaureate curriculum, for grades K-12, and all resi-
dents are eligible to enroll their children.
The Town also utilizes the “shared services” configuration to provide cutting edge
service delivery to our residents and customers. The staff steps outside the traditional
roles associated with each department in a municipality and works in a cross-
functional manner between the Town and the Academy programs. This assists us in
keeping our overhead to a minimum while serving our community.
Page 7 Town of Westlake
“Vision without
action is a dream.
Action without
vision is simply
passing the time.
Action with
vision is making
a positive
difference.” - Joel
Barker
DRAFT
Page 8 Town of Westlake
EXEMPLARY GOVERNANCE — Westlake is governed by a Mayor and Town Council with
each of the five council members serving a two-year term. The Town Council also serves
as the governing board for Westlake Academy, in the capacity of the Board of Trustees.
The dual service configuration supports the cooperative delivery of program services for
the Westlake community.
The Town Council appoints the Town Manager, who also functions as the Academy’s
Superintendent, establishes town policies, and serves as the legislative body of the Town.
In this capacity, the Council also approves the Town budget.
The community is fortunate to have a dedicated group of residents who serve on our var-
ious boards and strive to promote the vision of the Town.
CARING COMMUNITY — In an effort to foster citizen engagement, enhance our neigh-
borhoods and increase participation in the community, many of the residents serve on
various advisory boards that are committed to furthering the mission of the Town and
ensuring Westlake is truly a unique community.
The Westlake Historical Preservation Society was created to identify, preserve, and
perpetuate the history of the Town and the Cross Timbers region.
The Town is committed to protecting and improving the quality of life of Westlake
residents, businesses and students by encouraging, inspiring, educating and entertaining
artistic and creative endeavors. The Public Art Society of Westlake provides a wide range
of professional and artistic presentations to foster the arts in the community and we are a
co-sponsor of the MasterWorks Concert Series with the Arts Council Northeast, who
promote local artists through public concert events.
Westlake also hosts several local events to foster community involvement through the
annual Christmas Tree Lighting Event, Decoration Day, Vintage Car Show and Arbor
Days.
SERVICE EXCELLENCE — The Town is staffed by a group of professionals who provide
our residents and customers with the highest quality of public services in an efficient and
responsive manner. The staff is involved in community gatherings, such as the neigh-
borhood and parent meetings, concerts series, and various holiday based events—as well
as striving to maintain personal relationships with our residential population to foster
the Sense of Place and Caring Community found in Westlake.
The Town’s Leadership Team of department directors brings more than 150 years of
collective municipal experience and knowledge to the Town along with a strong
commitment to public service excellence.
Entrance to Glenwyck Farms
DRAFT
The Town’s strategic plan was developed according to a Strategic Issues format, which
identified events through a SWOT (strengths, weaknesses, opportunities, and threats)
analysis that would affect our community over the next 24 months. This type of issues-
focused version of a traditional strategic plan is designed to allow the organization to
scan our environment for opportunities or challenges as it relates to our community and
develop action plans to achieve the best results for Westlake. The five component
issues we identified as strategic are:
Capital Investment
Fiscal Stewardship & Organizational Effectiveness
Human Resources (Employee Investment)
Comprehensive Planning and Management of Natural Resources
Public Safety and Emergency Preparedness
Under each outcome strategy, staff has created action items necessary to support or
achieve the desired result, which is linked to the Strategy Map.
Strategic Issues
Westlake Academy
Page 9 Town of Westlake
Strategic Plan
CAPITAL INVESTMENT — Ensure the infrastructure and capital investments of the Town are
maintained to sustain the community’s quality of life.
Outcome Strategies:
1. Existing Infrastructure Reinvestment (Current Assets)
Leadership Team Member(s): Tom Brymer / Eddie Edwards / Jarrod Greenwood / Troy
Meyer
Staff Action 1.1: Facilities — Review of long-term rental options in comparison to
building a permanent structure.
Strategy Map: Financial Stewardship ~ Sustain Fiscal Health
Completion Date: April, 2012
Staff Action 1.2: Cemetery — Analysis of long-term sustainability and marketing
opportunities to increase the return on investment in the facility.
Strategy Map: Financial Stewardship ~ Sustain Fiscal Health
Completion Date: December, 2013
Staff Action 1.3: Completion of FM 1938 (Precinct Line Road) - Implementation of
streetscaping projects.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: FM 1938 — Summer, 2012; Final Streetscaping — Fall, 2015
Staff Action 1.4: FM 114/170 Interchange — Partner with TxDoT, the Town of Trophy
Club and City of Roanoke to complete the streetscaping project.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: Summer, 2013
“Westlake has
been a lot of
things, but it has
never been
ordinary.”
Fort Worth
Star Telegram
DRAFT
Glenwyck Park
Page 10 2011
Outcome Strategies:
5. Budget according to established service level provisions within departments.
Leadership Team Member(s): Town Manager and All Departmental Directors
Staff Action 5.1: Prepare budgets in a fiscally responsible manner to maintain a low tax rate while serving our stakeholders.
Strategy Map: Financial Stewardship ~ Prepare the Budget with Linkages to the Strategic Priorities
Completion Date: Annually by October 1st.
FISCAL STEWARDSHIP AND ORGANIZATIONAL EFFECTIVENESS — Maintain a balanced approach to revenue forecast-
ing and expenditure allocation to ensure the necessary resources for long-term sustainability.
Strategic Issues, (cont.)
DRAFT
2. Technology and Equipment Investment
Leadership Team Member(s): Todd Wood / Richard Whitten / Eddie Edwards
Staff Action 2.1: Capital Investment in Vehicles—Review of emergency and fleet
maintenance needs and replacement opportunities.
Strategy Map: Operational Processes ~ Preserve our Infrastructure to Meet the Life
Expectancy of Our Assets
Completion Date: October, 2012
Staff Action 2.2: Radio Accessibility of Emergency Services — Examine public safety
communication interoperability of the Westlake emergency radio system.
Strategy Map: Customer Focus ~ Promote Community Health, Safety & Welfare
Completion Date: June, 2012
CAPITAL INVESTMENT, (cont.)
Staff Action 2.3: Capital Investment in Technology—Review of current technology needs and forecast anticipated
requirements for internal operations, citizen engagement and equipment replacement in the form of a
technology plan.
Strategy Map: Customer Focus ~ Promote Community Health, Safety & Welfare
Completion Date: June, 2012
3. Policy and Cost Analysis Drive by Growth (Future Assets)
Leadership Team Member(s): Tom Brymer / Debbie Piper / Jarrod Greenwood / Eddie Edwards / Todd Wood / Troy Meyer
Staff Action 3.1: Conduct feasibility study for water/sewer impact fees to offset the cost of infrastructure development.
Strategy Map: Financial Stewardship ~ Sustain Fiscal Health
Completion Date: June, 2012
Staff Action 3.2: Park Land and Trail Development — Work in partnership with surrounding municipalities to allow for
connection of trails within Westlake to our neighboring communities.
Strategy Map: Customer Focus ~ Promote Community Health, Safety & Welfare
Completion Date: July, 2012
Staff Action 3.3: Evaluate Westlake Academy campus needs and expansion options.
Strategy Map: Operational Processes ~ Optimize the Use of Our Shared Services Model
Completion Date: August, 2012
4. Hwy 170/NTTA project
Staff Action 4.1: Monitor the construction of the Hwy 170/NTTA project and provide Council with updates as to the impact
on mobility in Westlake.
Strategy Map: Customer Focus ~ Promote Community Health, Safety & Welfare
Completion Date: Annual Report in November
Entrance to Stagecoach Hills
Page 11 Town of Westlake
Strategic Issues, (cont.)
DRAFT
6. Maximize the service provision level to our customers through the use of the shared
services model, public/private partnerships and the implementation of innovative
inter-governmental agreements.
Leadership Team Member(s): Town Manager and All Departmental Directors
Staff Action 6.1: Seek additional partnerships through either the use of Memorandums
of Understanding (MOU’s) or Interlocal Agreements (ILA’s) relative to
items such as economic development, tourism, cost reductions or
enhanced efficiencies in service delivery mechanisms, infrastructure
developments, mobility activities, etc.
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
Completion Date: Provide annual December report to Council
Staff Action 6.2: While maintaining high standards, continue to create incentive
mechanisms that encourage businesses to locate in Westlake. These
include flexible “development friendly” ordinances, adequate or
expandable infrastructure, simplified fee structures and review
procedures, and responsive staff support.
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
FINANCIAL STEWARDSHIP AND ORGANIZATIONAL EFFECTIVENESS, (cont.)
7. Develop a communication and marketing plan that is comprehensive in nature to encourage dialogue with our residents
and foster community involvement.
Leadership Team Members(s): Ginger Awtry / Tom Brymer / Todd Wood
Staff Action 7.1: Provide consistent and timely communication to promote resident and stakeholder engagement in the
business, events and opportunities in Westlake.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: Provided through Monthly and Quarterly Publications
Staff Action 7.2: Implement new website and monitor/update content material for relevancy and timeliness.
Strategy Map: Customer Focus ~ Provide Excellent, Responsive Customer Service
Completion Date: February, 2012
Staff Action 5.2: Continually monitor our revenue income and expenditures as it relates to the program budgeting
function to provide Council with comprehensive financial information.
Strategy Map: Financial Stewardship~ Sustain Financial Health
Completion Date: Provided through Quarterly Financial Reports
Staff Action 5.3: Examine Town’s capacity for re-investment in technology, FFE, capital expenditures, etc.
Strategy Map: Financial Stewardship ~ Identify and Allocate Funding for Maintenance of Public Assets
Completion Date: June, 2012
Staff Action 5.4: Develop/propose a financial policy to provide for future replacement needs of technology, FFE, etc.
Strategy Map: Financial Stewardship ~ Identify and Allocate Funding for Maintenance of Public Assets
Completion Date: December, 2012
Terra Bella Entry
Page 12 2011
Spring Flowers
Strategic Issues, (cont.)
DRAFT
Outcome Strategies:
9. Update Town’s Comprehensive Plan
Leadership Team Member(s): Troy Meyer / Eddie Edwards / Jarrod Greenwood
A. Review of Current Comprehensive Planning document.
Staff Action 9.A.1: Review existing plan provisions and incorporate into new proposal;
Examine the possibility of hiring an outside consultant to assist in
the process.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: June, 2012
B. Review of Land Use Plan & Financial Analysis of Impact to Sustainability
Staff Action 9.B.1: Understanding the impact of the current land use plan on future
growth and financial sustainability of the Town’s municipal services,
fees, and infrastructure necessary to support future development.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: March, 2013
C. Supporting Master Plans
Thoroughfare Plan
Parks/Trail/Open Space
Utilities (Water, Sewer, Duct Bank)
Staff Action 9.C.1: Draft supporting master plans according to concepts approved by
Council in the Comprehensive Planning document.
Strategy Map: Customer Focus ~ Enhance and Maintain a Sense of Community
Completion Date: March, 2013
COMPREHENSIVE PLANNING AND MANAGEMENT OF NATURAL RESOURCES —
Ensure the standards are maintained and promoted in the management of growth and development
within the Town to foster our unique character and rural-like atmosphere.
HUMAN RESOURCES (Employee Investment) — Provide the appropriate staffing levels at the Town as it relates to
service delivery to our community.
Outcome Strategies:
8. Include personnel estimates in the five-year financial forecast based on expansion of service provision to the
Academy and community as directed by growth/demand for services.
Leadership Team Member(s): Town Manager and All Departmental Directors
Staff Action 1.1: In conjunction with 5-year financial forecast, department heads to identify staffing needs for all
programs of service.
Strategy Map: Operational Processes ~ Optimize the Use of Our Shared Services Model
Completion Date: Annually by August, 2012
Staff Action 1.2: Continually evaluate ways to maximize our delivery methods by cross-training employees and
identifying skill sets which would be beneficial across the organization (i.e., security at the
Academy, event preparation and volunteering, communication efforts through dynamic publica-
tions, IT services between the Academy/Town, etc.)
Strategy Map: Operational Processes ~ Encourage Stakeholder and Staff Engagement
Completion Date: Report in August, 2012
PUBLIC SAFETY AND EMERGENCY PREPARDNESS — Provide a safe community for our residents and business
partners.
Page 13 2011
Strategic Issues, (cont.)
DRAFT
12. Plan and implement strategies to enhance the emergency preparedness of the residents
and Town facilities.
Leadership Team Member(s): Town Manager and All Departmental Directors
Staff Action 2.1: Evaluate on the local level that all departments have adequate training, equipment, and
communication tools, to effectively address emergency situations as they arise.
Strategy Map: Customer Focus ~ Promote Community Health, Safety and Welfare
Completion Date: May, 2012
Staff Action 2.2: Review Town/Academy Standard Operating Procedures and emergency plans to maintain readiness.
Strategy Map: Customer Focus ~ Promote Community Health, Safety and Welfare
Completion Date: December, 2012
Staff Action 2.3: Inventory and identify availability of recommended Emergency Operations Center components.
Strategy Map: Customer Focus ~ Promote Community Health, Safety and Welfare
Completion Date: June, 2013
COMPREHENSIVE PLANNING AND MANAGEMENT OF NATURAL RESOURCES, (Cont.)
D. Review and recommend necessary changes to existing ordinances to align with Comprehensive Plan
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
Completion Date: March, 2013
10. Investigate and review of environmental preservation and conservation opportunities.
Leadership Team Member(s): Jarrod Greenwood / Troy Meyer
Staff Action 10.1: Provide Council with report outlining programs that would benefit the residents in their
conservation efforts.
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
Completion Date: Report to Council in April, 2012
Staff Action 10.2: Compare and contrast the programs relative to surrounding communities and the options found
in the environmental conservation “best practices” of local government, to include an estimated
cost of service provision.
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
Completion Date: April, 2013
Outcome Strategies:
11. Consistently seek an effective service delivery method to provide comprehensive
police services for the Town residents.
Leadership Team Member(s): Town Manager and All Departmental Directors
Staff Action 11.4: Monitor and report on the success of the current police services
contract to ensure a safe environment for our residents.
Strategy Map: Customer Focus ~ Provide Outstanding Service and Program Delivery
Completion Date: Annual report in February/March
Terra Bella Entry
Page 14 2011
Spring Flowers
Programs of Service
DRAFT
Program
Comprehensive Planning & Economic Development
Building Inspections
Code Enforcement
Transportation Services
Parks & Recreation Maintenance
TOTAL
Vision Point One ~ Sense of Place: Distinctive neighborhoods, architecturally
vibrant corporate campuses, grazing longhorns, soaring red‐tailed hawks, meandering
roads and trails, lined with natural stone and native oaks.
Total Allocation
$ 84,199
$ 38,253
$ 5,182
$ 39,646
$ 106,031
$ 273,311
Key Service Delivery Dept.
Dept. 11 — Administration
Dept. 12 — Planning & Dev.
Dept. 12 — Planning & Dev.
Dept. 16 — Public Works
Dept. 19 — Parks & Rec.
Vision Point Two ~ Leadership: A premiere place to live, leadership in public ed‐
ucation, corporate and governmental partnerships, and high development standards.
Program
Plan Review & Inspections
Gas Well Permit Administration
Planning & Zoning
Water Services Sew-
er Services
Solid Waste & Recycling
Westlake Academy Foundation Support Services
Academic Support Services Tex-
as Student Housing
TOTAL
Total Allocation
$ 48,945
$ 8,197
$ 39,252
$1,662,660
$ 444,994
$ 33,533
$ 20,501
$ 139,151
$ 28,767
$2,426,000
Key Service Delivery Dept.
Dept. 12 — Planning & Dev.
Dept. 12 — Planning & Dev.
Dept. 12 — Planning & Dev.
Dept. 16 — Public Works
Dept. 16 — Public Works
Dept. 16 — Public Works
Dept. 18 — Finance
Dept. 21 — Human Resources
Dept. 13 — Town Secretary
The program budget allocations are used as a means of providing our residents and Council
with the costs associated with each public service provision according to the specific
program rather than the traditional line-item designations. It has been developed with a
governance approach that places greater emphasis on the services and activities provided to
our stakeholders rather than the individual departments that carry out the assigned work
duties.
The information listed below, groups the programs with the Vision Point most closely related
to the service and identifies the department that is primarily responsible for ensuring the
necessary work is completed to reach our goals and objectives.
The program budget may also be utilized as a tool for prioritizing services and making
organizational funding decisions. Deciding how responsive, effective or efficient a particular
service should be carries implicit costs. Westlake continues to deliver the highest quality
services possible while maintaining relatively low provision costs. The professional staff at
the Town of Westlake takes pride in the work they do and the services they offer to our
residents.
Page 15 2011
Programs of Service, (cont.)
DRAFT
Vision Point Three ~ Caring Community: Informed residents, small town charm and
values, historical preservation.
Program
Emergency Prevention
Citizen Engagement & Communications
TOTAL
Total Allocation
$ 70,023
$ 117,221
$ 187,244
Key Service Delivery Dept.
Dept. 14 — Fire & EMS
Dept. 22 — Communications
Vision Point Four ~ Exemplary Governance: Town officials, both elected and
appointed, exhibit respect, stewardship, vision, and transparency.
Program
Municipal Governance
Academic Governance
TOTAL
Total Allocation
$ 183,083
$ 78,384
$ 261,467
Key Service Delivery Dept.
Dept. 11 — Administration
Dept. 11 — Administration
Vision Point Five ~ Service Excellence: Public service that is responsive and
professional, while balancing efficiency, effectiveness, and financial stewardship.
Program
Financial Management
Municipal Administration
Academic Administration
Records Management
Emergency Operations
Emergency Operations — Billing Services
Emergency Operations — Support Services
Police Services
Municipal Court—Case Processing
Municipal Court — Docketing
Warrant & Jail Services
Municipal Court - Collection Services
Judiciary & Administration
Utility Billing & Processing
Municipal Accounting Services
Human Resources — Administration
Human Resources —Total Compensation
Human Resources — Risk Management
Human Resources — Employment Services
Right-of-Way (ROW) Management
Election Administration
Municipal IT Operations
Municipal Network Operations
TOTAL
Total Allocation
$ 291,888
$ 656,508
$ 274,369
$ 29,621
$ 991,454
$ 12,000
$ 30,504
$ 775,326
$ 61,478
$ 52,013
$ 96,525
$ 17,393
$ 37,024
$ 67,419
$ 202,190
$ 6,501
$ 2,000
$ 4,210
$ 3,166
$ 143,096
$ 12,928
$ 81,592
$ 6,363
$ 3,855,570
Key Service Delivery Dept.
Dept. 11 — Administration
Dept. 11 — Administration
Dept. 11 — Administration
Dept. 13 — Town Secretary
Dept. 14 — Fire & EMS
Dept. 14 — Fire & EMS
Dept. 14 — Fire & EMS
Dept. 23 — Police
Dept. 15 — Municipal Court
Dept. 15 — Municipal Court
Dept. 15 — Municipal Court
Dept. 15 — Municipal Court
Dept. 15 — Municipal Court
Dept. 18 — Finance
Dept. 18 — Finance
Dept. 21 — Human Resources
Dept. 21 — Human Resources
Dept. 21 — Human Resources
Dept. 21 — Human Resources
Dept. 16 — Public Works
Dept. 13 — Town Secretary
Dept. 20 — Information Tech.
Dept. 20 — Information Tech.
“We are
limited, not by
our abilities, but
by our own
vision.”
- Anonymous
Page 1 of 1
TOWN COUNCIL AGENDA ITEM
Department: Town Secretary Meeting Date: November 11, 2011
Staff Contact: Kelly Edwards Discussion
Town Secretary
Subject: Discuss the proposed 2012 meeting calendar.
EXECUTIVE SUMMARY
From time to time, the Council/BOT regular meeting schedule requires modification due to holidays and
other events that may create a conflict for Council/Board Members and staff to attend Council/Board
meetings.
Several factors have been taken into consideration as staff prepared the 2012 meeting calendar, including
national holidays, school holidays, early voting and annual training conferences.
The calendar does not include any meeting dates for the month of July. Meetings scheduled include the
Board of Trustees meetings on the 1st Monday of each month and Town Council meetings on the 4th
Monday of each month with exceptions of budget workshops or off-site meeting retreats.
APPLICABLE STRATEGIC PLAN VISION POINT
Inviting Residential and Corporate Neighborhoods
We are Leaders
Hospitality Finds its Home in Westlake
FISCAL IMPACT
Funded Not Funded N/A
RECOMMENDATION / ACTION REQUESTED/ OPTIONS
Review the proposed meeting calendar for 2012 and make any necessary revisions.
ATTACHMENTS
Proposed 2012 Council/BOT meeting calendar.
DRAFT 10/2011
January 2012 1 February 2012 2 March 2012 3
SMTWThFSaSMTWThFSaSMTWThFSa
12345671234123
8 9 10111213145 6 78910114 5 678910
151617181920211213141516171811121314151617
222324252627281920212223242518192021222324
29 30 3126 27 282925 26 2728293031
April 2012 4 May 2012 5 June 2012 6
SMTWThFSaSMTWThFSaSMTWThFSa
1 2 345671234512 5/17 Election Canvass
8910111213146 7 891011123 4 56789 5/18 New Council Orientation
15161718192021131415161718191011121314 15 16 5/28 BOT Planning Retreat
22 23 24252627282021222324252617181920212223 6/1 TC Planning Retreat
29 30 272829303124252627282930 6/7 BOT Budget Wkshp
July 2012 7 August 2012 8 September 2012 9
SMTWThFSaSMTWThFSaSMTWThFSa
1234 56712341
8910111213145678910 112 3 45678 8/3 TC Budget Wkshp
1516171819202112 13 14151617189101112131415 9/5; 9/12 9/19
222324252627281920212223242516171819202122 Special Tax
293031 26 27 28293031 23 24 2526272829 9/24 Still need
30
October 2012 10 November 2012 11 December 2012 12
SMTWThFSaSMTWThFSaSMTWThFSa
1234561231
789101112134 5 67891023 45678 10/7-10/10 ICMA
1415161718192011 12 13141516179 10 1112131415 11/13-11/16 TML
212223242526271819202122232416171819202122
2829303125262728293023242526272829
3031
School Board School & Town HolidayBudget / Meeting Retreats
Town Council School Holiday Town Holiday
New Council/BOT Election Day /First/Last Day
Orientation Special Meeting to of School
Planning & Zoning Canvass Returns
Meetings
Meeting Schedule
Town of Westlake
EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal matters
involving pending or contemplated litigation, settlement offers, or other legal matters not
related directly to litigation or settlement. Pending or contemplated litigation and settlement
offers include but are not limited to the following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or employee:
Town Manager
Town of
Westlake
Item # 5 –
Executive Session
Town of
Westlake
Item # 6 – Reconvene
Meeting
TAKE ANY ACTION FROM EXECUTIVE SESSION, IF NECESSARY
EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal matters
involving pending or contemplated litigation, settlement offers, or other legal matters not
related directly to litigation or settlement. Pending or contemplated litigation and settlement
offers include but are not limited to the following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or employee:
Town Manager
Town of
Westlake
Item # 7 – Take any
Necessary Action, if
necessary
COUNCIL RECAP / STAFF DIRECTION
Town of
Westlake
Item # 8
Council Recap /
Staff Direction
Town of
Westlake
Item # 9 –
Workshop
Adjournment
Back up material has not
been provided for this item.
CITIZEN PRESENTATIONS AND RECOGNITIONS: This is an opportunity for citizens to
address the Council on any matter whether or not it is posted on the agenda. The Council
cannot by law take action nor have any discussion or deliberations on any presentation made to
the Council at this time concerning an item not listed on the agenda. The Council will receive
the information, ask staff to review the matter, or an item may be noticed on a future agenda
for deliberation or action.
Town of
Westlake
Item # 2 – Citizen’s
Presentations and
recognitions
CONSENT AGENDA: All items listed below are considered routine by the Town Council
and will be enacted with one motion. There will be no separate discussion of items
unless a Council Member or citizen so requests, in which event the item will be removed
from the general order of business and considered in its normal sequence.
a. Consider approval of the minutes from the meeting held on October 24, 2011.
b. Consider approval of Resolution 11-33, Authorizing the town manger to amend
the agreement with Shrickel, Rollins, and Associate for landscape architectural
services related to enhancements to FM 1938 project.
c. Consider approval of Resolution 11-34, Approving TxDOT Change Orders 20 and
22 for FM 1938 construction.
Town of
Westlake
Item # 3 ‐ Consent
Agenda Items
Town Council Minutes
10/24/11
Page 1 of 6
MINUTES OF THE
TOWN OF WESTLAKE, TEXAS
TOWN COUNCIL MEETING
October 24, 2011
PRESENT: Mayor Laura Wheat and Council Members, Tim Brittan, Clif Cox, Carol Langdon,
David Levitan and Rick Rennhack.
ABSENT:
OTHERS PRESENT: Town Manager Tom Brymer, Town Secretary Kelly Edwards,
Assistant to the Town Manager Amanda DeGan, Director of
Communications & Community Affairs Ginger Awtry, Finance
Director Debbie Piper, Planning and Development Director Eddie
Edwards, Facilities and Recreation Director Troy Meyer, Director
of Public Works Jarrod Greenwood and Budget and Management
Analyst Scott Dixon.
Workshop Session
1. CALL TO ORDER
Mayor Wheat called the workshop to order at 5:04 p.m.
2. PLEDGE OF ALLEGIANCE
Mayor Wheat led the pledge of allegiance to the United States and Texas flags.
3. DISCUSS AND REVIEW OF CONSENT AGENDA ITEMS FROM OCTOBER 24, 2011,
REGULAR MEETING.
Council Member Rennhack asked to discuss item f of the consent agenda regarding
proposed ordinance establishing Parkland Dedication Requirements.
Mayor Wheat asked Council to take a few minutes to review the emails provided to them
this evening.
Town Council Minutes
10/24/11
Page 2 of 6
Discussion ensued regarding acre and unit requirements and the definitions of lots or
units and the impact to the Town.
Mr. Joe Schneider, Vice President of Land Development, Hillwood, provided an overview of
acreage provided in conjunction with previous development projects and stated their
concerns regarding the types of parks or park systems the Town desires and requirements
or credit received if the future development includes land dedicated specifically as a park.
Discussion also ensued regarding the flexibility of the ordinance and achieving the
flexibility through separate Economic Development agreements and definitions of the
roadways as defined in the proposed ordinance.
Mayor Wheat asked that the October 13, 2011, minutes reflect her as absent during the
adjournment.
4. DISCUSSION ITEMS
a. Delegated Pricing ordinance and Bond Refunding.
Mr. Tom Lawrence, Lawrence Financial Consulting, LLC., provided an overview of the
bonds, rates, costs and the options to proceed with refinancing the current bonds.
Discussion ensued regarding the options, setting a price delegation limit and the
savings to the Town.
5. EXECUTIVE SESSION
The Council convened into executive session at 6:17 p.m.
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.087: Deliberation Regarding Economic Development Negotiations –
to deliberate the offer of a financial or other incentive to a business prospect.
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to
deliberate the appointment, employment, evaluation, reassignment, duties, of
a public officer or employee: Town Manager.
6. RECONVENE MEETING
Mayor Wheat reconvened the meeting at 7:29 p.m.
Town Council Minutes
10/24/11
Page 3 of 6
7. TAKE ANY ACTION, IF NEEDED, FROM EXECUTIVE SESSION ITEMS.
- No action taken.
8. COUNCIL RECAP / STAFF DIRECTION
- Proceed with the bond refunding options.
9. ADJOURNMENT
There being no further business before the Council, Mayor Wheat adjourned the workshop at
7:29 p.m.
Regular Session
1. CALL TO ORDER
Mayor Wheat called the meeting to order at 7:29 p.m.
2. CITIZEN PRESENTATIONS AND RECOGNITIONS
No one addressed the Council.
3. CONSENT AGENDA
a. Consider approval of the minutes from the meeting held on September 26, 2011.
b. Consider approval of the minutes from the meeting held on October 3, 2011.
c. Consider approval of Resolution 11-30, Authorizing the Town Manager to
execute Amendment No. 1 to the Economic Development Agreement with Deloitte
LLP.
d. Consider approval of Resolution 11-31, Appointing a member to the Westlake
Academy Foundation Board.
e. Consider approval of Resolution 11-32, Appointing a member to the Westlake
Historical Preservation Society.
f. Consider approval of Ordinance 668, Amending the Code of Ordinances,
Chapter 82, Subdivisions, Article XIII, Open Space, adding Sections 82-387
through 82-392, Park Land Dedication.
g. Consider approval of Ordinance 669, Amending the Code of Ordinances,
Chapter 36, Engineering Standards, Article II, Roadway Facilities, Section 36-44,
Driveway Design Standards.
Town Council Minutes
10/24/11
Page 4 of 6
MOTION: Council Member Brittan made a motion to approve the consent
agenda. Council Member Langdon seconded the motion. The
motion carried by a vote of 5-0.
4. CONDUCT A PUBLIC HEARING AND CONSIDERATION OF ORDINANCE 670,
FREEPORT EXEMPTION TO TAX TANGIBLE PERSONAL PROPERTY IN TRANSIT
WHICH WOULD OTHERWISE BE EXEMPT PURSUANT TO TEXAS TAX CODE,
SECTION 11.253.
Finance Director Piper provided an overview of the Senate bill and ordinance. The Town
does not currently have any goods that are applicable to the bill passed.
Discussion ensued regarding the amount of time of storage for the goods and exemptions
as provided in the bill.
MOTION: Council Member Cox made a motion to approve Ordinance 670.
Council Member Levitan seconded the motion. The motion carried
by a vote of 5-0.
5. CONDUCT A PUBLIC HEARING AND CONSIDERATION OF ORDINANCE 671,
AMENDING THE WESTLAKE COMPREHENSIVE ZONING ORDINANCE BY
AMENDING THE SPECIFIC USE PERMIT, APPROVED ON AUGUST 10, 2009, BY
ORDINANCE 631A, FOR A GAS WELL PAD SITE LOCATED WITHIN THE PD-1
ZONING DISTRICT AT 2405 PRECINCT LINE ROAD.
Planning and Development Director Edwards provided an overview of the request for an
extension of the Specific Use Permit. Planning and Zoning recommended approval for an
additional two years.
Mayor Wheat opened the public hearing.
No one spoke
Mayor Wheat closed the public hearing.
MOTION: Council Member Brittan made a motion to approve Ordinance 671
amending the Specific Use Permit (SUP-GWPS- 09-01) to allow
delaying the installation of the permanent fencing and landscaping until
after the installation of a production gas line capable of carrying gas from
this Gas Well Pad Site, with the provision that if the production gas line is
not installed within two (2) years from the date of this approval, or if
development on property within 600 feet of this Gas Well Pad Site is
permitted prior to the installation of the production gas line, the applicant
must comply with the Landscape Plan. The permanent fencing and
landscaping must be installed within 90 days of the applicant receiving
notification from the town that the production gas line is in place and
Town Council Minutes
10/24/11
Page 5 of 6
capable of transporting gas or that development has been permitted
within 600 feet of the Gas Well Pad Site, or come back before the
Planning and Zoning Commission and Town Council to seek an additional
extension or alternate remedy. Council Member Langdon seconded the
motion. The motion carried by a vote of 5-0.
6. FUTURE AGENDA ITEMS
- None
7. COUNCIL RECAP / STAFF DIRECTION
- None
8. COUNCIL CALENDAR
- Monster Mash hosted by WA HOC
October 22, 2011; 5:00-9:00 pm, WA Campus
- Secondary Boundary WA Parents’ Meetings (Parents select one of
three dates and locations: Oct 25, Nov 8 or Nov 15)
- Westlake Vintage Car Show hosted by WHPS
October 29, 2011; 11:00-4:00 pm, Solana Club parking lot
- Stagecoach Hills Neighborhood Gathering
November 1, 2011; 7:00 pm, Hosted by the Biddle Family
- Board of Trustees Meeting
November 7, 2011
- NTTA Tollway (SH 170) Public Hearing/Meeting
November 10, 2011; 6:00-8:00 pm, at the Tidwell Middle
School Cafeteria (3937 Haslet-Roanoke Rd, Roanoke, Texas
76262)
- Westlake Historical Preservation Society’s Wine and Cheese
Annual Reception, November 10, 2011;
7:00-8:30 pm, Marriott Solana Living Room
- Town Council Meeting
November 14, 2011
- Grandparents’ Day at Westlake Academy
November 18, 2011; 8:00 am - Noon
- Westlake Academy Closed-Fall Break
November 21–25, 2011
- Town Offices Closed-Thanksgiving Holidays
November 24-25, 2011
- Community Tree Lighting
December 1, 2011; 6:00-8:00 pm, WA Campus
- Employee Recognition Banquet
December 3, 2011; Time TBD, Marriott Solana
Town Council Minutes
10/24/11
Page 6 of 6
9. ADJOURNMENT
There being no further business before the Council, Mayor Wheat asked for a motion to
adjourn the meeting.
MOTION: Council Member Rennhack made a motion to adjourn the meeting.
Council Member Cox seconded the motion. The motion carried by
a vote of 5-0.
Mayor Wheat adjourned the meeting at 7:35 p.m.
APPROVED BY THE TOWN COUNCIL NOVEMBER 14, 2011.
ATTEST: _____________________________
Laura Wheat, Mayor
_____________________________
Kelly Edwards, Town Secretary
Page 1 of 2
TOWN COUNCIL AGENDA ITEM
Department: Public Works Meeting Date: November 14, 2011
Staff Contact: Jarrod Greenwood
Public Works Director Consent
Subject: Consider a Resolution authorizing the Town Manager to amend the agreement
with Shrickel, Rollins, and Associate for landscape architectural services related
to enhancements to FM 1938 project.
EXECUTIVE SUMMARY
FM 1938 is a major TxDOT project supported by Westlake, Keller, Southlake, and Tarrant
County as a regional effort to facilitate the growing traffic congestion on area residential streets.
The current phase of the project began in June 2010 and extends south from the existing Precinct
Line Road Bridge at Hwy 114 in Westlake southward to the Randol Mill intersection at the
Westlake Town limits.
In 2008 the Town identified this new FM 1938 as a major north/south corridor for Westlake and
as such, it warranted focused planning attention regarding its appearance. The Town Council
approved a contract on July, 14, 2008 with Schrickel, Rollins, and Associates (SRA) for the
initial consultant work to create a streetscape plan for Westlake’s FM 1938 corridor. This plan
included schematic and conceptual designs at a cost of $28,500 and was paid from the
Hotel/Motel fund. Staff approached SRA for the creation of Westlake’s FM 1938 streetscape
plan since they were already working with Southlake on their portion of FM 1938. This
arrangement provides Westlake and Southlake an opportunity to coordinate and integrate any
streetscape designs. Town staff worked closely with the streetscape consultant by meeting with
adjacent stakeholders and soliciting feedback regarding the integration of the proposed
improvements and their individual and unique properties which included changes in an effort to
accommodate concerns expressed by the stakeholders.
While FM 1938 is a TxDOT funded project, as a part of the FM 1938 streetscape plan, the Town
is participating at its cost in aesthetic enhancements to the roadway’s hardscape including
intersection treatments, retaining wall staining, and powder coated railings. The Town is also
participating at its cost in the landscape improvements that would be placed in the roadway’s
medians and along the right-of-way per the approved
The proposed amendment of $328,500 includes the next phase of FM 1938 Streetscape
improvements including: construction planning, construction design, plan preparation, bidding
assistance, and construction administration that is needed for the Town to execute the FM 1938
Streetscape Master Plan.
Page 2 of 2
Over the last two years, SRA has been an integral partner in our endeavor to make FM 1938 a
premiere corridor in our region, often times going above and beyond their contractual
obligations.
APPLICABLE STRATEGIC PLAN VISION POINT
Inviting Residential and Corporate Neighborhoods
We are Leaders
Hospitality Finds its Home in Westlake
FISCAL IMPACT
Funded Not Funded N/A
The adopted CIP includes funding of $4,225,155 for engineering design and construction of
paving, landscape, and hardscape enhancements to FM 1938. The proposed amendment of
$328,500 is included in the adopted CIP.
RECOMMENDATION / ACTION REQUESTED/ OPTIONS
Staff recommends approval.
ATTACHMENTS
Exhibit “A” – FM 1938 Streetscape contract with SRA dated August 13, 2008
Exhibit “B” – Attachment B, Amendment No. One
Resolution
Westlake – F.M. 1938 Streetscape Improvements 1624i
Scope of Services Page 1
Attachment B, Amendment No. One
Scope of Services
Westlake – F.M. 1938 Streetscape Improvements
November 1, 2011
A. Basic Professional Planning and Design Services
Construction Documents, Bidding, and Construction Administration for:
If provided in separate packages:
Phase 2 - Median Plantings (Green Ribbon Program — TxDOT funded) $63,500
Phase 2 Subtotal $63,500
Phase 3 - Gateway Monuments, Trail, and Plantings (East & West of FM 1938) $165,000
Phase 4 - Trail Enhancements (Trailhead and Shelters) $69,500
Phase 3 and 4 Subtotal (separate contracts) $234,500
If Phases 3 & 4 are combined into a single construction package $220,000
B. Related Services
Geotechnical Investigations Phase 2 — monument locations $4,500
Phase 4 — Trailhead and shelters $4,500
Topographic / Tree Survey Phase 2 — monument area only $1,500
Phase 3&4 $18,000
Phase 4 — Trailhead area only $2,000
Plan reviews (TDLR) Reimbursable
3D Animation / Renderings Additional Services
Westlake – F.M. 1938 Streetscape Improvements 1624i
Scope of Services Page 2
SCHEDULE OF CHARGES - 2011
BILLABLE SALARY RATE & EXPENSE CHARGES
RANGE OF BILLABLE SALARY RATE CLASSIFICATION: LOW HIGH
PRINCIPAL $140 $185
ASSOCIATE 85 155
SENIOR ENGINEER 135 165
ENGINEER III 100 130
ENGINEER II 75 100
ENGINEER-IN-TRAINING (EIT) 65 85
SENIOR LANDSCAPE ARCHITECT 110 185
LANDSCAPE ARCHITECT III 80 115
LANDSCAPE ARCHITECT II 65 90
LANDSCAPE ARCHITECTURAL INTERN 50 75
SENIOR PLANNER 95 130
PLANNER 65 95
ARCHITECT
ARCHITECTURAL INTERN
80
50
130
75
DESIGNER 50 90
SURVEYOR (RPLS) 90 130
SURVEY COORDINATOR 70 105
SURVEY TECHNICIAN 60 100
ENGINEERING TECHNICIAN 60 90
PLANNING TECHNICIAN 50 75
PRODUCTION COORDINATOR 70 105
CAD OPERATOR/DRAFTER III 60 90
CAD OPERATOR/DRAFTER II 50 70
CAD OPERATOR/DRAFTER I 45 60
SENIOR SECRETARY/SPECIFICATIONS COORDINATOR 45 80
SECRETARY/WORD PROCESSOR 35 65
CLERK 30 45
The ranges and individual salaries are adjusted annually.
OTHER SERVICES:
SURVEY FIELD PARTY $125
$150
PRINTING & PLOTTING SERVICES:
In-house printing and plotting services will be charged at the market rate for commercial printing plus 10%. In-house capability
includes color plots and a variety of media, including bond, vellum and mylar. In-house Xerox copies provided at $0.07 per single
side copy or $0.14 per double side copy.
OTHER DIRECT EXPENSES:
Other direct expenses are reimbursed at actual cost times a multiplier of 1.10. They include outside printing and reproductions
expense, communication expense, travel, transportation and subsistence away from Arlington and other miscellaneous expenses
directly related to the work, including costs of laboratory analysis, tests, and other work required to be done by independent persons
other than staff members.
Resolution 11-33
Page 1 of 2
TOWN OF WESTLAKE
RESOLUTION NO. 11-33
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE,
TEXAS, AUTHORIZING THE TOWN MANAGER TO AMEND THE AGREEMENT
WITH SHRICKEL, ROLLINS, AND ASSOCIATES FOR LANDSCAPE
ARCHITECTURAL SERVICES RELATED TO ENHANCEMENTS TO FM 1938.
WHEREAS, Westlake desires to provide a desirable road enhancement project; and
WHEREAS, the City Council finds that the Shrickel, Rollins, and Associates proposal
benefits the public and is in the best interest of the public; and
WHEREAS, the City Council finds that wayfinding and landscape enhancements
benefits commuters and citizens and is in the best interest of residential and corporate citizens;
and
WHEREAS, the City Council finds that funding for the planning, construction design,
bidding assistance, and construction administration is necessary for the enhancement of the FM
1938 corridor; and
WHEREAS, the cost for the planning, construction design, bidding assistance, and
construction administration of the FM 1938 corridor streetscape/wayfinding enhancements are
allocated in the existing FM 1938 capital project budget.
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.
SECTION 2. The Town Council of the Town of Westlake hereby approves the
amendment to the 2008 agreement (Exhibit “A” Res 08-46) with Shrickel, Rollins, and Associate
totaling ($328,500) for landscape architectural services related to enhancements to FM 1938
project, attached as Exhibit “B”, 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.
Resolution 11-33
Page 2 of 2
SECTION 4: That this resolution shall become effective from and after its date of
passage.
PASSED AND APPROVED ON THIS 14TH DAY OF NOVEMBER, 2011.
__________________________________
Laura Wheat, Mayor
ATTEST:
______________________________ __________________________________
Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager
APPROVED AS TO FORM:
___________________________
L. Stanton Lowry, Town Attorney
Page 1 of 2
TOWN COUNCIL AGENDA ITEM
Department: Public Works Meeting Date: November 14, 2011
Staff Contact: Jarrod Greenwood
Public Works Director Consent
Subject: Consider a resolution authorizing the Town Manager to execute Advanced
Funding Agreements for Change Order numbers 20 and 22 with the Texas
Department of Transportation for enhancements related to FM 1938 construction.
EXECUTIVE SUMMARY
FM 1938 is a major TxDOT project supported by Westlake, Keller, Southlake, and Tarrant
County as a regional effort to facilitate the growing traffic congestion on area residential streets.
The current phase of the project began in June 2010 and extends south from the existing Precinct
Line Road Bridge at Hwy 114 in Westlake southward to the Randol Mill intersection at the
Westlake Town limits.
In 2008 the Town identified this new FM 1938 as a major north/south corridor for Westlake and
as such, it warranted focused planning attention regarding its appearance. The Town Council
approved a contract on July, 14, 2008 with Schrickel, Rollins, and Associates (SRA) for the
initial consultant work to create a streetscape plan for Westlake’s FM 1938 corridor. This plan
included schematic and conceptual designs at a cost of $28,500 and was paid from the
Hotel/Motel fund. Staff approached SRA for the creation of Westlake’s FM 1938 streetscape
plan since they were already working with Southlake on their portion of FM 1938. This
arrangement provides Westlake and Southlake an opportunity to coordinate and integrate any
streetscape designs.
While FM 1938 is a TxDOT funded project, as a part of the FM 1938 streetscape plan, the Town
is participating at its cost in aesthetic enhancements to the roadway’s hardscape including
intersection treatments, retaining wall staining, and powder coated railings. Town Council
previously approved TxDOT Change Order No. 1, at their March 28th Regular Meeting, for
pavement enhancement work. Part of the enhancement work includes stamp and stained
crosswalk sections as intersection treatments. Change Order No. 20 is the result of revising the
width of crosswalks from 16’ to 12’ at the Solana and Dove intersections with FM 1938 for a
cost savings of ($67,154.44).
Change Order No. 22 provides for a concrete sealer that staff feels will provide better protection
on the retaining walls and last longer than the standard sealer that was originally specified at an
additional cost of $3,736.98.
The proposed Advance Funding Agreements result in a net cost savings of ($63,417.46).
Page 2 of 2
APPLICABLE STRATEGIC PLAN VISION POINT
Inviting Residential and Corporate Neighborhoods
We are Leaders
Hospitality Finds its Home in Westlake
FISCAL IMPACT
Funded Not Funded N/A
The current Town Council Approved Five (5) Year Capital Improvement Plan (CIP) includes
available funding of $4,225,155 to implement this FM 1938 Streetscape Plan with paving,
landscape, and hardscape enhancements. Staff will make the appropriate funding adjustments to
include Change Order Nos. 20 and 22 for the total project costs.
RECOMMENDATION / ACTION REQUESTED/ OPTIONS
Staff recommends approval.
ATTACHMENTS
Exhibit “A” - Proposed Advanced Funding Agreement Amendment No. 20
Exhibit “B” - Proposed Advanced Funding Agreement Amendment No. 22
Resolution
CONTRACT ID:
PROJECT:
CONTRACT:
CONTRACTOR:
AWARD AMOUNT:
HIGHWAY:
DISTRICT:
COUNTY:
AREA ENGINEER:
AREA NUMBER:
STP 2009(880)MM
08093204
ED BELL CONSTRUCTION COMPANY
FM 1938
02
052
TARRANT
DESCRIPTION:Revising Westlake Enhancements
APPRV LEVEL:District Engineer
REASON:CO TYPE:FED LETTER OF AUTH - MINOR - NON-PART
CHANGE ORDER NBR. 20
Ricardo Gonzalez, P.E.
197801048
-$59,428.713RD PARTY AMOUNT:
CO AMOUNT:-$59,428.71
-
REPORT DATE:10/18/11
SECONDARY REASON(S):-4D-THIRD PARTY ACCOMMODATION (OTHER)
1B-INCORRECT PS&E (CONSULTANT DESIGN)1B
004D
$15,244,573.52
PROJECTED AMOUNT: $15,293,573.53
Extra Work
Functions:
Zero Dollar
Overrun/Underrun
Time Adjustment
Force Account
Final Quantity
Change Project Limits
Delete/Add CSJ
DESCRIBE THE REASON FOR THE CHANGE ORDER AND WHAT IS BEING CHANGED. WHEN NECESSARY, INCLUDE EXCEPTIONS TO THIS AGREEMENT:
This change order will revise the cross walk widths at the Randol Mill and Dove Road intersections. It will also correct the alignment of the cross walk at the
Solana/Capital Parkway intersections. Revised items were previously amended with the Change Order No. 14 (100% Funded by the City of Westlake).
NEW OR REVISED PLAN SHEETS:
Revision (1): 168A, 168D, 168F and 168M
ADDITIONAL TIME NOT NEEDED
DATE
DATE
BY:
THE CONTRACTOR
"By signing this change order, the contractor agrees to waive any and all claims for additional compensation due to any and all other expenses; additional changes for time,
overhead and profit; or loss of compensation as a result of this change and that this agreement is made in accordance Item 4 and the Contract. Exceptions should be noted in
explanation above."
TYPED/PRINTED TITLE:
TYPED/PRINTED NAME:
AREA ENGINEER:
DATE
DISTRICT ENGINEER:
DATE
DATE
DATE
DIRECTOR, CONSTRUCTION DIVISION:
AED For Eng. Operations:
DATE
FHWA:
DATE
AREA ENGINEER'S SEAL:
CONTRACT ID 197801048 CHANGE ORDER NBR. Page 2 of 3 20
CONTRACT ITEMS
PROJECT NBR 197801048
CATG
NBR
LINE ITEM SP
CODENBR
DESCRIPTION UNITUNIT
PRICE
ORIG + PREV
REV QTY
QTY
THIS CO
NEW
QTYTHIS CO
AMOUNT
ITEM
57.00000 1,567.000 -4.000 1,563.000-$228.00001056505282004000LANDSCAPE PAVERS SY
65.02000 4,943.500 -910.500 4,033.000-$59,200.71001056605282023000COLOR TEXTURED CONC (SURFACE)SY
-$59,428.71CHANGE ORDER AMOUNT
CONTRACT ID 197801048 CHANGE ORDER NBR. Page 3 of 3 20
FUNDING SOURCES
LOCAL 3 -$59,428.711. Work Program: Work Category:Amount:
CONTRACT ID:
PROJECT:
CONTRACT:
CONTRACTOR:
AWARD AMOUNT:
HIGHWAY:
DISTRICT:
COUNTY:
AREA ENGINEER:
AREA NUMBER:
STP 2009(880)MM
08093204
ED BELL CONSTRUCTION COMPANY
FM 1938
02
052
TARRANT
DESCRIPTION:Add Cure Seal S to Color Textured Concrete
APPRV LEVEL:Area Engineer
REASON:CO TYPE:FED LETTER OF AUTH - MINOR - NON-PART
CHANGE ORDER NBR. 22
Ricardo Gonzalez, P.E.
197801048
$3,307.063RD PARTY AMOUNT:
CO AMOUNT:$3,307.06
-
REPORT DATE:10/17/11
SECONDARY REASON(S):
4B-3RD PARTY REQUEST FOR ADDITIONAL WORK4B
$15,244,573.52
PROJECTED AMOUNT: $15,293,573.53
Extra Work
Functions:
Zero Dollar
Overrun/Underrun
Time Adjustment
Force Account
Final Quantity
Change Project Limits
Delete/Add CSJ
DESCRIBE THE REASON FOR THE CHANGE ORDER AND WHAT IS BEING CHANGED. WHEN NECESSARY, INCLUDE EXCEPTIONS TO THIS AGREEMENT:
The reason for this change order is to revise the unit price for item 528-2023 COLOR TEXTURED CONC (SURFACE). The Town of Westlake requested the
contractor change from the original Super Clear sealer to Cure Seal S. Westlake feels like changing the type of sealer will perform better and last longer. The Town
of Westlake has agreed to pay for this additional cost.
ADDITIONAL TIME NOT NEEDED
DATE
DATE
BY:
THE CONTRACTOR
"By signing this change order, the contractor agrees to waive any and all claims for additional compensation due to any and all other expenses; additional changes for time,
overhead and profit; or loss of compensation as a result of this change and that this agreement is made in accordance Item 4 and the Contract. Exceptions should be noted in
explanation above."
TYPED/PRINTED TITLE:
TYPED/PRINTED NAME:
AREA ENGINEER:
DATE
DISTRICT ENGINEER:
DATE
DATE
DATE
DIRECTOR, CONSTRUCTION DIVISION:
AED For Eng. Operations:
DATE
FHWA:
DATE
AREA ENGINEER'S SEAL:
CONTRACT ID 197801048 CHANGE ORDER NBR. Page 2 of 2 22
CONTRACT ITEMS
PROJECT NBR 197801048
CATG
NBR
LINE ITEM SP
CODENBR
DESCRIPTION UNITUNIT
PRICE
ORIG + PREV
REV QTY
QTY
THIS CO
NEW
QTYTHIS CO
AMOUNT
ITEM
65.02000 4,033.000 -4,033.000 0.000-$262,225.66001056605282023000COLOR TEXTURED CONC (SURFACE)SY
65.84000 0.000 4,033.000 4,033.000$265,532.72001056705282023900COLOR TEXTURED CONC (SURFACE)SY
$3,307.06CHANGE ORDER AMOUNT
Resolution 11-34
Page 1 of 2
TOWN OF WESTLAKE
RESOLUTION NO. 11-34
A RESOLUTION OF THE TOWN COUNCIL OF THE TOWN OF WESTLAKE,
TEXAS, AUTHORIZING THE TOWN MANAGER TO EXECUTE ADVANCED
FUNDING AGREEMENTS FOR CHANGE ORDER NUMBERS 20 AND 22 WITH THE
TEXAS DEPARTMENT OF TRANSPORTATION FOR ENAHANCEMENTS
RELATED TO FM 1938 CONSTRUCTION.
WHEREAS, the Town of Westlake worked in partnership with the Cities of Southlake
and Keller for the construction of FM 1938; and
WHEREAS, Westlake desires to provide residents and commuters safe and aesthetically
pleasing streets to travel; and,
WHEREAS, Westlake desires to provide a attractive road enhancement project; and
WHEREAS, the Town Council finds that the total Advanced Funding Agreements for
Change Order numbers 20 and 22 provide for a cost savings to the Town; and
WHEREAS, the Town Council finds that the passage of this Resolution is in the best
interest of the public.
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.
SECTION 2. The Town Council of the Town of Westlake hereby approves the
agreements with the Texas Department of Transportation, for the construction of enhancements
totaling ($63,417.46) related to the FM 1938 streetscape master plan, attached as Exhibits “A”
and “B”, and further authorizes the Town Manager to execute the agreements 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.
Resolution 11-34
Page 2 of 2
SECTION 4: That this resolution shall become effective from and after its date of
passage.
PASSED AND APPROVED ON THIS 14TH DAY OF NOVEMBER, 2011.
_________________________________________
Laura Wheat, Mayor
ATTEST:
___________________________ __________________________________
Kelly Edwards, Town Secretary Tom Brymer, Town Manager
APPROVED AS TO FORM:
___________________________
L. Stanton Lowry, Town Attorney
Page 1 of 2
TOWN COUNCIL AGENDA ITEM
Department: Town Manager Meeting Date: November 14, 2011
Staff Contact: Tom Brymer, Town Manager Regular
Subject: Consider adoption of an ordinance authorizing the issuance of general obligation
refunding bonds; establishing procedures for the sale and delivery of the
bonds; providing for the security for and payment of said bonds; providing an
effective date; and enacting other provisions relating to the subject
EXECUTIVE SUMMARY
As discussed in the Town’s workshop on October 24, 2011, we have determined that the bond
rates are presently at a point where it will be beneficial to refund a portion of our bonds. As Tom
Lawrence, our financial advisor stated during his presentation, the amount we are including in
the “Delegated Pricing” ordinance is a maximum of $7,905,000, which along with the
$2,095,000 CO that was completed earlier this year, keeps us below $10 million for calendar
year 2011. This not only allows us to obtain lower BQ interest rates, it pushes us to refund
selective maturities with the most savings.
The Town typically strives to obtain present value savings of at least 3% because of federal tax
law restrictions on the number of refundings allowed. The attached report, based on current
interest rates (as of November 14, 2011), reflects present values savings of 7%, with average
savings of approximately $35,000/year (see page 4 of report).
Because interest rates are fluctuating quite a bit now (which impacts savings), the Council
decided to proceed with a “Delegated Pricing” ordinance that gives the Town staff more time
flexibility. This is a more flexible approach than the traditional method of locking in an interest
rate on the day that the Town Council meets to approve the sale of the bonds. This involves the
Council approving a set of parameters that must be met before the refunding bonds can be
issued. Following are the parameters set in the ordinance:
The aggregate original principal amount of the Bonds shall not exceed $7,905,000
The refunding must produce a present value debt service savings of at least 5.00%
The true interest cost of the Bonds shall not exceed 3.50% per annum provided that the
net effective interest rate on the Bonds shall not exceed the maximum rate set forth in
Chapter 1204, Texas Government Code, as amended
The final maturity of the Bonds may not be later than May 1, 2032
The delegation made shall expire if not exercised by the Pricing Officer on or before
December 31, 2011
In addition to establishing these parameters, the ordinance delegates the final approval of the
refunding bonds to the Town Manager or Finance Director, who will have to sign off on the
Page 2 of 2
transaction before a bond sale and closing may occur. No further Council action will be
required.
APPLICABLE STRATEGIC PLAN VISION POINT
Service Excellence
We are Leaders
FISCAL IMPACT
If the bond refunding is approved at the current rate, the Town could have an average savings of
approximately $35,000/year.
RECOMMENDATION / ACTION REQUESTED/ OPTIONS
Staff recommends adoption of the ordinance authorizing issuance of GO Refunding Bonds.
ATTACHMENTS
1. Information prepared by financial advisor, Tom Lawrence
2. Proposed ordinance (as prepared by bond legal counsel)
Town of Westlake, Texas
General Obligation Refunding Bonds
Series 2011
Table of Contents
Report
Pricing Summary 1
Sources & Uses 2
Debt Service Schedule 3
Debt Service Comparison 4
Total Refunded Debt Service 5
!"#$%
%"$#&’("!)*+"#$",
Town of Westlake, Texas
General Obligation Refunding Bonds
Series 2011
Pricing Summary
Maturity
Type of
Bond Coupon Yield
Maturity
Value Price Dollar Price
02/15/2013 Serial Coupon 2.000%0.800%95,000.00 101.347% 96,279.65
02/15/2014 Serial Coupon 2.000%1.010%95,000.00 102.081% 96,976.95
02/15/2015 Serial Coupon 2.000%1.300%455,000.00 102.139% 464,732.45
02/15/2016 Serial Coupon 2.000%1.580%85,000.00 101.672% 86,421.20
02/15/2017 Serial Coupon 3.000%1.800%290,000.00 105.854% 306,976.60
02/15/2018 Serial Coupon 3.000%2.080%710,000.00 105.268% 747,402.80
02/15/2019 Serial Coupon 3.000%2.300%730,000.00 104.577% 763,412.10
02/15/2020 Serial Coupon 3.000%2.550%750,000.00 103.283% 774,622.50
02/15/2021 Serial Coupon 3.000%2.700%770,000.00 102.411% 788,564.70
02/15/2022 Serial Coupon 3.000%2.830%790,000.00 101.357%c 800,720.30
02/15/2023 Serial Coupon 3.000%2.970%810,000.00 100.236%c 811,911.60
02/15/2024 Serial Coupon 3.500%3.110%840,000.00 103.076%c 865,838.40
02/15/2025 Serial Coupon 3.500%3.250%275,000.00 101.958%c 280,384.50
02/15/2026 Serial Coupon 3.500%3.340%280,000.00 101.247%c 283,491.60
02/15/2027 Serial Coupon 4.000%3.450%295,000.00 104.273%c 307,605.35
02/15/2028 Serial Coupon 4.000%3.550%310,000.00 103.479%c 320,784.90
Total ---$7,580,000.00 --$7,796,125.60
Bid Information
Par Amount of Bonds $7,580,000.00
Reoffering Premium or (Discount)216,125.60
Gross Production $7,796,125.60
Total Underwriter's Discount (0.750%)$(56,850.00)
Bid (102.101%)7,739,275.60
Total Purchase Price $7,739,275.60
Bond Year Dollars $70,499.61
Average Life 9.301 Years
Average Coupon 3.2306005%
Net Interest Cost (NIC)3.0046764%
True Interest Cost (TIC)2.9501659%
!"#$%
%"$#&’("!)*+"#$",%%%%
Town of Westlake, Texas
General Obligation Refunding Bonds
Series 2011
Sources & Uses
Dated 12/28/2011 | Delivered 12/28/2011
Sources Of Funds
Par Amount of Bonds $7,580,000.00
Reoffering Premium 216,125.60
Total Sources $7,796,125.60
Uses Of Funds
Deposit to Net Cash Escrow Fund 7,650,741.43
Costs of Issuance 86,380.00
Total Underwriter's Discount (0.750%)56,850.00
Rounding Amount 2,154.17
Total Uses $7,796,125.60
!"#$%
%"$#&’("!)*+"#$",%%%%
Town of Westlake, Texas
General Obligation Refunding Bonds
Series 2011
Debt Service Schedule
Date Principal Coupon Interest Total P+I
09/30/2012 --146,998.26 146,998.26
09/30/2013 95,000.00 2.000%232,175.00 327,175.00
09/30/2014 95,000.00 2.000%230,275.00 325,275.00
09/30/2015 455,000.00 2.000%224,775.00 679,775.00
09/30/2016 85,000.00 2.000%219,375.00 304,375.00
09/30/2017 290,000.00 3.000%214,175.00 504,175.00
09/30/2018 710,000.00 3.000%199,175.00 909,175.00
09/30/2019 730,000.00 3.000%177,575.00 907,575.00
09/30/2020 750,000.00 3.000%155,375.00 905,375.00
09/30/2021 770,000.00 3.000%132,575.00 902,575.00
09/30/2022 790,000.00 3.000%109,175.00 899,175.00
09/30/2023 810,000.00 3.000%85,175.00 895,175.00
09/30/2024 840,000.00 3.500%58,325.00 898,325.00
09/30/2025 275,000.00 3.500%38,812.50 313,812.50
09/30/2026 280,000.00 3.500%29,100.00 309,100.00
09/30/2027 295,000.00 4.000%18,300.00 313,300.00
09/30/2028 310,000.00 4.000%6,200.00 316,200.00
Total $7,580,000.00 -$2,277,560.76 $9,857,560.76
Yield Statistics
Bond Year Dollars $70,499.61
Average Life 9.301 Years
Average Coupon 3.2306005%
Net Interest Cost (NIC)3.0046764%
True Interest Cost (TIC)2.9501659%
Bond Yield for Arbitrage Purposes 2.7819043%
All Inclusive Cost (AIC)3.0919774%
IRS Form 8038
Net Interest Cost 2.8475221%
Weighted Average Maturity 9.286 Years
!"#$%
%"$#&’("!)*+"#$",%-%-%-%-
Town of Westlake, Texas
General Obligation Refunding Bonds
Series 2011
Debt Service Comparison
Date Total P+I Existing D/S Net New D/S Old Net D/S Savings
09/30/2012 146,998.26 545,411.88 692,410.14 727,244.38 34,834.24
09/30/2013 327,175.00 630,626.26 957,801.26 994,291.26 36,490.00
09/30/2014 325,275.00 623,861.26 949,136.26 987,526.26 38,390.00
09/30/2015 679,775.00 275,630.00 955,405.00 989,295.00 33,890.00
09/30/2016 304,375.00 273,230.00 577,605.00 614,145.00 36,540.00
09/30/2017 504,175.00 75,250.00 579,425.00 616,165.00 36,740.00
09/30/2018 909,175.00 75,250.00 984,425.00 1,022,565.00 38,140.00
09/30/2019 907,575.00 75,250.00 982,825.00 1,020,037.50 37,212.50
09/30/2020 905,375.00 75,250.00 980,625.00 1,015,150.00 34,525.00
09/30/2021 902,575.00 75,250.00 977,825.00 1,013,637.50 35,812.50
09/30/2022 899,175.00 75,250.00 974,425.00 1,010,212.50 35,787.50
09/30/2023 895,175.00 75,250.00 970,425.00 1,004,875.00 34,450.00
09/30/2024 898,325.00 75,250.00 973,575.00 1,007,625.00 34,050.00
09/30/2025 313,812.50 75,250.00 389,062.50 427,250.00 38,187.50
09/30/2026 309,100.00 75,250.00 384,350.00 422,750.00 38,400.00
09/30/2027 313,300.00 75,250.00 388,550.00 422,750.00 34,200.00
09/30/2028 316,200.00 75,250.00 391,450.00 427,000.00 35,550.00
09/30/2029 -425,250.00 425,250.00 425,250.00 -
09/30/2030 -422,750.00 422,750.00 422,750.00 -
09/30/2031 -424,500.00 424,500.00 424,500.00 -
09/30/2032 -425,250.00 425,250.00 425,250.00 -
Total $9,857,560.76 $4,949,509.40 $14,807,070.16 $15,420,269.40 $613,199.24
PV Analysis Summary (Net to Net)
Gross PV Debt Service Savings 473,533.21
Net PV Cashflow Savings @ 2.950%(TIC)473,533.21
Contingency or Rounding Amount 2,154.17
Net Present Value Benefit $475,687.38
Net PV Benefit / $6,785,000 Refunded Principal 7.011%
Net PV Benefit / $7,580,000 Refunding Principal 6.276%
Refunding Bond Information
Refunding Dated Date 12/28/2011
Refunding Delivery Date 12/28/2011
!"#$%
%"$#&’("!)*+"#$",%%%%
Town of Westlake, Texas
Combination Tax and Limited Pledge Revenue Certificates of Obligation
Series 2002
Total Refunded Debt Service
Date Principal Coupon Interest Total P+I
09/30/2012 -6.500%106,537.50 106,537.50
09/30/2013 -6.500%213,075.00 213,075.00
09/30/2014 -6.500%213,075.00 213,075.00
09/30/2015 350,000.00 6.500%213,075.00 563,075.00
09/30/2016 --190,325.00 190,325.00
09/30/2017 --190,325.00 190,325.00
09/30/2018 405,000.00 5.750%190,325.00 595,325.00
09/30/2019 425,000.00 5.750%167,037.50 592,037.50
09/30/2020 445,000.00 5.750%142,600.00 587,600.00
09/30/2021 470,000.00 5.750%117,012.50 587,012.50
09/30/2022 495,000.00 5.750%89,987.50 584,987.50
09/30/2023 520,000.00 5.750%61,525.00 581,525.00
09/30/2024 550,000.00 5.750%31,625.00 581,625.00
Total $3,660,000.00 -$1,926,525.00 $5,586,525.00
Yield Statistics
Average Life 8.952 Years
Weighted Average Maturity (Par Basis) 8.952 Years
Average Coupon 5.7767717%
Refunding Bond Information
Refunding Dated Date 12/28/2011
Refunding Delivery Date 12/28/2011
$
!"#$%
%"$#&’("!)*+"#$",%.%.%.%.
Town of Westlake, Texas
Combination Tax and Limited Pledge Revenue Certificates of Obligation
Series 2003
Total Refunded Debt Service
Date Principal Coupon Interest Total P+I
09/30/2012 -3.650%75,295.00 75,295.00
09/30/2013 -3.700%150,590.00 150,590.00
09/30/2014 -3.875%150,590.00 150,590.00
09/30/2015 -4.000%150,590.00 150,590.00
09/30/2016 -4.200%150,590.00 150,590.00
09/30/2017 200,000.00 4.300%150,590.00 350,590.00
09/30/2018 210,000.00 4.400%141,990.00 351,990.00
09/30/2019 220,000.00 4.750%132,750.00 352,750.00
09/30/2020 230,000.00 4.750%122,300.00 352,300.00
09/30/2021 240,000.00 4.750%111,375.00 351,375.00
09/30/2022 250,000.00 4.750%99,975.00 349,975.00
09/30/2023 260,000.00 4.750%88,100.00 348,100.00
09/30/2024 275,000.00 5.000%75,750.00 350,750.00
09/30/2025 290,000.00 5.000%62,000.00 352,000.00
09/30/2026 300,000.00 5.000%47,500.00 347,500.00
09/30/2027 315,000.00 5.000%32,500.00 347,500.00
09/30/2028 335,000.00 5.000%16,750.00 351,750.00
Total $3,125,000.00 -$1,759,235.00 $4,884,235.00
Yield Statistics
Average Life 11.386 Years
Weighted Average Maturity (Par Basis) 11.386 Years
Average Coupon 4.8770644%
Refunding Bond Information
Refunding Dated Date 12/28/2011
Refunding Delivery Date 12/28/2011
-
!"#$%
%"$#&’("!)*+"#$",%/%/%/%/
TOWN OF WESTLAKE
ORDINANCE NO. __________
ORDINANCE AUTHORIZING THE ISSUANCE OF TOWN OF WESTLAKE, TEXAS, GENERAL
OBLIGATION REFUNDING BONDS; ESTABLISHING PROCEDURES FOR THE SALE AND
DELIVERY OF THE BONDS; PROVIDING FOR THE SECURITY FOR AND PAYMENT OF SAID
BONDS; PROVIDING AN EFFECTIVE DATE; AND ENACTING OTHER PROVISIONS
RELATING TO THE SUBJECT
THE STATE OF TEXAS §
COUNTIES OF TARRANT AND DENTON §
TOWN OF WESTLAKE §
WHEREAS, there are presently the outstanding obligations of the Town of Westlake, Texas (the
"Issuer") described in Schedule I attached hereto, collectively, the "Eligible Refunded Obligations";
WHEREAS, the Issuer now desires to refund all or part of the Eligible Refunded Obligations, and
those Eligible Refunded Obligations designated by the Pricing Officer in the Pricing Certificate, each as defined
below, to be refunded are herein referred to as the "Refunded Obligations";
WHEREAS, Chapter 1207, Texas Government Code, authorizes the Issuer to issue refunding bonds
and to deposit the proceeds from the sale thereof, together with any other available funds or resources, directly
with a paying agent for any of the Refunded Obligations or a trust company or commercial bank that does not
act as a depository for the Issuer and is named in these proceedings, and such deposit, if made before the
payment dates of the Refunded Obligations, shall constitute the making of firm banking and financial
arrangements for the discharge and final payment of the Refunded Obligations;
WHEREAS, Chapter 1207, Texas Government Code, further authorizes the Issuer to enter into an
escrow or similar agreement with such paying agent for the Refunded Obligations or trust company or
commercial bank with respect to the safekeeping, investment, reinvestment, administration and disposition of
any such deposit, upon such terms and conditions as the Issuer and such paying agent or trust company or
commercial bank may agree;
WHEREAS, this Town Council hereby finds and determines that it is a public purpose and in the best
interests of the Issuer to refund the Refunded Obligations in order to achieve a present value debt service
savings of not less than 5.00%, with such savings, among other information and terms to be included in a
pricing certificate (the "Pricing Certificate") to be executed by the Pricing Officer (hereinafter designated), all
in accordance with the provisions of Section 1207.007, Texas Government Code;
WHEREAS, all the Refunded Obligations mature or are subject to redemption prior to maturity within
20 years of the date of the bonds hereinafter authorized;
WHEREAS, the bonds hereafter authorized are being issued and delivered pursuant to said Chapter
1207, Texas Government Code; and
WHEREAS, it is officially found, determined, and declared that the meeting at which this Ordinance
has been adopted was open to the public and public notice of the time, place and subject matter of the public
Ordinance 672
Page 1 of 28
2
business to be considered and acted upon at said meeting, including this Ordinance, was given, all as required
by the applicable provisions of Tex. Gov't Code Ann. ch. 551; Now, Therefore
BE IT ORDAINED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS:
SECTION 1. RECITALS, AMOUNT, PURPOSE AND DESIGNATION OF THE BONDS.
(a) The recitals set forth in the preamble hereof are incorporated herein and shall have the same force
and effect as if set forth in this Section.
(b) The bonds of the Town of Westlake, Texas (the "Issuer") are hereby authorized to be issued and
delivered in the aggregate principal amount hereinafter provided for the public purpose of providing funds to
refund a portion of the Issuer's outstanding indebtedness and to pay the costs incurred in connection with the
issuance of the Bonds.
(c) Each bond issued pursuant to this Ordinance shall be designated: "TOWN OF WESTLAKE,
TEXAS, GENERAL OBLIGATION REFUNDING BOND, SERIES 2011," and initially there shall be issued,
sold, and delivered hereunder fully registered Bonds, without interest coupons, payable to the respective
registered owners thereof (with the initial bonds being made payable to the initial purchaser as described in
Section 10 hereof), or to the registered assignee or assignees of said bonds or any portion or portions thereof
(in each case, the "Registered Owner"). The Bonds shall be in the respective denominations and principal
amounts, shall be numbered, shall mature and be payable on the date or dates in each of the years and in the
principal amounts, and shall bear interest to their respective dates of maturity or redemption prior to maturity
at the rates per annum, as set forth in the Pricing Certificate.
SECTION 2. DELEGATION TO PRICING OFFICER.
(a) As authorized by Section 1207.007, Texas Government Code, as amended, the Town Manager
or Finance Director of the Town, or either of them (the "Pricing Officer"), are hereby authorized to act on
behalf of the Issuer in selling and delivering the Bonds, determining which of the Eligible Refunded Obligations
shall be refunded and carrying out the other procedures specified in this Ordinance, including, determining the
date of the Bonds, any additional or different designation or title by which the Bonds shall be known, the price
at which the Bonds will be sold, the years in which the Bonds will mature, the principal amount to mature in
each of such years, the rate of interest to be borne by each such maturity, the interest payment and record dates,
the price and terms upon and at which the Bonds shall be subject to redemption prior to maturity at the option
of the Issuer, as well as any mandatory sinking fund redemption provisions, and all other matters relating to
the issuance, sale, and delivery of the Bonds and the refunding of the Refunded Bonds, including without
limitation establishing the redemption date for and effecting the redemption of the Refunded Obligations and
obtaining municipal bond insurance for all or any portion of the Bonds and providing for the terms and
provisions thereof applicable to the Bonds, all of which shall be specified in the Pricing Certificate; provided
that:
(i) the aggregate original principal amount of the Bonds shall not exceed $7,905,000;
(ii) the refunding must produce a present value debt service savings of at least 5.00%;
Ordinance 672
Page 2 of 28
3
(iii) the true interest cost of the Bonds shall not exceed 3.50% per annum provided that the
net effective interest rate on the Bonds shall not exceed the maximum rate set forth in Chapter 1204,
Texas Government Code, as amended;
(iv) the final maturity of the Bonds may not be later than May 1, 2032; and
(v) the delegation made hereby shall expire if not exercised by the Pricing Officer on or before
December 31, 2011.
(b) In establishing the aggregate principal amount of the Bonds, the Pricing Officer shall establish an
amount not exceeding the amount authorized in Subsection (a) hereof, which shall be sufficient in amount to
provide for the purposes for which the Bonds are authorized and to pay costs of issuing the Bonds. The Bonds
shall be sold with and subject to such terms as set forth in the Pricing Certificate.
SECTION 3. CHARACTERISTICS OF THE BONDS.
(a) Registration. The selection and appointment of the paying agent/registrar for the Bonds (the
"Paying Agent/Registrar") shall be as set forth in the Pricing Certificate. The Issuer shall keep or cause to be
kept at the corporate trust office of the Paying Agent/Registrar books or records for the registration of the
transfer, conversion and exchange of the Bonds (the "Registration Books") in accordance with the terms and
provisions of a "Paying Agent/Registrar Agreement" which the Pricing Officer is hereby authorized to execute
and deliver in connection with the delivery of the Bonds, and the Issuer hereby appoints the Paying
Agent/Registrar as its registrar and transfer agent to keep such books or records and make such registrations
of transfers, conversions and exchanges under such reasonable regulations as the Issuer and Paying
Agent/Registrar may prescribe; and the Paying Agent/Registrar shall make such registrations, transfers,
conversions and exchanges as herein provided within three days of presentation in due and proper form. The
Paying Agent/Registrar shall obtain and record in the Registration Books the address of the registered owner
of each Bond to which payments with respect to the Bonds shall be mailed, as herein provided; but it shall be
the duty of each registered owner to notify the Paying Agent/Registrar in writing of the address to which
payments shall be mailed, and such interest payments shall not be mailed unless such notice has been given.
The Issuer shall have the right to inspect the Registration Books during regular business hours of the Paying
Agent/Registrar, but otherwise the Paying Agent/Registrar shall keep the Registration Books confidential and,
unless otherwise required by law, shall not permit their inspection by any other entity. The Issuer shall pay
the Paying Agent/Registrar's standard or customary fees and charges for making such registration, transfer,
conversion, exchange and delivery of a substitute Bond or Bonds. Registration of assignments, transfers,
conversions and exchanges of Bonds shall be made in the manner provided and with the effect stated in the
FORM OF BOND set forth in this Ordinance. Each substitute Bond shall bear a letter and/or number to
distinguish it from each other Bond.
(b) Transfer, Conversion and Exchange. Except as provided in Section 3(d) of this Ordinance, an
authorized representative of the Paying Agent/Registrar shall, before the delivery of any such Bond, date and
manually sign said Bond, and no such Bond shall be deemed to be issued or outstanding unless such Bond is
so executed. The Paying Agent/Registrar promptly shall cancel all paid Bonds and Bonds surrendered for
conversion and exchange. No additional ordinances, orders, or resolutions need be passed or adopted by the
governing body of the Issuer or any other body or person so as to accomplish the foregoing conversion and
exchange of any Bond or portion thereof, and the Paying Agent/Registrar shall provide for the printing,
execution, and delivery of the substitute Bonds in the manner prescribed herein. Pursuant to Chapter 1201,
Government Code, as amended, the duty of conversion and exchange of Bonds as aforesaid is hereby imposed
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upon the Paying Agent/Registrar, and, upon the execution of said Bond, the converted and exchanged Bond
shall be valid, incontestable, and enforceable in the same manner and with the same effect as the Bonds that
initially were issued and delivered pursuant to this Ordinance, approved by the Attorney General and registered
by the Comptroller of Public Accounts.
(c) Payment of Bonds and Interest. The Issuer hereby further appoints the Paying Agent/Registrar
to act as the paying agent for paying the principal of and interest on the Bonds, all as provided in this
Ordinance. The Paying Agent/Registrar shall keep proper records of all payments made by the Issuer and the
Paying Agent/Registrar with respect to the Bonds, and of all conversions and exchanges of Bonds, and all
replacements of Bonds, as provided in this Ordinance. However, in the event of a nonpayment of interest on
a scheduled payment date, and for thirty (30) days thereafter, a new record date for such interest payment (a
"Special Record Date") will be established by the Paying Agent/Registrar, if and when funds for the payment
of such interest have been received from the Issuer. Notice of the Special Record Date and of the scheduled
payment date of the past due interest (which shall be 15 days after the Special Record Date) shall be sent at
least five (5) business days prior to the Special Record Date by United States mail, first class postage prepaid,
to the address of each registered owner appearing on the Registration Books at the close of business on the last
business day next preceding the date of mailing of such notice.
(d) In General. The Bonds (i) shall be issued in fully registered form, without interest coupons, with
the principal of and interest on such Bonds to be payable only to the registered owners thereof, (ii) shall be in
the denominations, (iii) may be converted and exchanged for other Bonds, (iv) may be transferred and assigned,
(v) shall have the characteristics, (vi) shall be signed, sealed, executed and authenticated, (vii) the principal of
and interest on the Bonds shall be payable, and (viii) shall be administered and the Paying Agent/Registrar and
the Issuer shall have certain duties and responsibilities with respect to the Bonds, all as provided, and in the
manner and to the effect as required or indicated, in the FORM OF BOND set forth in this Ordinance. The
Bond initially issued and delivered pursuant to this Ordinance is not required to be, and shall not be,
authenticated by the Paying Agent/Registrar, but on each substitute Bond issued in conversion of and exchange
for any Bond or Bonds issued under this Ordinance the Paying Agent/Registrar shall execute the PAYING
AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE, in the form set forth in the FORM OF
BOND.
(e) Paying Agent/Registrar. The Issuer covenants with the registered owners of the Bonds that at all
times while the Bonds are outstanding the Issuer will provide a competent and legally qualified bank, trust
company, financial institution, or other entity to act as and perform the services of Paying Agent/Registrar for
the Bonds under this Ordinance, and that the Paying Agent/Registrar will be one entity. The Issuer reserves
the right to, and may, at its option, change the Paying Agent/Registrar upon not less than 120 days written
notice to the Paying Agent/Registrar, to be effective not later than 60 days prior to the next principal or interest
payment date after such notice. In the event that the entity at any time acting as Paying Agent/Registrar (or
its successor by merger, acquisition, or other method) should resign or otherwise cease to act as such, the Issuer
covenants that promptly it will appoint a competent and legally qualified bank, trust company, financial
institution, or other agency to act as Paying Agent/Registrar under this Ordinance. Upon any change in the
Paying Agent/Registrar, the previous Paying Agent/Registrar promptly shall transfer and deliver the
Registration Books (or a copy thereof), along with all other pertinent books and records relating to the Bonds,
to the new Paying Agent/Registrar designated and appointed by the Issuer. Upon any change in the Paying
Agent/Registrar, the Issuer promptly will cause a written notice thereof to be sent by the new Paying
Agent/Registrar to each Registered Owner of the Bonds, by United States mail, first-class postage prepaid,
which notice also shall give the address of the new Paying Agent/Registrar. By accepting the position and
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performing as such, each Paying Agent/Registrar shall be deemed to have agreed to the provisions of this
Ordinance, and a certified copy of this Ordinance shall be delivered to each Paying Agent/Registrar.
(f) Authentication. Except as provided below, no Bond shall be valid or obligatory for any purpose
or be entitled to any security or benefit of this Ordinance unless and until there appears thereon the Certificate
of Paying Agent/Registrar substantially in the form provided in this Ordinance, duly authenticated by manual
execution of the Paying Agent/Registrar. It shall not be required that the same authorized representative of the
Paying Agent/Registrar sign the Certificate of Paying Agent/Registrar on all of the Bonds. In lieu of the
executed Certificate of Paying Agent/Registrar described above, the Initial Bond delivered on the closing date
shall have attached thereto the Comptroller's Registration Certificate substantially in the form provided in this
Ordinance, manually executed by the Comptroller of Public Accounts of the State of Texas or by his duly
authorized agent, which certificate shall be evidence that the Initial Bond has been duly approved by the
Attorney General of the State of Texas and that it is a valid and binding obligation of the Issuer, and has been
registered by the Comptroller.
(g) Book-Entry Only System. Upon issuance, the ownership of the definitive Bonds may, if so
designated by the Pricing Officer, be registered in the name of Cede & Co., as nominee of The Depository
Trust Company, New York, New York ("DTC"), pursuant to the Book-Entry Only System hereinafter
described and the provisions of subsections (g), (h) and (i) of this Section shall apply to the Bonds, and except
as provided in subsection (j) hereof, all of the outstanding Bonds shall be registered in the name of Cede & Co.,
as nominee of DTC.
With respect to Bonds registered in the name of Cede & Co., as nominee of DTC, the Issuer and the
Paying Agent/Registrar shall have no responsibility or obligation to any securities brokers and dealers, banks,
trust companies, clearing corporations and certain other organizations on whose behalf DTC was created
("DTC Participant") to hold securities to facilitate the clearance and settlement of securities transactions among
DTC Participants or to any person on behalf of whom such a DTC Participant holds an interest in the Bonds.
Without limiting the immediately preceding sentence, the Issuer and the Paying Agent/Registrar shall have no
responsibility or obligation with respect to (i) the accuracy of the records of DTC, Cede & Co. or any DTC
Participant with respect to any ownership interest in the Bonds, (ii) the delivery to any DTC Participant or any
other person, other than a Registered Owner of Bonds, as shown on the Registration Books, of any notice with
respect to the Bonds, or (iii) the payment to any DTC Participant or any other person, other than a Registered
Owner of Bonds, as shown in the Registration Books of any amount with respect to principal of or interest on
the Bonds. Notwithstanding any other provision of this Ordinance to the contrary, the Issuer and the Paying
Agent/Registrar shall be entitled to treat and consider the person in whose name each Bond is registered in the
Registration Books as the absolute owner of such Bond for the purpose of payment of principal and interest
with respect to such Bond, for the purpose of registering transfers with respect to such Bond, and for all other
purposes whatsoever. The Paying Agent/Registrar shall pay all principal of and interest on the Bonds only to
or upon the order of the Registered Owners, as shown in the Registration Books as provided in this Ordinance,
or their respective attorneys duly authorized in writing, and all such payments shall be valid and effective to
fully satisfy and discharge the Issuer's obligations with respect to payment of principal of and interest on the
Bonds to the extent of the sum or sums so paid. No person other than a Registered Owner, as shown in the
Registration Books, shall receive a Bond evidencing the obligation of the Issuer to make payments of principal
and interest pursuant to this Ordinance. Upon delivery by DTC to the Paying Agent/Registrar of written notice
to the effect that DTC has determined to substitute a new nominee in place of Cede & Co., and subject to the
provisions in this Ordinance with respect to interest checks being mailed to the Registered Owner at the close
of business on the Record date, the words "Cede & Co." in this Ordinance shall refer to such new nominee of
DTC.
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The previous execution and delivery of the Blanket Letter of Representations with respect to
obligations of the Issuer is hereby ratified and confirmed; and the provisions thereof shall be fully applicable
to the Bonds.
(h) Successor Securities Depository; Transfers Outside Book-Entry Only System. In the event that
the Issuer determines that DTC is incapable of discharging its responsibilities described herein and in the
representations letter of the Issuer to DTC or that it is in the best interest of the beneficial owners of the Bonds
that they be able to obtain certificated Bonds, the Issuer shall (i) appoint a successor securities depository,
qualified to act as such under Section 17A of the Securities and Exchange Act of 1934, as amended, notify
DTC and DTC Participants of the appointment of such successor securities depository and transfer one or more
separate Bonds to such successor securities depository or (ii) notify DTC and DTC Participants of the
availability through DTC of Bonds and transfer one or more separate certificated Bonds to DTC Participants
having Bonds credited to their DTC accounts. In such event, the Bonds shall no longer be restricted to being
registered in the Registration Books in the name of Cede & Co., as nominee of DTC, but may be registered in
the name of the successor securities depository, or its nominee, or in whatever name or names Registered
Owners transferring or exchanging Bonds shall designate, in accordance with the provisions of this Ordinance.
(i) Payments to Cede & Co. Notwithstanding any other provision of this Ordinance to the contrary,
so long as any Bond is registered in the name of Cede & Co., as nominee of DTC, all payments with respect
to principal of and interest on such Bond and all notices with respect to such Bond shall be made and given,
respectively, in the manner provided in the representations letter of the Issuer to DTC.
(j) Cancellation of Initial Bond. On the closing date, one initial Bond representing the entire principal
amount of the Bonds, payable in stated installments to the purchaser designated in Section 10 or its designee,
executed by manual or facsimile signature of the Mayor and Town Secretary of the Issuer, approved by the
Attorney General of Texas, and registered and manually signed by the Comptroller of Public Accounts of the
State of Texas, will be delivered to such purchaser or its designee. Upon payment for the initial Bond, the
Paying Agent/Registrar shall: (i) if the Bonds are sold by private placement, insert the delivery date on the
initial Bond and deliver the initial Bond to the Purchaser, with any Bonds transferred, exchanged or substituted
therefor to be registered in the name of the Registered Owner thereof, or (ii) if the Bonds are sold by negotiated
or competitive sale, the Paying Agent/Registrar shall cancel the initial Bond and deliver to the Depository Trust
Company on behalf of such purchaser one registered definitive Bond for each year of maturity of the Bonds,
in the aggregate principal amount of all of the Bonds for such maturity. To the extent that the Paying
Agent/Registrar is eligible to participate in DTC's FAST System, pursuant to an agreement between the Paying
Agent/Registrar and DTC, the Paying Agent/Registrar shall hold the definitive Bonds in safekeeping for DTC
SECTION 4. FORM OF BONDS. The form of the Bonds, including the form of Paying
Agent/Registrar's Authentication Certificate, the form of Assignment and the form of Registration Certificate
of the Comptroller of Public Accounts of the State of Texas to be attached to the Bonds initially issued and
delivered pursuant to this Ordinance, shall be, respectively, substantially as follows, with such appropriate
variations, omissions or insertions as are permitted or required by this Ordinance, and with the Bonds to be
completed with information set forth in the Pricing Certificate.
(a) Form of Bond.
NO. R-UNITED STATES OF AMERICA
STATE OF TEXAS
PRINCIPAL
AMOUNT
$________
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TOWN OF WESTLAKE, TEXAS
GENERAL OBLIGATION REFUNDING BOND
SERIES 2011
INTEREST RATEDATE OF BONDSMATURITY DATECUSIP NO.
________________________________________________
REGISTERED OWNER:
PRINCIPAL AMOUNT:DOLLARS
ON THE MATURITY DATE specified above, the Town of Westlake, in Tarrant and Denton
Counties, Texas (the "Issuer"), being a political subdivision and municipal corporation of the State of Texas,
hereby promises to pay to the Registered Owner specified above, or registered assigns (hereinafter called the
"Registered Owner"), on the Maturity Date specified above, the Principal Amount specified above. The Issuer
promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day year of
twelve 30-day months) from ___________, _____ at the Interest Rate per annum specified above. Interest is
payable on ______________, ____ and semiannually on each _____________ and _____________ thereafter
to the Maturity Date specified above, or the date of redemption prior to maturity; except, if this Bond is
required to be authenticated and the date of its authentication is later than the first Record Date (hereinafter
defined), such principal amount shall bear interest from the interest payment date next preceding the date of
authentication, unless such date of authentication is after any Record Date but on or before the next following
interest payment date, in which case such principal amount shall bear interest from such next following interest
payment date; provided, however, that if on the date of authentication hereof the interest on the Bond or Bonds,
if any, for which this Bond is being exchanged is due but has not been paid, then this Bond shall bear interest
from the date to which such interest has been paid in full.
THE PRINCIPAL OF AND INTEREST ON this Bond are payable in lawful money of the United
States of America, without exchange or collection charges. The principal of this Bond shall be paid to the
registered owner hereof upon presentation and surrender of this Bond at maturity, or upon the date fixed for
its redemption prior to maturity, at the principal corporate trust office of ___________________, ______,
Texas, which is the "Paying Agent/Registrar" for this Bond. The payment of interest on this Bond shall be
made by the Paying Agent/Registrar to the registered owner hereof on each interest payment date by check or
draft, dated as of such interest payment date, drawn by the Paying Agent/Registrar on, and payable solely from,
funds of the Issuer required by the ordinance authorizing the issuance of this Bond (the "Bond Ordinance") to
be on deposit with the Paying Agent/Registrar for such purpose as hereinafter provided; and such check or draft
shall be sent by the Paying Agent/Registrar by United States mail, first-class postage prepaid, on each such
interest payment date, to the registered owner hereof, at its address as it appeared on the ________________
day of the month preceding each such date (the "Record Date") on the Registration Books kept by the Paying
Agent/Registrar, as hereinafter described. In addition, interest may be paid by such other method, acceptable
to the Paying Agent/Registrar, requested by, and at the risk and expense of, the registered owner. In the event
of a non-payment of interest on a scheduled payment date, and for 30 days thereafter, a new record date for
such interest payment (a "Special Record Date") will be established by the Paying Agent/Registrar, if and when
funds for the payment of such interest have been received from the Issuer. Notice of the Special Record Date
and of the scheduled payment date of the past due interest (which shall be 15 days after the Special Record
Date) shall be sent at least five business days prior to the Special Record Date by United States mail, first-class
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postage prepaid, to the address of each owner of a Bond appearing on the Registration Books at the close of
business on the last business day next preceding the date of mailing of such notice.
ANY ACCRUED INTEREST due at maturity or upon the redemption of this Bond prior to maturity
as provided herein shall be paid to the registered owner upon presentation and surrender of this Bond for
payment or redemption at the principal corporate trust office of the Paying Agent/Registrar. The Issuer
covenants with the registered owner of this Bond that on or before each principal payment date and interest
payment date for this Bond it will make available to the Paying Agent/Registrar, from the "Interest and Sinking
Fund" created by the Bond Ordinance, the amounts required to provide for the payment, in immediately
available funds, of all principal of and interest on the Bonds, when due.
IF THE DATE for any payment of the principal of or interest on this Bond shall be a Saturday,
Sunday, a legal holiday or a day on which banking institutions in the city where the principal corporate trust
office of the Paying Agent/Registrar is located are authorized by law or executive order to close, then the date
for such payment shall be the next succeeding day that is not such a Saturday, Sunday, legal holiday or day
on which banking institutions are authorized to close; and payment on such date shall have the same force and
effect as if made on the original date payment was due.
THIS BOND is one of a series of Bonds dated _________________, ______, authorized in
accordance with the Constitution and laws of the State of Texas in the principal amount of $____________
for the public purposes of refunding certain outstanding obligations of the Issuer, and to pay the costs incurred
in connection with the issuance of the Bonds.
ON _____________________, or on any date thereafter, the Bonds of this series may be redeemed
prior to their scheduled maturities, at the option of the Issuer, with funds derived from any available and lawful
source, as a whole, or in part, and, if in part, the particular Bonds, or portions thereof, to be redeemed shall
be selected and designated by the Issuer (provided that a portion of a Bond may be redeemed only in an integral
multiple of $5,000), at a redemption price equal to the principal amount to be redeemed plus accrued interest
to the date fixed for redemption.
THE BONDS scheduled to mature on _____________ in the years ____ and ____ (the "Term Bonds")
are subject to scheduled mandatory redemption by the Paying Agent/Registrar by lot, or by any other
customary method that results in a random selection, at a price equal to the principal amount thereof, plus
accrued interest to the redemption date, out of moneys available for such purpose in the interest and sinking
fund for the Bonds, on the dates and in the respective principal amounts, set forth in the following schedule:
Term Bond
Maturity: _________, ____
Term Bond
Maturity: _________, ____
Mandatory Redemption Date
Principal
AmountMandatory Redemption Date
Principal
Amount
_________, ____$____________________, ____$___________
_________, ________________________, _______________
_________, ____ (maturity)____________________, ____ (maturity)___________
The principal amount of Term Bonds of a stated maturity required to be redeemed on any mandatory
redemption date pursuant to the operation of the mandatory sinking fund redemption provisions shall be
reduced, at the option of the District, by the principal amount of any Term Bonds of the same maturity which,
Ordinance 672
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at least 50 days prior to a mandatory redemption date (1) shall have been acquired by the District at a price
not exceeding the principal amount of such Term Bonds plus accrued interest to the date of purchase thereof,
and delivered to the Paying Agent/Registrar for cancellation, (2) shall have been purchased and canceled by
the Paying Agent/Registrar at the request of the District at a price not exceeding the principal amount of such
Term Bonds plus accrued interest to the date of purchase, or (3) shall have been redeemed pursuant to the
optional redemption provisions and not theretofore credited against a mandatory redemption requirement.
IF AT THE TIME OF MAILING of notice of optional redemption there shall not have either been
deposited with the Paying Agent/Registrar or legally authorized escrow agent immediately available funds
sufficient to redeem all the Bonds called for redemption, such notice may state that it is conditional, and is
subject to the deposit of the redemption moneys with the Paying Agent/Registrar or legally authorized escrow
agent at or prior to the redemption date. If such redemption is not effectuated, the Paying Agent/Registrar
shall, within five days thereafter, give notice in the manner in which the notice of redemption was given that
such moneys were not so received and shall rescind the redemption.
AT LEAST 30 days prior to the date fixed for any redemption of Bonds or portions thereof prior to
maturity a written notice of such redemption shall be sent by the Paying Agent/Registrar by United States mail,
first-class postage prepaid, at least 30 days prior to the date fixed for any such redemption, to the registered
owner of each Bond to be redeemed at its address as it appeared on the 45th day prior to such redemption date;
provided, however, that the failure of the registered owner to receive such notice, or any defect therein or in
the sending or mailing thereof, shall not affect the validity or effectiveness of the proceedings for the redemption
of any Bond. By the date fixed for any such redemption due provision shall be made with the Paying
Agent/Registrar for the payment of the required redemption price for the Bonds or portions thereof that are to
be so redeemed. If such written notice of redemption is sent and if due provision for such payment is made,
all as provided above, the Bonds or portions thereof that are to be so redeemed thereby automatically shall be
treated as redeemed prior to their scheduled maturities, and they shall not bear interest after the date fixed for
redemption, and they shall not be regarded as being outstanding except for the right of the registered owner to
receive the redemption price from the Paying Agent/Registrar out of the funds provided for such payment. If
a portion of any Bond shall be redeemed, a substitute Bond or Bonds having the same maturity date, bearing
interest at the same rate, in any denomination or denominations in any integral multiple of $5,000, at the written
request of the registered owner, and in aggregate principal amount equal to the unredeemed portion thereof,
will be issued to the registered owner upon the surrender thereof for cancellation, at the expense of the Issuer,
all as provided in the Bond Ordinance.
ALL BONDS OF THIS SERIES are issuable solely as fully registered bonds, without interest
coupons, in the denomination of any integral multiple of $5,000. As provided in the Bond Ordinance, this Bond
may, at the request of the registered owner or the assignee or assignees hereof, be assigned, transferred,
converted into and exchanged for a like aggregate principal amount of fully registered Bonds, without interest
coupons, payable to the appropriate registered owner, assignee or assignees, as the case may be, having the
same denomination or denominations in any integral multiple of $5,000 as requested in writing by the
appropriate registered owner, assignee or assignees, as the case may be, upon surrender of this Bond to the
Paying Agent/Registrar for cancellation, all in accordance with the form and procedures set forth in the Bond
Ordinance. Among other requirements for such assignment and transfer, this Bond must be presented and
surrendered to the Paying Agent/Registrar, together with proper instruments of assignment, in form and with
guarantee of signatures satisfactory to the Paying Agent/Registrar, evidencing assignment of this Bond or any
portion or portions hereof in any integral multiple of $5,000 to the assignee or assignees in whose name or
names this Bond or any such portion or portions hereof is or are to be registered. The form of Assignment
printed or endorsed on this Bond may be executed by the registered owner to evidence the assignment hereof,
Ordinance 672
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but such method is not exclusive, and other instruments of assignment satisfactory to the Paying
Agent/Registrar may be used to evidence the assignment of this Bond or any portion or portions hereof from
time to time by the registered owner. The Paying Agent/Registrar's reasonable standard or customary fees and
charges for assigning, transferring, converting and exchanging any Bond or portion thereof will be paid by the
Issuer. In any circumstance, any taxes or governmental charges required to be paid with respect thereto shall
be paid by the one requesting such assignment, transfer, conversion or exchange, as a condition precedent to
the exercise of such privilege. The Paying Agent/Registrar shall not be required to make any such transfer,
conversion, or exchange (i) during the period commencing with the close of business on any Record Date and
ending with the opening of business on the next following principal or interest payment date, or (ii) with respect
to any Bond or any portion thereof called for redemption prior to maturity, within 45 days prior to its
redemption date.
IN THE EVENT any Paying Agent/Registrar for the Bonds is changed by the Issuer, resigns, or
otherwise ceases to act as such, the Issuer has covenanted in the Bond Ordinance that it promptly will appoint
a competent and legally qualified substitute therefor, and cause written notice thereof to be mailed to the
registered owners of the Bonds.
IT IS HEREBY certified, recited and covenanted that this Bond has been duly and validly authorized,
issued and delivered; that all acts, conditions and things required or proper to be performed, exist and be done
precedent to or in the authorization, issuance and delivery of this Bond have been performed, existed and been
done in accordance with law; and that annual ad valorem taxes sufficient to provide for the payment of the
interest on and principal of this Bond, as such interest comes due and such principal matures, have been levied
and ordered to be levied against all taxable property in said Issuer, and have been pledged for such payment,
within the limit prescribed by law.
THE ISSUER HAS RESERVED THE RIGHT to amend the Bond Ordinance as provided therein, and
under some (but not all) circumstances amendments thereto must be approved by the registered owners of a
majority in aggregate principal amount of the outstanding Bonds.
BY BECOMING the registered owner of this Bond, the registered owner thereby acknowledges all of
the terms and provisions of the Bond Ordinance, agrees to be bound by such terms and provisions,
acknowledges that the Bond Ordinance is duly recorded and available for inspection in the official minutes and
records of the governing body of the Issuer, and agrees that the terms and provisions of this Bond and the Bond
Ordinance constitute a contract between each registered owner hereof and the Issuer.
IN WITNESS WHEREOF, the Issuer has caused this Bond to be signed with the manual or facsimile
signature of the Mayor of the Issuer (or in the Mayor's absence, the Mayor Pro Tem of the Issuer) and
countersigned with the manual or facsimile signature of the Town Secretary of said Issuer, and has caused the
official seal of the Issuer to be duly impressed, or placed in facsimile, on this Bond.
(signature)(signature)
Town Secretary Mayor
(SEAL)
Ordinance 672
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(b) Form of Paying Agent/Registrar's Authentication Certificate.
PAYING AGENT/REGISTRAR'S AUTHENTICATION CERTIFICATE
(To be executed if this Bond is not accompanied by an executed Registration
Certificate of the Comptroller of Public Accounts of the State of Texas)
It is hereby certified that this Bond has been issued under the provisions of the Bond Ordinance
described in the text of this Bond; and that this Bond has been issued in conversion or replacement of, or in
exchange for, a Bond, Bonds, or a portion of a Bond or Bonds of a series that originally was approved by the
Attorney General of the State of Texas and registered by the Comptroller of Public Accounts of the State of
Texas.
Dated: .
, Texas
Paying Agent/Registrar
By:
Authorized Representative
(c) Form of Assignment.
ASSIGNMENT
(Please print or type clearly)
For value received, the undersigned hereby sells, assigns and transfers unto:
Transferee's Social Security or Taxpayer Identification Number:
Transferee's name and address, including zip code:
the within Bond and all rights thereunder, and hereby irrevocably constitutes and appoints
, attorney, to register the transfer of
the within Bond on the books kept for registration thereof, with full power of substitution in the premises.
Dated: .
Signature Guaranteed:
NOTICE: Signature(s) must be guaranteed by an
eligible guarantor institution participating in a
securities transfer association recognized signature
guarantee program.
NOTICE: The signature above must correspond with
the name of the registered owner as it appears upon
the front of this Bond in every particular, without
alteration or enlargement or any change whatsoever.
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(d) Form of Registration Certificate of the Comptroller of Public Accounts.
COMPTROLLER'S REGISTRATION CERTIFICATE: REGISTER NO.
I hereby certify that this Bond has been examined, certified as to validity and approved by the Attorney
General of the State of Texas, and that this Bond has been registered by the Comptroller of Public Accounts
of the State of Texas.
Witness my signature and seal this .
Comptroller of Public Accounts of the State of Texas
(COMPTROLLER'S SEAL)
(e) Initial Bond Insertions.
(i) The initial Bond shall be in the form set forth is paragraph (a) of this Section, except that:
A. immediately under the name of the Bond, the headings "Interest Rate" and
"Maturity Date" shall both be completed with the words "As shown below" and
"CUSIP No. _____" shall be deleted.
B. the first paragraph shall be deleted and the following will be inserted:
"THE TOWN OF WESTLAKE, TEXAS, in Tarrant and Denton Counties, Texas (the "Issuer"), being a
political subdivision and municipal corporation of the State of Texas, hereby promises to pay to the Registered
Owner specified above, or registered assigns (hereinafter called the "Registered Owner"), on
___________________ in each of the years, in the principal installments and bearing interest at the per annum
rates set forth in the following schedule:
Years Principal Amount Interest Rates
(Information from Section 2 to be inserted)
The Issuer promises to pay interest on the unpaid principal amount hereof (calculated on the basis of a 360-day
year of twelve 30-day months) from ____________, ____ at the respective Interest Rate per annum specified
above. Interest is payable on _____________, ____, and semiannually on each _______________ and
_______________ thereafter to the date of payment of the principal installment specified above, or the date
of redemption prior to maturity; except, that if this Bond is required to be authenticated and the date of its
authentication is later than the first Record Date (hereinafter defined), such Principal Amount shall bear interest
from the interest payment date next preceding the date of authentication, unless such date of authentication is
after any Record Date but on or before the next following interest payment date, in which case such principal
amount shall bear interest from such next following interest payment date; provided, however, that if on the
date of authentication hereof the interest on the Bond or Bonds, if any, for which this Bond is being exchanged
is due but has not been paid, then this Bond shall bear interest from the date to which such interest has been
paid in full."
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C. The Initial Bond shall be numbered "T-1."
SECTION 5. INTEREST AND SINKING FUND.
(a) A special "Interest and Sinking Fund" is hereby created and shall be established and maintained
by the Issuer as a separate fund or account and the funds therein shall be deposited into and held in an account
at an official depository bank of said Issuer. Said Interest and Sinking Fund shall be kept separate and apart
from all other funds and accounts of said Issuer, and shall be used only for paying the interest on and principal
of said Bonds. All amounts received from the sale of the Bonds as accrued interest shall be deposited upon
receipt to the Interest and Sinking Fund, and all ad valorem taxes levied and collected for and on account of
said Bonds shall be deposited, as collected, to the credit of said Interest and Sinking Fund. During each year
while any of said Bonds are outstanding and unpaid, the governing body of said Issuer shall compute and
ascertain a rate and amount of ad valorem tax that will be sufficient to raise and produce the money required
to pay the interest on said Bonds as such interest comes due, and to provide and maintain a sinking fund
adequate to pay the principal of said Bonds as such principal matures (but never less than 2% of the original
amount of said Bonds as a sinking fund each year); and said tax shall be based on the latest approved tax rolls
of said Issuer, with full allowances being made for tax delinquencies and the cost of tax collection. Said rate
and amount of ad valorem tax is hereby levied, and is hereby ordered to be levied, against all taxable property
in said Issuer, for each year while any of said Bonds are outstanding and unpaid, and said tax shall be assessed
and collected each such year and deposited to the credit of the aforesaid Interest and Sinking Fund. Said ad
valorem taxes sufficient to provide for the payment of the interest on and principal of said Bonds, as such
interest comes due and such principal matures, are hereby pledged for such payment, within the limit prescribed
by law. If lawfully available moneys of the Issuer are actually on deposit in the Interest and Sinking Fund in
advance of the time when ad valorem taxes are scheduled to be levied for any year, then the amount of taxes
that otherwise would have been required to be levied pursuant to this Section may be reduced to the extent and
by the amount of the lawfully available funds then on deposit in the Interest and Sinking Fund.
(b) Article 1208, Government Code, applies to the issuance of the Bonds and the pledge of the taxes
granted by the Issuer under this Section and is therefore valid, effective, and perfected. Should Texas law be
amended at any time while the Bonds are outstanding and unpaid, the result of such amendment being that the
pledge of the taxes granted by the Issuer under this Section is to be subject to the filing requirements of Chapter
9, Business & Commerce Code, in order to preserve to the registered owners of the Bonds a security interest
in said pledge, the Issuer agrees to take such measures as it determines are reasonable and necessary under
Texas law to comply with the applicable provisions of Chapter 9, Business & Commerce Code and enable a
filing of a security interest in said pledge to occur.
SECTION 6. DEFEASANCE OF BONDS.
(a) Any Bond and the interest thereon shall be deemed to be paid, retired and no longer outstanding
(a "Defeased Bond") within the meaning of this Ordinance, except to the extent provided in subsection (d) of
this Section, when payment of the principal of such Bond, plus interest thereon to the due date (whether such
due date be by reason of maturity or otherwise) either (i) shall have been made or caused to be made in
accordance with the terms thereof, or (ii) shall have been provided for on or before such due date by irrevocably
depositing with or making available to the Paying Agent/Registrar in accordance with an escrow agreement
or other instrument (the "Future Escrow Agreement") for such payment (1) lawful money of the United States
of America sufficient to make such payment or (2) Defeasance Securities that mature as to principal and
interest in such amounts and at such times as will insure the availability, without reinvestment, of sufficient
money to provide for such payment, and when proper arrangements have been made by the Issuer with the
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Paying Agent/Registrar for the payment of its services until all Defeased Bonds shall have become due and
payable. At such time as a Bond shall be deemed to be a Defeased Bond hereunder, as aforesaid, such Bond
and the interest thereon shall no longer be secured by, payable from, or entitled to the benefits of, the ad
valorem taxes herein levied and pledged as provided in this Ordinance, and such principal and interest shall be
payable solely from such money or Defeasance Securities. Notwithstanding any other provision of this
Ordinance to the contrary, it is hereby provided that any determination not to redeem Defeased Bonds that is
made in conjunction with the payment arrangements specified in subsection (a)(i) or (ii) of this Section shall
not be irrevocable, provided that: (1) in the proceedings providing for such payment arrangements, the Issuer
expressly reserves the right to call the Defeased Bonds for redemption; (2) gives notice of the reservation of
that right to the owners of the Defeased Bonds immediately following the making of the payment arrangements;
and (3) directs that notice of the reservation be included in any redemption notices that it authorizes.
(b) Any moneys so deposited with the Paying Agent/Registrar may at the written direction of the
Issuer be invested in Defeasance Securities, maturing in the amounts and times as hereinbefore set forth, and
all income from such Defeasance Securities received by the Paying Agent/Registrar that is not required for the
payment of the Bonds and interest thereon, with respect to which such money has been so deposited, shall be
turned over to the Issuer, or deposited as directed in writing by the Issuer. Any Future Escrow Agreement
pursuant to which the money and/or Defeasance Securities are held for the payment of Defeased Bonds may
contain provisions permitting the investment or reinvestment of such moneys in Defeasance Securities or the
substitution of other Defeasance Securities upon the satisfaction of the requirements specified in subsection
(a)(i) or (ii) of this Section. All income from such Defeasance Securities received by the Paying
Agent/Registrar which is not required for the payment of the Defeased Bonds, with respect to which such
money has been so deposited, shall be remitted to the Issuer or deposited as directed in writing by the Issuer.
(c) The term "Defeasance Securities" means any securities and obligations now or hereafter authorized
by State law that are eligible to refund, retire or otherwise discharge obligations such as the Bonds.
(d) Until all Defeased Bonds shall have become due and payable, the Paying Agent/Registrar shall
perform the services of Paying Agent/Registrar for such Defeased Bonds the same as if they had not been
defeased, and the Issuer shall make proper arrangements to provide and pay for such services as required by
this Ordinance.
(e) In the event that the Issuer elects to defease less than all of the principal amount of Bonds of a
maturity, the Paying Agent/Registrar shall select, or cause to be selected, such amount of Bonds by such
random method as it deems fair and appropriate.
SECTION 7. DAMAGED, MUTILATED, LOST, STOLEN, OR DESTROYED BONDS.
(a) Replacement Bonds. In the event any outstanding Bond is damaged, mutilated, lost, stolen or
destroyed, the Paying Agent/Registrar shall cause to be printed, executed and delivered, a new Bond of the
same principal amount, maturity and interest rate, as the damaged, mutilated, lost, stolen or destroyed Bond,
in replacement for such Bond in the manner hereinafter provided.
(b) Application for Replacement Bonds. Application for replacement of damaged, mutilated, lost,
stolen or destroyed Bonds shall be made by the registered owner thereof to the Paying Agent/Registrar. In
every case of loss, theft or destruction of a Bond, the registered owner applying for a replacement Bond shall
furnish to the Issuer and to the Paying Agent/Registrar such security or indemnity as may be required by them
to save each of them harmless from any loss or damage with respect thereto. Also, in every case of loss, theft
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or destruction of a Bond, the registered owner shall furnish to the Issuer and to the Paying Agent/Registrar
evidence to their satisfaction of the loss, theft or destruction of such Bond, as the case may be. In every case
of damage or mutilation of a Bond, the registered owner shall surrender to the Paying Agent/Registrar for
cancellation the Bond so damaged or mutilated.
(c) No Default Occurred. Notwithstanding the foregoing provisions of this , in the event any such
Bond shall have matured, and no default has occurred that is then continuing in the payment of the principal
of, redemption premium, if any, or interest on the Bond, the Issuer may authorize the payment of the same
(without surrender thereof except in the case of a damaged or mutilated Bond) instead of issuing a replacement
Bond, provided security or indemnity is furnished as above provided in this Section.
(d) Charge for Issuing Replacement Bonds. Prior to the issuance of any replacement Bond, the Paying
Agent/Registrar shall charge the registered owner of such Bond with all legal, printing, and other expenses in
connection therewith. Every replacement Bond issued pursuant to the provisions of this Section by virtue of
the fact that any Bond is lost, stolen or destroyed shall constitute a contractual obligation of the Issuer whether
or not the lost, stolen or destroyed Bond shall be found at any time, or be enforceable by anyone, and shall be
entitled to all the benefits of this Ordinance equally and proportionately with any and all other Bonds duly
issued under this Ordinance.
(e) Authority for Issuing Replacement Bonds. In accordance with Sec. 1206.022, Government Code,
this Section 7 of this Ordinance shall constitute authority for the issuance of any such replacement Bond
without necessity of further action by the governing body of the Issuer or any other body or person, and the
duty of the replacement of such Bonds is hereby authorized and imposed upon the Paying Agent/Registrar, and
the Paying Agent/Registrar shall authenticate and deliver such Bonds in the form and manner and with the
effect, as provided in Section 3(a) of this Ordinance for Bonds issued in conversion and exchange for other
Bonds.
SECTION 8. CUSTODY, APPROVAL, AND REGISTRATION OF BONDS; BOND
COUNSEL'S OPINION; CUSIP NUMBERS AND CONTINGENT INSURANCE PROVISION, IF
OBTAINED; ENGAGEMENT OF BOND COUNSEL.
(a) The Mayor of the Issuer and the Pricing Officer are hereby authorized to have control of the Bonds
initially issued and delivered hereunder and all necessary records and proceedings pertaining to the Bonds
pending their delivery and their investigation, examination, and approval by the Attorney General of the State
of Texas, and their registration by the Comptroller of Public Accounts of the State of Texas. Upon registration
of the Bonds said Comptroller of Public Accounts (or a deputy designated in writing to act for said
Comptroller) shall manually sign the Comptroller's Registration Certificate attached to such Bonds, and the
seal of said Comptroller shall be impressed, or placed in facsimile, on such Bond. The approving legal opinion
of the Issuer's Bond Counsel and the assigned CUSIP numbers may, at the option of the Issuer, be printed on
the Bonds issued and delivered under this Ordinance, but neither shall have any legal effect, and shall be solely
for the convenience and information of the registered owners of the Bonds. In addition, if bond insurance is
obtained, the Bonds may bear an appropriate legend as provided by the insurer.
(b) The obligation of the initial purchaser to accept delivery of the Bonds is subject to the initial
purchaser being furnished with the final, approving opinion of McCall, Parkhurst & Horton L.L.P., bond
counsel to the Issuer, which opinion shall be dated as of and delivered on the date of initial delivery of the
Bonds to the initial purchaser. The engagement of such firm as bond counsel to the Issuer in connection with
issuance, sale and delivery of the Bonds is hereby approved and confirmed. The execution and delivery of an
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engagement letter between the Issuer and such firm, with respect to such services as bond counsel, is hereby
authorized in such form as may be approved by the Mayor, and the Mayor is hereby authorized to execute such
engagement letter.
SECTION 9. COVENANTS REGARDING TAX EXEMPTION OF INTEREST ON THE
BONDS.
(a) Covenants. The Issuer covenants to take any action necessary to assure, or refrain from any action
that would adversely affect, the treatment of the Bonds as Obligation described in section 103 of the Internal
Revenue Code of 1986, as amended (the "Code"), the interest on which is not includable in the "gross income"
of the holder for purposes of federal income taxation. In furtherance thereof, the Issuer covenants as follows:
(1) to take any action to assure that no more than 10 percent of the proceeds of the Bonds
(less amounts deposited to a reserve fund, if any) are used for any "private business use," as defined
in section 141(b)(6) of the Code or, if more than 10 percent of the proceeds or the projects financed
or refinanced therewith (the "Projects") are so used, such amounts, whether or not received by the
Issuer, with respect to such private business use, do not, under the terms of this Ordinance or any
underlying arrangement, directly or indirectly, secure or provide for the payment of more than 10
percent of the debt service on the Bonds, in contravention of section 141(b)(2) of the Code;
(2) to take any action to assure that in the event that the "private business use" described in
subsection (1) hereof exceeds 5 percent of the proceeds of the Bonds or the projects financed therewith
(less amounts deposited into a reserve fund, if any) then the amount in excess of 5 percent is used for
a "private business use" that is "related" and not "disproportionate," within the meaning of section
141(b)(3) of the Code, to the governmental use;
(3) to take any action to assure that no amount that is greater than the lesser of $5,000,000,
or 5 percent of the proceeds of the Bonds (less amounts deposited into a reserve fund, if any) is directly
or indirectly used to finance loans to persons, other than state or local governmental units, in
contravention of section 141(c) of the Code;
(4) to refrain from taking any action that would otherwise result in the Bonds being treated
as "private activity bonds" within the meaning of section 141(b) of the Code;
(5) to refrain from taking any action that would result in the Bonds being "federally
guaranteed" within the meaning of section 149(b) of the Code;
(6) to refrain from using any portion of the proceeds of the Bonds, directly or indirectly, to
acquire or to replace funds that were used, directly or indirectly, to acquire investment property (as
defined in section 148(b)(2) of the Code) that produces a materially higher yield over the term of the
Bonds, other than investment property acquired with –
(A) proceeds of the Bonds invested for a reasonable temporary period of 3 years or
less or, in the case of an advance refunding bond, for a period of 30 days or less until such
proceeds are needed for the purpose for which the bonds are issued, and in the case of a
current refunding bond, for a period of 90 days or less,
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(B) amounts invested in a bona fide debt service fund, within the meaning of section
1.148-1(b) of the Treasury Regulations, and
(C) amounts deposited in any reasonably required reserve or replacement fund to the
extent such amounts do not exceed 10 percent of the proceeds of the Bonds;
(7) to otherwise restrict the use of the proceeds of the Bonds or amounts treated as proceeds
of the Bonds, as may be necessary, so that the Bonds do not otherwise contravene the requirements of
section 148 of the Code (relating to arbitrage) and, to the extent applicable, section 149(d) of the Code
(relating to advance refundings); and
(8) to pay to the United States of America at least once during each five-year period
(beginning on the date of delivery of the Bonds) an amount that is at least equal to 90 percent of the
"Excess Earnings," within the meaning of section 148(f) of the Code and to pay to the United States
of America, not later than 60 days after the Bonds have been paid in full, 100 percent of the amount
then required to be paid as a result of Excess Earnings under section 148(f) of the Code.
(b) Rebate Fund. In order to facilitate compliance with the above covenant (a)(8), a "Rebate Fund"
is hereby established by the Issuer for the sole benefit of the United States of America, and such Fund shall not
be subject to the claim of any other person, including without limitation the Bondholders. The Rebate Fund
is established for the additional purpose of compliance with section 148 of the Code.
(c) Use of Proceeds. For purposes of the foregoing covenants (a)(1) and (a)(2), the Issuer understands
that the term "proceeds" includes "disposition proceeds" as defined in the Treasury Regulations and, in the case
of refunding bonds, transferred proceeds (if any) and proceeds of the Refunded Obligations expended prior to
the date of issuance of the Bonds. It is the understanding of the Issuer that the covenants contained herein are
intended to assure compliance with the Code and any regulations or rulings promulgated by the U.S.
Department of the Treasury pursuant thereto. In the event that regulations or rulings are hereafter promulgated
that modify or expand provisions of the Code, as applicable to the Bonds, the Issuer will not be required to
comply with any covenant contained herein to the extent that such failure to comply, in the opinion of nationally
recognized bond counsel, will not adversely affect the exemption from federal income taxation of interest on
the Bonds under section 103 of the Code. In the event that regulations or rulings are hereafter promulgated
that impose additional requirements applicable to the Bonds, the Issuer agrees to comply with the additional
requirements to the extent necessary, in the opinion of nationally recognized bond counsel, to preserve the
exemption from federal income taxation of interest on the Bonds under section 103 of the Code. In furtherance
of such intention, the Issuer hereby authorizes and directs the Mayor and the Pricing Officer to execute any
documents, certificates or reports required by the Code and to make such elections, on behalf of the Issuer, that
may be permitted by the Code as are consistent with the purpose for the issuance of the Bonds.
(d) Disposition of Project. The Issuer covenants that the Project will not be sold or otherwise disposed
in a transaction resulting in the receipt by the Issuer of cash or other compensation, unless the Issuer obtains
an opinion of nationally-recognized bond counsel that such sale or other disposition will not adversely affect
the tax-exempt status of the Bonds. For purposes of the foregoing, the portion of the property comprising
personal property and disposed in the ordinary course shall not be treated as a transaction resulting in the
receipt of cash or other compensation. For purposes hereof, the Issuer shall not be obligated to comply with
this covenant if it obtains a legal opinion that such failure to comply will not adversely affect the excludability
for federal income tax proposes from gross income of the interest.
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(e) Designation as Qualified Tax-Exempt Obligations. The Issuer hereby designates the Bonds as
"qualified tax-exempt obligations" as defined in section 265(b)(3) of the Code. In furtherance of such
designation, the Issuer represents, covenants and warrants the following: (a) that during the calendar year in
which the Bonds are issued, the Issuer (including any subordinate entities) has not designated nor will designate
obligations that when aggregated with the Bonds, will result in more than $10,000,000 of "qualified tax-exempt
obligations" being issued; (b) that the Issuer reasonably anticipates that the amount of tax-exempt obligations
issued, during the calendar year in which the Bonds are issued, by the Issuer (or any subordinate entities) will
not exceed $10,000,000; and, (c) that the Issuer will take such action or refrain from such action as necessary,
and as more particularly set forth in this Section, hereof, in order that the Bonds will not be considered "private
activity bonds" within the meaning of section 141 of the Code.
SECTION 10. SALE OF BONDS AND APPROVAL OF OFFICIAL STATEMENT;
FURTHER PROCEDURES.
(a) The Bonds shall be sold and delivered subject to the provisions of Section 1 and Section 3 and
pursuant to the terms and provisions of a bond purchase agreement (the "Purchase Agreement") which the
Pricing Officer is hereby authorized to execute and deliver and in which the purchaser or purchasers (the
"Underwriters") of the Bonds shall be designated. The Bonds shall initially be registered in the name of the
purchaser thereof as set forth in the Pricing Certificate.
(b) The Mayor and Town Secretary are further authorized and directed to execute and deliver for and
on behalf of the Issuer copies of a Preliminary Official Statement and Official Statement, prepared in
connection with the offering of the Bonds by the Purchasers, in final form as may be required by the
Purchasers, and such final Official Statement in the form and content as approved by the Pricing Officer or
as manually executed by said officials shall be deemed to be approved by the Town Council of the Issuer and
constitute the Official Statement authorized for distribution and use by the Purchasers. The form and substance
of the Preliminary Official Statement for the Bonds and any addenda, supplement or amendment thereto, all
as approved by the Pricing Officer, are hereby deemed to be approved in all respects by the Town Council of
the Issuer, and the Preliminary Official Statement is hereby deemed final as of its date (except for the omission
of pricing and related information) within the meaning and for the purpose of paragraph (b)(1) of the Rule
(hereinafter defined).
(c) The Pricing Officer is authorized, in connection with effecting the sale of the Bonds, to obtain from
a municipal bond insurance company so designated in the Pricing Certificate (the "Insurer") a municipal bond
insurance policy (the "Insurance Policy") in support of the Bonds. To that end, should the Pricing Officer
exercise such authority and commit the Issuer to obtain a municipal bond insurance policy, for so long as the
Insurance Policy is in effect, the requirements of the Insurer relating to the issuance of the Insurance Policy as
set forth in the Pricing Certificate are incorporated by reference into this Ordinance and made a part hereof for
all purposes, notwithstanding any other provision of this Ordinance to the contrary. The Pricing Officer shall
have the authority to execute any documents to effect the issuance of the Insurance Policy by the Insurer.
(d) The Mayor and Mayor Pro Tem, the Town Secretary and the Pricing Officer shall be and they are
hereby expressly authorized, empowered and directed from time to time and at any time to do and perform all
such acts and things and to execute, acknowledge and deliver in the name and under the corporate seal and on
behalf of the Issuer a Paying Agent/Registrar Agreement with the Paying Agent/Registrar and all other
instruments, whether or not herein mentioned, as may be necessary or desirable in order to carry out the terms
and provisions of this Ordinance, the Pricing Certificate, the Bonds, the sale of the Bonds and the Official
Statement. In case any officer whose signature shall appear on any Bond shall cease to be such officer before
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the delivery of such Bond, such signature shall nevertheless be valid and sufficient for all purposes the same
as if such officer had remained in office until such delivery.
SECTION 11. COMPLIANCE WITH RULE 15c2-12.
(a) Definitions. That as used in this Section, the following terms have the meanings ascribed to such
terms below:
"MSRB" means the Municipal Securities Rulemaking Board.
"Rule" means SEC Rule 15c2-12, as amended from time to time.
"SEC" means the United States Securities and Exchange Commission.
(b) Annual Reports.
(i) The Issuer agrees to provide annually to the MSRB, in an electronic format as prescribed
by the MSRB, within six months after the end of each fiscal year, financial information and operating
data with respect to the Issuer that is customarily prepared and publicly available, as provided in the
Pricing Certificate. Any financial statements so to be provided shall be (1) prepared in accordance
with the accounting principles described in the financial statements of the Issuer appended to the
Official Statement, or such other accounting principles as the Issuer may be required to employ from
time to time pursuant to state law or regulation, and (2) audited, if the Issuer commissions an audit of
such statements and the audit is completed within the period during which they must be provided. If
the audit of such financial statements is not complete within such period, then the Issuer shall provide
unaudited financial statements by the required time, and shall provide audited financial statements for
the applicable fiscal year to the MSRB, when and if the audit report on such statements become
available.
(ii) If the Issuer changes its fiscal year, it will notify the MSRB of the change (and of the date
of the new fiscal year end) prior to the next date by which the Issuer otherwise would be required to
provide financial information and operating data pursuant to this Section. The financial information
and operating data to be provided pursuant to this Section may be set forth in full in one or more
documents or may be included by specific reference to any document that is available to the public on
the MSRB's internet website or filed with the SEC. All documents provided to the MSRB pursuant
to this Section shall be accompanied by identifying information as prescribed by the MSRB.
(c) Event Notices.
(i) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB, in
a timely manner (but not in excess of ten business days after the occurrence of the event) of any of the
following events with respect to the Bonds, if such event is material within the meaning of the federal
securities laws:
1. Non-payment related defaults;
2. Modifications to rights of Bondholders;
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3. Bond calls;
4. Release, substitution, or sale of property securing repayment of the Bonds;
5. The consummation of a merger, consolidation, or acquisition involving an
obligated person or the sale of all or substantially all of the assets of the obligated person,
other than in the ordinary course of business, the entry into a definitive agreement to undertake
such an action or the termination of a definitive agreement relating to any such actions, other
than pursuant to its terms; and
6. Appointment of a successor or additional trustee or the change of name of a trustee.
(ii) The Issuer shall notify the MSRB in an electronic format as prescribed by the MSRB, in
a timely manner (but not in excess of ten business days after the occurrence of the event) of any of the
following events with respect to the Bonds, without regard to whether such event is considered material
within the meaning of the federal securities laws:
1. Principal and interest payment delinquencies;
2. Unscheduled draws on debt service reserves reflecting financial difficulties;
3. Unscheduled draws on credit enhancements reflecting financial difficulties;
4. Substitution of credit or liquidity providers, or their failure to perform;
5. Adverse tax opinions or the issuance by the Internal Revenue Service of proposed
or final determinations of taxability, Notices of Proposed Issue (IRS Form 5701–TEB) or
other material notices or determinations with respect to the tax-exempt status of the Bonds,
or other events affecting the tax-exempt status of the Bonds;
6. Tender offers;
7. Defeasances;
8. Rating changes; and
9. Bankruptcy, insolvency, receivership or similar event of an obligated person.
(iii) The Issuer shall notify the MSRB, in a timely manner, of any failure by the Issuer to
provide financial information or operating data in accordance with subsection (b) of this Section by
the time required by such subsection.
(d) Limitations, Disclaimers, and Amendments.
(i) The Issuer shall be obligated to observe and perform the covenants specified in this
Section for so long as, but only for so long as, the Issuer remains an "obligated person" with respect
to the Bonds within the meaning of the Rule, except that the Issuer in any event will give notice of any
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deposit made in accordance with this Ordinance or applicable law that causes Bonds no longer to be
outstanding.
(ii) The provisions of this Section are for the sole benefit of the registered owners and
beneficial owners of the Bonds, and nothing in this Section, express or implied, shall give any benefit
or any legal or equitable right, remedy, or claim hereunder to any other person. The Issuer undertakes
to provide only the financial information, operating data, financial statements, and notices which it has
expressly agreed to provide pursuant to this Section and does not hereby undertake to provide any
other information that may be relevant or material to a complete presentation of the Issuer's financial
results, condition, or prospects or hereby undertake to update any information provided in accordance
with this Section or otherwise, except as expressly provided herein. The Issuer does not make any
representation or warranty concerning such information or its usefulness to a decision to invest in or
sell Bonds at any future date.
(iii) UNDER NO CIRCUMSTANCES SHALL THE ISSUER BE LIABLE TO THE
REGISTERED OWNER OR BENEFICIAL OWNER OF ANY BOND OR ANY OTHER PERSON,
IN CONTRACT OR TORT, FOR DAMAGES RESULTING IN WHOLE OR IN PART FROM
ANY BREACH BY THE ISSUER, WHETHER NEGLIGENT OR WITHOUT FAULT ON ITS
PART, OF ANY COVENANT SPECIFIED IN THIS SECTION, BUT EVERY RIGHT AND
REMEDY OF ANY SUCH PERSON, IN CONTRACT OR TORT, FOR OR ON ACCOUNT OF
ANY SUCH BREACH SHALL BE LIMITED TO AN ACTION FOR MANDAMUS OR SPECIFIC
PERFORMANCE.
(iv) No default by the Issuer in observing or performing its obligations under this Section
shall comprise a breach of or default under this Ordinance for purposes of any other provision of this
Ordinance. Nothing in this Section is intended or shall act to disclaim, waive, or otherwise limit the
duties of the Issuer under federal and state securities laws.
(v) Should the Rule be amended to obligate the Issuer to make filings with or provide notices
to entities other than the MSRB, the Issuer hereby agrees to undertake such obligation with respect
to the Bonds in accordance with the Rule as amended. The provisions of this Section may be amended
by the Issuer from time to time to adapt to changed circumstances that arise from a change in legal
requirements, a change in law, or a change in the identity, nature, status, or type of operations of the
Issuer, but only if (1) the provisions of this Section, as so amended, would have permitted an
underwriter to purchase or sell Bonds in the primary offering of the Bonds in compliance with the
Rule, taking into account any amendments or interpretations of the Rule since such offering as well
as such changed circumstances and (2) either (a) the registered owners of a majority in aggregate
principal amount (or any greater amount required by any other provision of this Ordinance that
authorizes such an amendment) of the outstanding Bonds consent to such amendment or (b) a person
that is unaffiliated with the Issuer (such as nationally recognized bond counsel) determined that such
amendment will not materially impair the interest of the registered owners and beneficial owners of the
Bonds. The Issuer may also amend or repeal the provisions of this continuing disclosure agreement
if the SEC amends or repeals the applicable provision of the Rule or a court of final jurisdiction enters
judgment that such provisions of the Rule are invalid, but only if and to the extent that the provisions
of this sentence would not prevent an underwriter from lawfully purchasing or selling Bonds in the
primary offering of the Bonds. If the Issuer so amends the provisions of this Section, it shall include
with any amended financial information or operating data next provided in accordance with subsection
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(b) of this Section an explanation, in narrative form, of the reason for the amendment and of the impact
of any change in the type of financial information or operating data so provided.
SECTION 12. METHOD OF AMENDMENT. The Issuer hereby reserves the right to amend this
Ordinance subject to the following terms and conditions, to-wit:
(a) The Issuer may from time to time, without the consent of any holder, except as otherwise required
by paragraph (b) below, amend or supplement this Ordinance in order to (i) cure any ambiguity, defect or
omission in this Ordinance that does not materially adversely affect the interests of the holders, (ii) grant
additional rights or security for the benefit of the holders, (iii) add events of default as shall not be inconsistent
with the provisions of this Ordinance and that shall not materially adversely affect the interests of the holders,
(iv) qualify this Ordinance under the Trust Indenture Act of 1939, as amended, or corresponding provisions
of federal laws from time to time in effect, or (v) make such other provisions in regard to matters or questions
arising under this Ordinance as shall not be inconsistent with the provisions of this Ordinance and that shall
not in the opinion of nationally recognized bond counsel materially adversely affect the interests of the holders.
(b) Except as provided in paragraph (a) above, the holders of Bonds aggregating in principal amount
51% of the aggregate principal amount of then outstanding Bonds that are the subject of a proposed amendment
shall have the right from time to time to approve any amendment hereto that may be deemed necessary or
desirable by the Issuer; provided, however, that without the consent of 100% of the holders in aggregate
principal amount of the then outstanding Bonds, nothing herein contained shall permit or be construed to permit
amendment of the terms and conditions of this Ordinance or in any of the Bonds so as to:
(1) Make any change in the maturity of any of the outstanding Bonds;
(2) Reduce the rate of interest borne by any of the outstanding Bonds;
(3) Reduce the amount of the principal of, or redemption premium, if any, payable on any
outstanding Bonds;
(4) Modify the terms of payment of principal or of interest or redemption premium on
outstanding Bonds or any of them or impose any condition with respect to such payment; or
(5) Change the minimum percentage of the principal amount of the Bonds necessary for
consent to such amendment.
(c) If at any time the Issuer shall desire to amend this Ordinance under this Section, the Issuer shall
send by U.S. mail to each registered owner of the affected Bonds a copy of the proposed amendment. Such
published notice shall briefly set forth the nature of the proposed amendment and shall state that a copy thereof
is on file at the office of the Issuer for inspection by all holders of such Bonds.
(d) Whenever at any time within one year from the date of mailing of such notice the Issuer shall
receive an instrument or instruments executed by the holders of at least 51% in aggregate principal amount of
all of the Bonds then outstanding that are required for the amendment, which instrument or instruments shall
consent to and approve such amendment, the Issuer may adopt the amendment in substantially the same form.
(e) Upon the adoption of any amendatory Ordinance pursuant to the provisions of this Section, this
Ordinance shall be deemed to be modified and amended in accordance with such amendatory Ordinance, and
Ordinance 672
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the respective rights, duties, and obligations of the Issuer and all holders of such affected Bonds shall thereafter
be determined, exercised, and enforced, subject in all respects to such amendment.
(f) Any consent given by the holder of a Bond pursuant to the provisions of this Section shall be
irrevocable for a period of six months from the date of such consent, and shall be conclusive and binding upon
all future holders of the same Bond during such period. Such consent may be revoked at any time after six
months from the date of such consent by the holder who gave such consent, or by a successor in title, by filing
notice with the Issuer, but such revocation shall not be effective if the holders of 51% in aggregate principal
amount of the affected Bonds then outstanding, have, prior to the attempted revocation, consented to and
approved the amendment.
For the purposes of establishing ownership of the Bonds, the Issuer shall rely solely upon the
registration of the ownership of such Bonds on the registration books kept by the Paying Agent/Registrar.
SECTION 13. DEFAULT AND REMEDIES.
(a) Events of Default. Each of the following occurrences or events for the purpose of this Ordinance
is hereby declared to be an Event of Default:
(i) the failure to make payment of the principal of or interest on any of the Bonds when the
same becomes due and payable; or
(ii) default in the performance or observance of any other covenant, agreement or obligation
of the Issuer, the failure to perform which materially, adversely affects the rights of the Registered
Owners of the Bonds, including, but not limited to, their prospect or ability to be repaid in accordance
with this Ordinance, and the continuation thereof for a period of 60 days after notice of such default
is given by any Registered Owner to the Issuer.
(b) Remedies for Default.
(i) Upon the happening of any Event of Default, then and in every case, any Registered Owner
or an authorized representative thereof, including, but not limited to, a trustee or trustees therefor, may
proceed against the Issuer for the purpose of protecting and enforcing the rights of the Registered
Owners under this Ordinance, by mandamus or other suit, action or special proceeding in equity or at
law, in any court of competent jurisdiction, for any relief permitted by law, including the specific
performance of any covenant or agreement contained herein, or thereby to enjoin any act or thing that
may be unlawful or in violation of any right of the Registered Owners hereunder or any combination
of such remedies.
(ii) It is provided that all such proceedings shall be instituted and maintained for the equal
benefit of all Registered Owners of Bonds then outstanding.
(c) Remedies Not Exclusive.
(i) No remedy herein conferred or reserved is intended to be exclusive of any other available
remedy or remedies, but each and every such remedy shall be cumulative and shall be in addition to
every other remedy given hereunder or under the Bonds or now or hereafter existing at law or in equity;
Ordinance 672
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provided, however, that notwithstanding any other provision of this Ordinance, the right to accelerate
the debt evidenced by the Bonds shall not be available as a remedy under this Ordinance.
(ii) The exercise of any remedy herein conferred or reserved shall not be deemed a waiver of
any other available remedy.
(iii) By accepting the delivery of a Bond authorized under this Ordinance, such Registered
Owner agrees that the certifications required to effectuate any covenants or representations contained
in this Ordinance do not and shall never constitute or give rise to a personal or pecuniary liability or
charge against the officers, employees or trustees of the Issuer or the Board of Trustees.
SECTION 14. APPROVAL OF ESCROW AGREEMENT AND TRANSFER OF FUNDS.
In furtherance of authority granted by Section 1207.007(b), Texas Government Code, the Mayor or the Pricing
Officer are further authorized to enter into and execute on behalf of the Issuer with the escrow agent named
therein, an escrow or similar agreement, in the form and substance as shall be approved by the Pricing Officer,
which agreement will provide for the payment in full of the Refunded Obligations. In addition, the Mayor or
the Pricing Officer is authorized to purchase such securities, to execute such subscriptions for the purchase
of the Escrowed Securities (as defined in the agreement), if any, and to authorize such contributions for the
escrow fund as provided in the agreement.
SECTION 15. REDEMPTION OF REFUNDED OBLIGATIONS.
(a) Subject to execution and delivery of the Purchase Agreement with the Purchaser, the Issuer hereby
directs that the Refunded Obligations be called for redemption on the dates and at such prices as set forth in
the Pricing Certificate. The Pricing Officer is hereby authorized and directed to issue or cause to be issued a
Notice of Redemption of the Refunded Obligations in substantially the form set forth in Exhibit A attached
hereto, completed with information from the Pricing Certificate, to the paying agents for the Refunded
Obligations.
(b) In addition, the paying agents for the Refunded Obligations are hereby directed to provide the
appropriate notices of redemption and defeasance as specified by the ordinances authorizing the issuance of
Refunded Obligations and is hereby directed to make appropriate arrangements so that the Refunded
Obligations may be redeemed on their redemption dates. The Refunded Obligations shall be presented for
redemption at the paying agents therefor, and shall not bear interest after the date fixed for redemption.
(c) If the redemption of the Refunded Obligations results in the partial refunding of any maturity of
the Refunded Obligations, the Pricing Officer shall direct the paying agent/registrar for the Refunded
Obligations to designate at random and by lot which of the Refunded Obligations will be payable from and
secured solely from ad valorem taxes of the Issuer pursuant to the ordinance of the Issuer authorizing the
issuance of such Refunded Obligations (the "Refunded Bond Ordinance"). The paying agent/registrar shall
notify by first-class mail all registered owners of all affected bonds of such maturities that: (i) a portion of such
bonds have been refunded and are secured until final maturity solely with cash and investments maintained by
the Escrow Agent in the Escrow Fund, (ii) the principal amount of all affected bonds of such maturities
registered in the name of such registered owner that have been refunded and are payable solely from cash and
investments in the Escrow Fund and the remaining principal amount of all affected bonds of such maturities
registered in the name of such registered owner, if any, have not been refunded and are payable and secured
solely from ad valorem taxes of the Issuer described in the Refunded Obligation Ordinance, (iii) the registered
owner is required to submit his or her Refunded Obligations to the paying agent/registrar, for the purposes of
Ordinance 672
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25
re-registering such registered owner's bonds and assigning new CUSIP numbers in order to distinguish the
source of payment for the principal and interest on such bonds, and (iv) payment of principal of and interest
on such bonds may, in some circumstances, be delayed until such bonds have been re-registered and new
CUSIP numbers have been assigned as required by (iii) above.
(d) The source of funds for payment of the principal of and interest on the Refunded Obligations on
their respective maturity or redemption dates shall be from the funds deposited with the Escrow Agent pursuant
to the Escrow Agreement approved in Section 14 of this Ordinance.
SECTION 16. APPROPRIATION. To pay the debt service coming due on the Bonds, if any (as
determined by the Pricing Certificate) prior to receipt of the taxes levied to pay such debt service, there is
hereby appropriated from current funds on hand, which are hereby certified to be on hand and available for
such purpose, an amount sufficient to pay such debt service, and such amount shall be used for no other
purpose.
SECTION 17. SEVERABILITY. If any section, article, paragraph, sentence, clause, phrase or
word in this Ordinance, or application thereof to any persons or circumstances is held invalid or
unconstitutional by a court of competent jurisdiction, such holding shall not affect the validity of the remaining
portion of this Ordinance, despite such invalidity, which remaining portions shall remain in full force and effect.
SECTION 18. EFFECTIVE DATE. In accordance with the provisions of Texas Government Code,
Section 1201.028, this Ordinance shall be effective immediately upon its adoption by the Town Council.
[Execution Page Follows]
Ordinance 672
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PASSED AND APPROVED ON THIS 14 DAY OF NOVEMBER, 2011.TH
Laura Wheat, Mayor
ATTEST:
Kelly Edwards, Town Secretary Thomas E. Brymer, Town Manager
APPROVED AS TO FORM:
L. Stanton Lowry, Town Attorney [CITY SEAL]
Ordinance 672
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SCHEDULE I
SCHEDULE OF ELIGIBLE REFUNDED OBLIGATIONS
Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series
2002, dated February 1, 2002, maturities May 1 in the years 2012 through 2015 and 2024, inclusive.
Town of Westlake, Texas Combination Tax and Limited Pledge Revenue Certificates of Obligation, Series
2003, dated June 1, 2003, maturities May 1 in the years 2012 through 2018, 2023, 2028 and 2032, inclusive.
Ordinance 672
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A-1
EXHIBIT A
NOTICE OF REDEMPTION
CUSIP Prefix No. ________
NOTICE IS HEREBY GIVEN that the Town of Westlake, Texas has called for redemption the
outstanding Certificates of Obligation of the Town described as follows (collectively, the "Refunded
Obligations"):
Town of Westlake, Texas __________________, Series _______, dated ____________,
maturing ____________ through ____________, inclusive, in the aggregate principal amount
of $_________, to the call date of the Refunded Obligations so called for redemption at
__________________. Call date: ____________.
On ______________, interest on the Refunded Obligations shall cease to accrue and be
payable.
THE REFUNDED OBLIGATIONS shall be redeemed in whole at U.S. Bank National Association,
as the Paying Agent/Registrar for said Refunded Obligations. Upon presentation of the Refunded Obligations
at the Paying Agent/Registrar on the aforementioned redemption date, the holder thereof shall be entitled to
receive the redemption price equal to par and accrued interest to the redemption date.
NOTICE IS GIVEN that due and proper arrangements have been made for providing the place of
payment of said Refunded Obligations called for redemption with funds sufficient to pay the principal amount
of said Refunded Obligations and the interest thereon to the redemption date. In the event said Refunded
Obligations, or any of them are not presented for redemption by the date fixed for their redemption, they shall
not thereafter bear interest.
UNDER THE PROVISIONS of Section 3406 of the Internal Revenue Code of 1986, as amended
paying agents making payments of interest and principal on municipal securities may be obligated to withhold
a tax from remittance to individuals who have failed to furnish the paying agent with a valid taxpayer
identification number. Registered holders who wish to avoid the imposition of the tax should submit certified
taxpayer identification numbers (via form W-9) when presenting the Refunded Obligations for payment.
THIS NOTICE is issued and given pursuant to the redemption provisions in the proceedings
authorizing the issuance of the aforementioned Refunded Obligations and in accordance with the recitals and
provisions of said Refunded Obligations.
NOTICE IS FURTHER GIVEN that the Refunded Obligations should be submitted to the following
addresses:
By Mail Overnight Courier/Hand Delivery
U.S. Bank National Association
Corporate Trust Services
P.O. Box 64111
St. Paul, Minnesota 55164-0111
Tel: (800) 934-6802
U.S. Bank National Association
Corporate Trust Services
60 Livingston Avenue
First Floor - Bond Drop Window
St. Paul, Minnesota 55107
Tel: (800) 934-6802
TOWN OF WESTLAKE, TEXAS
Ordinance 672
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EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal matters
involving pending or contemplated litigation, settlement offers, or other legal matters not
related directly to litigation or settlement. Pending or contemplated litigation and settlement
offers include but are not limited to the following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or employee:
Town Manager
Town of
Westlake
Item # 5 –
Executive Session
Town of
Westlake
Item # 6 – Reconvene
Meeting
TAKE ANY ACTION FROM EXECUTIVE SESSION, IF NECESSARY
EXECUTIVE SESSION
The Council will conduct a closed session pursuant to Texas Government Code, annotated,
Chapter 551, Subchapter D for the following:
a. Section 551.071 Consultation with Attorney - to seek advice of counsel on legal matters
involving pending or contemplated litigation, settlement offers, or other legal matters not
related directly to litigation or settlement. Pending or contemplated litigation and settlement
offers include but are not limited to the following: Rosevear and Simonetti
b. Section 551.074(a)(1): Deliberation Regarding Personnel Matters – to deliberate the
appointment, employment, evaluation, reassignment, duties, of a public officer or employee:
Town Manager
Town of
Westlake
Item # 7 – Take any
Necessary Action, if
necessary
FUTURE AGENDA ITEMS: Any Council member may request at a workshop and / or
Council meeting, under “Future Agenda Item Requests”, an agenda item for a future
Council meeting. The Council Member making the request will contact the Town Manager
with the requested item and the Town Manager will list it on the agenda. At the meeting,
the requesting Council Member will explain the item, the need for Council discussion of
the item, the item’s relationship to the Council’s strategic priorities, and the amount of
estimated staff time necessary to prepare for Council discussion. If the requesting Council
Member receives a second, the Town Manager will place the item on the Council agenda
calendar allowing for adequate time for staff preparation on the agenda item.
- None
Town of
Westlake
Item #8 ‐ Future
Agenda Items
COUNCIL RECAP / STAFF DIRECTION
Town of
Westlake
Item # 9
Council Recap /
Staff Direction
COUNCIL CALENDAR
- Grandparents’ Day at Westlake Academy
November 18, 2011; 8:00 am - Noon
- Westlake Academy Closed-Fall Break
November 21 – 25, 2011
- Town Offices Closed-Thanksgiving Holidays
November 24-25, 2011
- Community Tree Lighting
December 1, 2011; 6:00-8:00 pm, WA Campus
- Employee Recognition Banquet
December 3, 2011; 6:30 p.m., Marriott Solana
Town of
Westlake
Item # 10 –
Council Calendar
Town of
Westlake
Item # 11 –
Adjournment
Back up material has not
been provided for this item.